As filed with the Securities and Exchange Commission on December 8, 2016
File No. 333-02381/811-07589
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
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REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 |
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Pre-Effective Amendment No. |
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Post-Effective Amendment No. 149 |
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REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 |
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Amendment No. 150 |
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THE HARTFORD MUTUAL FUNDS, INC.
(Exact Name of Registrant as Specified in Charter)
5 Radnor Corporate Center, Suite 300, 100 Matsonford Road, Radnor, Pennsylvania 19087
(Address of Principal Executive Offices) (Zip Code)
Registrants Telephone Number, including Area Code: (610) 386-1844
Alice A. Pellegrino
Hartford Funds Management Company, LLC
5 Radnor Corporate Center, Suite 300
100 Matsonford Road
Radnor, Pennsylvania 19087
(Name and Address of Agent for Service)
Copy to:
John V. OHanlon, Esquire
Dechert LLP
One International Place, 40th Floor
100 Oliver Street
Boston, Massachusetts 02110-2605
It is proposed that this filing will become effective (check appropriate box):
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immediately upon filing pursuant to paragraph (b) of Rule 485 |
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on January 6, 2016 pursuant to paragraph (b) of Rule 485 |
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60 days after filing pursuant to paragraph (a)(1) of Rule 485 |
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on (Date) pursuant to paragraph (a)(1) of Rule 485 |
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75 days after filing pursuant to paragraph (a)(2) of Rule 485 |
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on (Date) pursuant to paragraph (a)(2) of Rule 485 |
If appropriate, check the following box:
x This post-effective amendment designates a new effective date for a previously filed post-effective amendment.
EXPLANATORY NOTE
This Post-Effective Amendment No. 149 to the Registration Statement of The Hartford Mutual Funds, Inc. (the Registrant) on Form N-1A incorporates by reference the Registrants Prospectus (Part A) and Statement of Additional Information (Part B) relating to Hartford Global Impact Fund contained in Post-Effective Amendment No. 148, which was filed with the U.S. Securities and Exchange Commission on September 26, 2016. The Registrants Other Information (Part C) is filed herewith. This Post-Effective Amendment is filed to extend the effective date of Post-Effective Amendment No. 148 to January 6, 2016.
PART C
OTHER INFORMATION
Item 28. Exhibits
a.(i) |
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Articles Supplementary dated July 14, 2011 (incorporated by reference to Post-Effective Amendment No. 94 to Registration Statement on Form N-1A (File No. 333-02381) filed on September 30, 2011) |
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a.(ii) |
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Articles of Amendment dated July 14, 2011 (incorporated by reference to Post-Effective Amendment No. 94 to Registration Statement on Form N-1A (File No. 333-02381) filed on September 30, 2011) |
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a.(iii) |
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Articles of Amendment dated August 8, 2011 (incorporated by reference to Post-Effective Amendment No. 94 to Registration Statement on Form N-1A (File No. 333-02381) filed on September 30, 2011) |
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a.(iv) |
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Articles Supplementary dated August 10, 2011 (incorporated by reference to Post-Effective Amendment No. 94 to Registration Statement on Form N-1A (File No. 333-02381) filed on September 30, 2011) |
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a.(v) |
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Articles of Amendment dated April 11, 2012 (incorporated by reference to Post-Effective Amendment No. 107 to Registration Statement on Form N-1A (File No. 333-02381) filed on September 17, 2012) |
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a.(vi) |
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Articles of Amendment dated April 27, 2012 (incorporated by reference to Post-Effective Amendment No. 107 to Registration Statement on Form N-1A (File No. 333-02381) filed on September 17, 2012) |
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a.(vii) |
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Articles Supplementary dated April 27, 2012 (incorporated by reference to Post-Effective Amendment No. 107 to Registration Statement on Form N-1A (File No. 333-02381) filed on September 17, 2012) |
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a.(viii) |
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Articles Supplementary dated June 1, 2012 (incorporated by reference to Post-Effective Amendment No. 107 to Registration Statement on Form N-1A (File No. 333-02381) filed on September 17, 2012) |
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a.(ix) |
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Articles Supplementary dated October 31, 2012 (incorporated by reference to Post-Effective Amendment No. 109 to Registration Statement on Form N-1A (File No. 333-02381) filed on November 30, 2012) |
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a.(x) |
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Certificate of Correction dated January 24, 2013 (incorporated by reference to Post-Effective Amendment No. 116 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 28, 2013) |
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a.(xi) |
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Articles Supplementary dated February 27, 2013 (incorporated by reference to Post-Effective Amendment No. 116 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 28, 2013) |
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a.(xii) |
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Articles Supplementary dated June 28, 2013 (incorporated by reference to Post-Effective Amendment No. 121 to Registration Statement on Form N-1A (File No. 333-02381) filed on December 19, 2013) |
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a.(xiii) |
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Articles Supplementary dated August 7, 2013 (incorporated by reference to Post-Effective Amendment No. 121 to Registration Statement on Form N-1A (File No. 333-02381) filed on December 19, 2013) |
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a.(xiv) |
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Articles Supplementary dated November 19, 2013 (incorporated by reference to Post-Effective Amendment No. 119 to Registration Statement on Form N-1A (File No. 333-02381) filed on November 29, 2013) |
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a.(xv) |
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Articles of Amendment dated February 25, 2014 (incorporated by reference to Post-Effective Amendment No. 123 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 28, 2014) |
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a.(xvi) |
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Articles Supplementary dated March 6, 2014 (incorporated by reference to Post-Effective Amendment No. 126 to Registration Statement on Form N-1A (File No. 333-02381) filed on April 30, 2014) |
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a.(xvii) |
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Certificate of Correction dated April 29, 2014 (incorporated by reference to Post-Effective Amendment No. 126 to Registration Statement on Form N-1A (File No. 333-02381) filed on April 30, 2014) |
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a.(xviii) |
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Articles of Amendment dated May 30, 2014 (incorporated by reference to Post-Effective Amendment No. 128 to Registration Statement on Form N-1A (File No. 333-02381) filed on May 30, 2014) |
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a.(xix) |
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Articles Supplementary dated July 23, 2014 (incorporated by reference to Post-Effective Amendment No. 132 to Registration Statement on Form N-1A (File No. 333-02381) filed on August 29, 2014) |
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a.(xx) |
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Articles Supplementary dated October 27, 2014 (incorporated by reference to Post-Effective Amendment No. 134 to Registration Statement on Form N-1A (File No. 333-02381) filed on November 7, 2014) |
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a.(xxi) |
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Articles Supplementary dated November 27, 2014 (incorporated by reference to Post-Effective Amendment No. 136 to Registration Statement on Form N-1A (File No. 333-02381) filed on December 19, 2014) |
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a.(xxii) |
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Articles Supplementary dated February 18, 2015 (incorporated by reference to Post-Effective Amendment No. 137 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 27, 2015) |
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a.(xxiii) |
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Articles of Amendment dated March 24, 2015 (incorporated by reference to Post-Effective Amendment No. 143 to Registration Statement on Form N-1A (File No. 333-02381) filed on December 22, 2015) |
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a.(xxiv) |
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Articles Supplementary dated May 26, 2015 (incorporated by reference to Post-Effective Amendment No. 140 to Registration Statement on Form N-1A (File No. 333-02381) filed on May 28, 2015) |
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a.(xxv) |
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Articles of Amendment dated May 28, 2015 (incorporated by reference to Post-Effective Amendment No. 143 to Registration Statement on Form N-1A (File No. 333-02381) filed on December 22, 2015) |
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a.(xxvi) |
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Articles of Amendment dated July 7, 2015 (incorporated by reference to Post-Effective Amendment No. 143 to Registration Statement on Form N-1A (File No. 333-02381) filed on December 22, 2015) |
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a.(xxvii) |
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Articles of Amendment dated August 31, 2015 (incorporated by reference to Post-Effective Amendment No. 143 to Registration Statement on Form N-1A (File No. 333-02381) filed on December 22, 2015) |
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a.(xxviii) |
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Articles Supplementary dated February 10, 2016 (incorporated by reference to Post-Effective Amendment No. 144 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 29, 2016) |
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a.(xxix) |
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Articles Supplementary dated [ ], 2016 (to be filed by subsequent amendment) |
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b. |
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Amended and Restated Bylaws (incorporated by reference to Post-Effective Amendment No. 137 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 27, 2015) |
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c. |
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Not Applicable |
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d.(i).a |
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Form of Investment Management Agreement with Hartford Funds Management Company, LLC (incorporated by reference to Post-Effective Amendment No. 132 to Registration Statement on form N-1A (File No. 333-02381) filed on August 29, 2014) |
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d.(i).b |
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Schedules A and B to the Investment Management Agreement with Hartford Funds Management Company, LLC (incorporated by reference to Post-Effective Amendment No. 143 to Registration Statement on Form N-1A (File No. 333-02381) filed on December 22, 2015) |
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d.(i).c |
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Investment Management Agreement, with Hartford Funds Management Company, LLC (filed herewith) |
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d.(ii).a |
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Form of Investment Sub-Advisory Agreement with Wellington Management Company LLP dated January 1, 2013 (incorporated by reference to Post-Effective Amendment No. 116 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 28, 2013) |
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d.(ii).b |
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Novation Agreement dated December 4, 2014 (incorporated by reference to Post-Effective Amendment No. 137 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 27, 2015) |
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e.(i).a |
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Amended and Restated Principal Underwriting Agreement (incorporated by reference to Post-Effective Amendment No. 131 to Registration Statement on Form N-1A (File No. 333-02381) filed on August 27, 2014) |
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e.(i).b |
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Amendment Number 1 Principal Underwriting Agreement (incorporated by reference to Post-Effective Amendment No. 119 to Registration Statement on Form N-1A (File No. 333-02381) filed on November 29, 2013) |
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e.(i).c |
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Form of Amendment Number 2 to Principal Underwriting Agreement (incorporated by reference to Post-Effective Amendment No. 126 to Registration Statement on Form N-1A (File No. 333-02381) filed on April 30, 2014) |
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e.(i).d |
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Amendment Number 3 to Principal Underwriting Agreement (incorporated by reference to Post-Effective Amendment No. 131 to Registration Statement on Form N-1A (File No. 333-02381) filed on August 27, 2014) |
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e.(i).e |
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Amendment Number 4 to Principal Underwriting Agreement (incorporated by reference to Post-Effective Amendment No. 132 to Registration Statement on form N-1A (File No. 333-02381) filed on August 29, 2014) |
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e.(i).f |
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Form of Amendment Number 5 to Principal Underwriting Agreement (incorporated by reference to Post-Effective Amendment No. 140 to Registration Statement on Form N-1A (File No. 333-02381) filed on May 28, 2015) |
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e.(i).g |
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Amendment Number 6 to Principal Underwriting Agreement (incorporated by reference to Post-Effective Amendment No. 144 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 29, 2016) |
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e.(i).h |
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Amendment Number 7 to Principal Underwriting Agreement (filed herewith) |
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e.(ii) |
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Form of Selling Agreement (filed herewith) |
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f. |
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Not Applicable |
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g.(i) |
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Custodian Agreement with State Street Bank and Trust Company (incorporated by reference to Post-Effective Amendment No. 137 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 27, 2015) |
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g.(ii) |
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Form of Prime Broker Margin Account Agreement (incorporated by reference to Post-Effective Amendment No. 132 to Registration Statement on Form N-1A (File No. 333-02381) filed on August 29, 2014) |
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h.(i) |
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Transfer Agency and Service Agreement with Hartford Administrative Services Company dated December 1, 2014 (incorporated by reference to Post-Effective Amendment No. 136 to Registration Statement on Form N-1A (File No. 333-02381) filed on December 19, 2014) |
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h.(ii) |
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Share Purchase Agreement (incorporated by reference to Post-Effective Amendment No. 35 to Registration Statement on Form N-1A (File No. 333-02381) filed on May 19, 2004) |
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h.(iii).a |
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Fund Accounting Agreement with Hartford Funds Management Company, LLC dated December 31, 2014 (incorporated by reference to Post-Effective Amendment No. 137 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 27, 2015) |
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h.(iii).b |
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Form of Amendment One to Fund Accounting Agreement (incorporated by reference to Post-Effective Amendment No. 140 to Registration Statement on Form N-1A (File No. 333-02381) filed on May 28, 2015) |
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h.(iii).c |
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Amendment Two to Fund Accounting Agreement (incorporated by reference to Post-Effective Amendment No. 143 to Registration Statement on Form N-1A (File No. 333-02381) filed on December 22, 2015) |
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h.(iii).d |
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Amendment Three to Fund Accounting Agreement (incorporated by reference to Post-Effective Amendment No. 144 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 29, 2016) |
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h.(iii).e |
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Form of Amendment Four to Fund Accounting Agreement (filed herewith) |
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h.(iv) |
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Form of Amended and Restated Expense Limitation Agreement (filed herewith) |
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h.(v) |
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Form of Amended and Restated Transfer Agency Fee Waiver Agreement (filed herewith) |
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i. |
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Opinion and Consent of Counsel (to be filed by subsequent amendment) |
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j. |
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Not Applicable |
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k. |
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Not Applicable |
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l. |
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Not Applicable |
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m. |
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Amended and Restated Rule 12b-1 Distribution Plan for Class A, Class B, Class C, Class R3 and Class R4 Shares (incorporated by reference to Post-Effective Amendment No. 144 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 29, 2016) |
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n. |
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Multiple Class Plan Pursuant to Rule 18f-3 (incorporated by reference to Post-Effective Amendment No. 144 to Registration Statement on Form N-1A (File No. 333-02381) filed on February 29, 2016) |
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o. |
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Not Applicable |
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p.(i) |
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Code of Ethics of Hartford Funds Management Company, LLC, Hartford Funds Distributors, LLC and The Hartford-Sponsored Mutual Funds (incorporated by reference to Post-Effective Amendment No. 143 to Registration Statement on Form N-1A (File No. 333-02381) filed on December 22, 2015) |
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p.(ii) |
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Code of Ethics of Wellington Management Company LLP dated January 1, 2015 (incorporated by reference to Post-Effective Amendment No. 140 to Registration Statement on Form N-1A (File No. 333-02381) filed on May 28, 2015) |
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q. |
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Powers of Attorney dated August 3, 2016 (filed herewith) |
Item 29. Persons Controlled by or Under Common Control with Registrant
As of November 30, 2016, The Hartford Cayman Global All-Asset Fund, Ltd, an exempt company organized under the laws of the Cayman Islands, is 100% owned by The Hartford Global All-Asset Fund.
As of November 30, 2016, The Hartford Cayman Global Real Asset Fund, Ltd, an exempt company organized under the laws of the Cayman Islands, is 100% owned by The Hartford Global Real Asset Fund.
Item 30. Indemnification
Article V, paragraph (f) of the Registrants Articles of Restatement provides that the Registrant shall indemnify (i) its directors and officers to the full extent required or permitted by law and (ii) other employees and agents to such extent authorized by the Registrants board of directors or bylaws and as permitted by law; provided, however, that no such indemnification shall protect any director or officer of the Registrant against any liability to the Registrant or its shareholders to which he would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his office. The rights of indemnification contained in Article V are not exclusive to any other rights to which any officer, director or employee seeking indemnification may be entitled.
Subsection (b) of Section 2-418 of the General Corporation Law of Maryland permits a corporation to indemnify any person who was or is party or is threatened to be made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative (other than an action by or in the right of the corporation) by reason of the fact that he is or was a director, officer, employee or agent of the corporation or is or was serving at the request of the corporation as a director, officer, employee or agent of another corporation or enterprise, against reasonable expenses (including attorneys fees), judgments, penalties, fines and amounts paid in settlement actually incurred by him in connection with such action, suit or proceeding unless it is proved that: (i) the act or omission of the person was material to the cause of action adjudicated in the proceeding and was committed in bad faith or was the result of active and deliberate dishonesty; (ii) the person actually received an improper personal benefit of money, property or services; or (iii)
with respect to any criminal action or proceeding, the person had reasonable cause to believe his act or omission was unlawful.
Indemnification under subsection (b) of Section 2-418 may not be made by a corporation unless authorized for a specific proceeding after a determination has been made that indemnification is permissible in the circumstances because the party to be indemnified has met the standard of conduct set forth in subsection (b). This determination shall be made (i) by the Board of Directors by a majority vote of a quorum consisting of directors not, at the time, parties to the proceeding, or, if such quorum cannot be obtained, then by a majority vote of a committee of the Board consisting solely of two or more directors not, at the time, parties to such proceeding and who were duly designated to act in the matter by a majority vote of the full Board in which the designated directors who are parties may participate; (ii) by special legal counsel selected by the Board of Directors or a committee of the Board by vote as set forth in subparagraph (i),or, if the requisite quorum of the full Board cannot be obtained therefor and the committee cannot be established, by a majority vote of the full Board in which any director who is a party may participate; or (iii) by the stockholders (except that shares held by directors who are parties to the specific proceeding may not be voted). A court of appropriate jurisdiction may also order indemnification if the court determines that a person seeking indemnification is entitled to reimbursement under subsection (b).
Section 2-418 further provides that indemnification provided for by Section 2-418 shall not be deemed exclusive of any rights to which the indemnified party may be entitled; and permits a corporation to purchase and maintain insurance on behalf of a director, officer, employee or agent of the corporation against any liability asserted against or incurred by such person in any such capacity or arising out of such persons status as such whether or not the corporation would have the power to indemnify such person against such liabilities under Section 2-418.
Insofar as indemnification for liability arising under the Securities Act of 1933, as amended (the Act) may be permitted to directors, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer or controlling person in connection with the securities being registered), the Registrant undertakes that it will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the questions whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.
The Registrants various agreements with its service providers provide for indemnification.
Item 31. Business and Other Connections of Investment Adviser
Hartford Funds Management Company, LLC (HFMC) serves as investment adviser to the Hartford Global Impact Fund. The executive officers of HFMC are listed in the investment adviser registration on Form ADV for HFMC (File No. 801-77209) and are hereby incorporated herein by reference thereto. The business and other connections of a substantial nature of each executive officer are given below.
Name |
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Position with HFMC (1) |
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Other Business |
James E. Davey |
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Senior Managing Director, Chairman of the Board, President and Manager |
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Executive Vice President of The Hartford Financial Services Group, Inc. (2) (The Hartford); Senior Managing Director, Chairman of the Board and Manager of Hartford Funds Distributors, LLC (3) (HFD); President, Senior Managing Director, Director and Chairman of the Board of Hartford Administrative Services Company (4) (HASCO) and President, Director, Chairman and Senior Managing Director of the Hartford Funds Management Group, Inc. (5) (HFMG) |
Walter F. Garger |
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Secretary, Managing Director and General Counsel |
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Secretary, Managing Director and General Counsel of HFD, HASCO and HFMG |
Vernon J. Meyer |
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Chief Investment Officer and Managing Director |
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Senior Vice President of Hartford Life Insurance Company (6) (HLIC); and Managing Director of HFMG |
Robert W. Paiano |
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Senior Vice President and |
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Senior Vice President, Treasurer, Committee Member and |
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Treasurer |
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Director of HLIC; Senior Vice President and Treasurer of Hartford Life, Inc. (7) (HLI), The Hartford, HASCO and HFD; and Treasurer of Hartford Investment Management Company (8) (HIMCO) and HFMG |
Gregory A. Frost |
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Managing Director, Chief Financial Officer and Manager |
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Director, Managing Director and Chief Financial Officer of HASCO; Manager, Managing Director and Chief Financial Officer of HFD; and Managing Director and Chief Financial Officer of HFMG |
Joseph G. Melcher |
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Executive Vice President and Chief Compliance Officer |
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Executive Vice President of HFD, HASCO and HFMG |
Anita Baldwin |
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Vice President |
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Vice President of HFMG |
Shannon ONeill |
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Vice President and Controller |
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Vice President and Controller of HASCO and HFMG; Chief Financial Officer/FINOP, Vice President and Controller of HFD |
Michael J. Fixer |
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Assistant Vice President and Assistant Treasurer |
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Assistant Treasurer and Assistant Vice President of HLIC, HASCO, HFD, HLI, The Hartford and HFMG; and Assistant Treasurer of HIMCO |
Kathleen E. Jorens |
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Assistant Treasurer and Vice President |
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Assistant Treasurer and Vice President of HLIC, HASCO, HFD, HLI and The Hartford; Assistant Treasurer of HIMCO; and Vice President and Assistant Secretary of HFMG |
Sarah J. Harding |
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Assistant Secretary |
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Assistant Secretary of HLIC, HLI, HASCO, HFD, HIMCO and HFMG |
Terence Shields |
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Assistant Secretary |
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Assistant Vice President and Assistant Secretary of HLIC; Assistant Secretary of HFD, HFMG, HLI and The Hartford |
Audrey E. Hayden |
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Assistant Secretary |
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Assistant Secretary of HASCO, HFD, HFMG, HLIC, HIMCO and HLI |
Holly Elliott |
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Assistant Secretary |
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Assistant Secretary of HFMG, HASCO, HIMCO and HFD |
Simone Parillo |
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Assistant Secretary |
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Assistant Secretary of HFMG, HASCO, HIMCO and HFD |
Michael R. Chesman |
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Senior Vice President and Director of Taxes |
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Director of Taxes and Senior Vice President of HASCO, HFD, HFMG, The Hartford, HLIC, HIMCO and HLI |
Keith R. Percy |
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Vice President |
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Vice President of HFD, HFMG, HASCO and HIMCO |
Allison Mortensen |
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Vice President |
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Vice President of HFMG |
(1) |
The principal business address for HFMC is 5 Radnor Corporate Center, Suite 300, 100 Matsonford Road, Radnor, PA 19087. |
(2) |
The principal business address for The Hartford is One Hartford Plaza, Hartford, CT 06155. |
(3) |
The principal business address for HFD is 5 Radnor Corporate Center, Suite 300, 100 Matsonford Road, Radnor, PA 19087. |
(4) |
The principal business address for HASCO is 5 Radnor Corporate Center, Suite 300, 100 Matsonford Road, Radnor, PA 19087. |
(5) |
The principal business address for HFMG is 5 Radnor Corporate Center, Suite 300, 100 Matsonford Road, Radnor, PA 19087. |
(6) |
The principal business address for HLIC is 200 Hopmeadow Street, Simsbury, CT 06089. |
(7) |
The principal business address for HLI is 200 Hopmeadow Street, Simsbury, CT 06089. |
(8) |
The principal business address for HIMCO is One Hartford Plaza, Hartford, CT 06155. |
Wellington Management Company LLP (Wellington Management) serves as sub-adviser to certain series of the Registrant. The executive officers of Wellington Management are listed in the investment adviser registration on Form ADV for Wellington Management (File No. 801-15908) and are hereby incorporated herein by reference thereto. The business and other connections of a substantial nature of each executive officer are given below.
Name |
|
Title |
Steven C. Angeli |
|
Senior Managing Director, Wellington Management Company LLP Executive Committee Member, Wellington Management Group LLP and Wellington Group Holdings LLP |
John E. Butler |
|
Senior Managing Director, Wellington Management International Ltd Executive Committee Member, Wellington Management Group LLP and Wellington Group Holdings LLP |
|
|
Director, Wellington Management International Ltd |
Cynthia M. Clarke |
|
Senior Managing Director and General Counsel, Wellington Management Company LLP |
|
|
Director, Wellington Management Hong Kong Ltd |
|
|
Director, Wellington Holdings, Inc. |
|
|
Director, Wellington Management Advisers, Inc. |
|
|
Director, Wellington Management Singapore Pte Ltd |
|
|
Director, Wellington Management International Ltd |
Cheryl M. Duckworth |
|
Head of Wellington Management Singapore Ptd Ltd |
|
|
Executive Committee Member, Wellington Management Group LLP and Wellington Group Holdings LLP |
|
|
Director, Wellington Management Singapore Pte Ltd |
Desmond A. Havlicek |
|
Senior Managing Director, Wellington Management Company LLP |
|
|
Executive Committee Member, Wellington Management Group LLP and Wellington Group Holdings LLP |
Jean M. Hynes |
|
Senior Managing Director, Wellington Management Company LLP Executive Committee Member, Wellington Management Group LLP and Wellington Group Holdings LLP |
|
|
Director, Wellington Management, Ltd. |
|
|
Director, Wellington Management International Ltd |
Donald J. Kilbride |
|
Senior Managing Director, Wellington Management Company LLP Executive Committee Member, Wellington Management Group LLP and Wellington Group Holdings LLP |
Ian R. Link |
|
Senior Managing Director, Wellington Management International Ltd Executive Committee Member, Wellington Management Group LLP and Wellington Group Holdings LLP |
Nancy M. Morris |
|
Managing Director and Chief Compliance Officer, Wellington Management Company LLP |
Phillip H. Perelmuter |
|
Head of Wellington Management International Ltd |
|
|
Executive Committee Member, Wellington Management Group LLP and Wellington Group Holdings LLP |
|
|
Director, Wellington Management International Ltd |
|
|
Director, Wellington Management, Ltd. |
Edward J. Steinborn |
|
Senior Managing Director and Chief Financial Officer, Wellington Management Company LLP |
|
|
Director, Wellington Holdings, Inc. |
|
|
Director, Wellington Management Advisers, Inc. |
|
|
Chair, Wellington Management International Ltd |
|
|
Director, Wellington Management Investment, Inc. |
|
|
Manager, Wellington Management Switzerland GmbH |
|
|
Controller/Head Cashier, Wellington Trust Company, NA |
Brendan J. Swords |
|
Chairman and Chief Executive Officer, Wellington Management Company LLP and Wellington Management Group LLP |
|
|
Executive Committee Member, Wellington Management Group LLP and Wellington Group Holdings LLP |
|
|
Director, Wellington Management, Ltd. |
|
|
Director, Wellington Trust Company, NA |
Item 32. Principal Underwriters
Hartford Funds Distributors, LLC (HFD) serves as the principal underwriter for the Hartford Global Impact Fund and is an indirect subsidiary of The Hartford Financial Services Group, Inc. HFD is also the principal underwriter for The Hartford Mutual Funds II, Inc., Hartford Series Fund, Inc. and Hartford HLS Series Fund II, Inc.
The directors and principal officers of HFD and their position with the Registrant are as follows:
Name and Principal
|
|
Positions and Offices with
|
|
Position and Offices
|
James E. Davey |
|
Senior Managing Director, Manager and Chairman of the Board |
|
Director, President and Chief Executive Officer |
John A. McLean |
|
President and Chief Executive Officer |
|
None |
Keraya S. Jefferson |
|
Chief Compliance Officer |
|
None |
Walter F. Garger |
|
Managing Director, General Counsel and Secretary |
|
Chief Legal Officer |
Martin A. Swanson |
|
Chief Marketing Officer, Principal and Managing Director |
|
None |
Robert W. Paiano** |
|
Senior Vice President and Treasurer |
|
None |
Gregory A. Frost |
|
Manager, Chief Financial Officer and Managing Director |
|
None |
Andrew S. Decker |
|
AML Officer |
|
AML Compliance Officer |
Kathleen E. Jorens** |
|
Vice President and Assistant Treasurer |
|
None |
Michael J. Fixer** |
|
Assistant Treasurer and Assistant Vice President |
|
None |
Laura S. Quade |
|
Vice President |
|
Vice President |
Terence Shields** |
|
Assistant Secretary |
|
None |
Sarah Harding** |
|
Assistant Secretary |
|
None |
Holly Elliott** |
|
Assistant Secretary |
|
None |
Simone Parillo** |
|
Assistant Secretary |
|
None |
Joseph G. Melcher |
|
Executive Vice President |
|
Vice President and Chief Compliance Officer |
Shannon ONeill |
|
Vice President, Controller and Financial and Operations Principal (FINOP) |
|
None |
Audrey E. Hayden** |
|
Assistant Secretary |
|
None |
Michael R. Chesman** |
|
Senior Vice President and Director of Taxes |
|
None |
Keith R. Percy** |
|
Vice President |
|
None |
* |
Unless otherwise indicated, principal business address is 5 Radnor Corporate Center, Suite 300, 100 Matsonford Road, Radnor, PA 19087. |
** |
Principal business address is One Hartford Plaza, Hartford, CT 06115. |
Item 33. Location of Accounts and Records
Books or other documents required to be maintained by the Registrant by Section 31(a) of the Investment Company Act of 1940 and the Rules promulgated thereunder are maintained by the Registrants custodian, sub-administrator, and sub-fund accounting agent, State Street Bank and Trust Company, One Lincoln Street, Boston, Massachusetts, 02111, the Registrants transfer agent, Hartford Administrative Services Company, 5 Radnor Corporate Center, Suite 300, 100 Matsonford Road, Radnor, PA 19087, the Registrants investment manager, Hartford Funds Management Company, LLC, 5 Radnor Corporate Center, Suite 300, 100 Matsonford Road, Radnor, PA 19087, and sub-transfer agent Boston Financial Data Services, 2000 Crown Colony Drive, Quincy, MA, 02169. Registrants corporate records are maintained at Hartford Funds Management Company, LLC, 5 Radnor Corporate Center, Suite 300, 100 Matsonford Road, Radnor, PA 19087 and its financial ledgers are maintained at State Street Bank and Trust Company, One Lincoln Street, Boston, Massachusetts, 02111.
Item 34. Management Services
Not Applicable
Item 35. Undertakings
Not Applicable
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all the requirements for effectiveness of this Post-Effective Amendment to the Registration Statement under Rule 485(b) under the Securities Act of 1933 and has duly caused this Post-Effective Amendment to the Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the Township of Radnor, and Commonwealth of Pennsylvania, on the 8th day of December 2016.
|
THE HARTFORD MUTUAL FUNDS, INC. |
|
|
|
|
|
|
|
|
By: |
/s/ James E. Davey |
|
|
James E. Davey |
|
|
President |
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the date indicated.
Signature |
|
Title |
|
Date |
|
|
|
|
|
/s/ James E. Davey |
|
Director, President and Chief Executive Officer |
|
December 8, 2016 |
James E. Davey |
|
|
|
|
|
|
|
|
|
/s/ Michael J. Flook |
|
Controller & Treasurer |
|
December 8, 2016 |
Michael J. Flook |
|
(Chief Accounting Officer & Chief Financial Officer) |
|
|
|
|
|
|
|
* |
|
Director |
|
December 8, 2016 |
Hilary E. Ackermann |
|
|
|
|
|
|
|
|
|
* |
|
Director |
|
December 8, 2016 |
Lynn S. Birdsong |
|
|
|
|
|
|
|
|
|
* |
|
Director |
|
December 8, 2016 |
Christine Detrick |
|
|
|
|
|
|
|
|
|
* |
|
Director |
|
December 8, 2016 |
Duane E. Hill |
|
|
|
|
|
|
|
|
|
* |
|
Director |
|
December 8, 2016 |
Sandra S. Jaffee |
|
|
|
|
|
|
|
|
|
* |
|
Chairman of the Board and Director |
|
December 8, 2016 |
William P. Johnston |
|
|
|
|
|
|
|
|
|
* |
|
Director |
|
December 8, 2016 |
Phillip O. Peterson |
|
|
|
|
|
|
|
|
|
* |
|
Director |
|
December 8, 2016 |
Lemma W. Senbet |
|
|
|
|
|
|
|
|
|
/s/ Alice A. Pellegrino |
|
|
|
December 8, 2016 |
*By: Alice A. Pellegrino |
|
|
|
|
Attorney-in-fact |
|
|
|
|
* Pursuant to Power of Attorney (filed herewith).
Exhibit Index
Exhibit No. |
|
Description |
d.(i).c |
|
Investment Management Agreement |
e.(i).h |
|
Amendment Number 7 to Principal Underwriting Agreement |
e.(ii) |
|
Form of Selling Agreement |
h.(iii).e |
|
Form of Amendment Four to Fund Accounting Agreement |
h.(iv) |
|
Form of Amended and Restated Expense Limitation Agreement |
h.(v) |
|
Form of Amended and Restated Transfer Agency Fee Waiver Agreement |
q. |
|
Powers of Attorney dated August 3, 2016 |
INVESTMENT MANAGEMENT AGREEMENT
This Agreement is made by and between Hartford Funds Management Company, LLC, a Delaware limited liability company (the Adviser), and each of The Hartford Mutual Funds, Inc. and The Hartford Mutual Funds II, Inc., each a corporation organized under the laws of the State of Maryland (each a Company), on its own behalf and on behalf of each of its series listed on Schedule A hereto, as it may be amended from time to time (each, a Portfolio and, collectively, the Portfolios).
WHEREAS, the Adviser has agreed to furnish investment advisory, management and administrative services to each Company, an open-end management investment company registered under the Investment Company Act of 1940, as amended (the 1940 Act) and each Portfolio; and
WHEREAS, each Company and the Adviser wish to enter into this Agreement setting forth the investment advisory, management and administrative services to be performed by the Adviser for each Company and each Portfolio, and the terms and conditions under which such services will be performed; and
WHEREAS, this Agreement has been approved in accordance with the provisions of the 1940 Act, and the Adviser is willing to furnish such services upon the terms and conditions herein set forth.
NOW, THEREFORE, in consideration of the promises and the mutual agreements herein contained, the parties hereto agree as follows:
1. General Provision
Each Company hereby employs the Adviser and the Adviser hereby undertakes to act as the investment manager of the Company and to each Portfolio and to perform for the Company such other duties and functions as are hereinafter set forth and such other duties as may be necessary or appropriate in connection with its services as investment manager. The Adviser shall, in all matters, give to each Company and its Board of Directors the benefit of its best judgment, effort, advice and recommendations and shall at all times conform to, and use its best efforts to enable the Company to conform to (i) the provisions of the 1940 Act and any rules or regulations thereunder, (ii) any other applicable provisions of state or federal law; (iii) the provisions of the Articles of Incorporation and By-Laws of the Company as amended from time to time; (iv) the policies and determinations of the Board of Directors of the Company; (v) the fundamental policies and investment restrictions of the Company and Portfolios as reflected in the Companys registration statement under the 1940 Act or as such policies may, from time to time, be amended by the Companys shareholders, and (vi) the Prospectus and Statement of Additional Information of the Company in effect from time to time. The appropriate officers and employees of the Adviser shall be available upon reasonable notice for consultation with any of the Directors and officers of the Company with respect to any matters dealing with the business and affairs of the Company including the valuation of any of each Portfolios securities.
2. Investment Management Services
In its capacity as investment manager to each Portfolio, Adviser shall have the following duties:
(a) Subject to the direction and control by each Companys Board of Directors, the Adviser shall, or shall cause an affiliate to, regularly provide each Portfolio with investment research, advice and supervision and will furnish continuously an investment program for each Portfolio consistent with the investment objectives and policies of the Portfolio, including but not limited to:
1. Providing and, as necessary, re-evaluating and updating the investment objectives and parameters, asset classes, and risk profiles of the Portfolios;
2. Determining, from time to time and subject to the provisions of Section 4 hereof, what securities and other financial instruments shall be purchased for each Portfolio, what securities or other financial instruments shall be held or sold by each Portfolio, and what portion of each Portfolios assets shall be held uninvested, subject always to the provisions of the Companys Articles of Restatement and Amended and Restated By-Laws and of the 1940 Act, and to the investment objectives, policies and restrictions of each Portfolio, each as shall be from time to time in effect, and subject, further, to such policies and restrictions as the Companys Board of Directors may from time to time establish.
3. Monitoring the Portfolios performance and examining and recommending ways to improve the performance of the Portfolios, including by scrutinizing security selection, style focus, sector concentration, market cap preference, and prevailing market conditions;
4. Monitoring subadvisers to confirm their compliance with the Portfolios investment strategies and policies, for any changes that may impact the Portfolios or the subadvisers operations or overall business continuity, for their adherence to legal and compliance procedures, for any litigation enforcement or regulatory matters relating to the subadvisers, and with respect to the subadvisers brokerage practices and trading quality;
5. Conducting periodic on-site due diligence meetings as well as other meetings with subadvisers;
6. Researching, selecting, and making recommendations to replace subadvisers or portfolio managers, and assisting in managing the transition process when subadvisers or portfolio managers are appointed, terminated, or replaced.
(b) The Adviser shall provide, or shall cause an affiliate to provide, such economic and statistical data relating to each Portfolio and such information concerning important economic, political and other developments as the Adviser shall deem appropriate or as shall be requested by each Companys Board of Directors.
(c) The Adviser shall advise and assist the officers of each Company in taking such steps as are necessary or appropriate to carry out the decisions of the Companys Board of Directors and the appropriate committees of the Board regarding the conduct of the business of the Company insofar as it relates to the Portfolios.
3. Administrative and Management Services
(a) In addition to the performance of investment advisory services and subject to the supervision of each Companys Board of Directors, the Adviser shall regularly provide, or shall cause an affiliate to provide, such administrative and management services as may from time to time be requested by the Company or Portfolios as necessary for the operation of the Portfolios including, but not limited to:
1. assisting in the supervision of all aspects of the Companys operation, including the supervision and coordination of all matters relating to the functions of the custodian, transfer agent or other shareholder servicing agents
(if any), accountants, attorneys and other parties performing services or operational functions for the Company, including serving as the liaison between such service providers and the Companys Board of Directors;
2. drafting and negotiating all aspects of agreements and amendments with the custodian, transfer agent or other shareholder servicing agents (if any) for the Company;
3. providing the Company with the services of persons, who may be the Advisers officers or employees, competent to serve as officers of the Company and to perform such administrative and clerical functions as are necessary in order to provide effective administration for the Company, including the preparation and maintenance of required reports, books and records of the Company;
4. providing the Company with adequate office space, facilities, equipment, personnel and related services for the effective administration of the affairs of the Company as contemplated in this Agreement;
5. preparation and production of meeting materials for the Companys Board of Directors, as well as such other materials as the Board of Directors may from time to time reasonably request, including in connection with the Boards annual review of the Portfolios investment management agreement, the subadvisory agreements, and related agreements;
6. coordinating and overseeing the preparation and filing with the U.S. Securities and Exchange Commission (SEC) of registration statements, notices, shareholder reports, proxy statements and other material for the Portfolios required to be filed under applicable law;
7. developing and implementing compliance programs for the Portfolios, developing and implementing procedures for monitoring compliance with the Portfolios investment objectives, policies and guidelines and with applicable regulatory requirements; and preparing reports to the Board concerning compliance matters;
8. providing day-to-day legal and regulatory support for the Portfolios in connection with the administration of the affairs of the Company, including but not limited to providing advice on legal, compliance, regulatory and operational issues, advice relating to litigation involving the Portfolios and/or its directors or officers, and procuring legal services for the Portfolios and supervising the work of outside legal counsel;
9. assisting the Portfolios in the handling of regulatory examinations and working with the Portfolios legal counsel in response to non-routine regulatory matters;
10. making reports to the Board of the Advisers performance of its obligations hereunder and furnish advice and recommendations with respect to such other aspects of the business and affairs of the Portfolio as the Adviser shall determine to be desirable;
11. preparing Board materials and Board reports generally and provide such other information or assistance to the Board as may be necessary from time to time;
12. maintaining and preserving or overseeing the maintenance and preservation of, as applicable, the records specified in the Portfolio agreements not maintained by other Portfolio service providers and any other records related to the Portfolios transactions as are required under any applicable state or federal securities;
13. preparing such information and reports as may be required by any banks from which a Portfolio borrows funds;
14. performing due diligence on third-party service providers and negotiating service agreements with those third-parties; and
15. providing such other services as the parties hereto may agree upon from time to time for the efficient operation of the Company and Portfolios.
4. Sub-Advisers and Sub-Contractors
The Adviser, upon approval of the Board of Directors, may engage one or more investment advisers that are registered as such under the 1940 Act to act as sub-adviser and provide certain services set forth in Section 2 hereof with respect to existing and future Portfolios of each Company, all as shall be subject to approval in accordance with the requirements of the 1940 Act and as such requirements may be modified by rule, regulation or order of the SEC. Each sub-adviser shall perform its duties subject to the direction and control of the Adviser. Subject to the discretion and control of each Companys Board of Directors, the Adviser will monitor, supervise and oversee each sub-advisers management of the Portfolios investment operations in accordance with the investment objectives and related investment policies of each Portfolio, as set forth in each Companys registration statement with the SEC, and review and report to the Board of Directors periodically on the performance of each sub-adviser and recommend action as appropriate. In addition, the Adviser may engage other parties to assist it with any of the administrative and management services set forth in Section 3 above.
5. Brokerage Transactions
In connection with the purchases or sales of portfolio securities or other financial instruments for the account of a Portfolio, neither the Adviser, nor any of its partners, directors, officers or employees nor any sub-adviser engaged by the Adviser pursuant to Section 4 hereof will act as principal or agent or receive any commission. The Adviser, a sub-adviser engaged by the Adviser, or the agent of the Adviser or a sub-adviser, shall arrange for the placing of all orders for the purchase and sale of portfolio securities and other financial instruments for a Portfolios account with brokers or dealers selected by the Adviser or a sub-adviser, as applicable. In the selection of such brokers or dealers and the placing of such orders, the Adviser or a sub-adviser, as applicable, will use its best efforts to obtain the most favorable execution and net security price available for a Portfolio. It is understood that it is desirable for a Portfolio that the Adviser or sub-adviser have access to supplemental investment and market research and security and
economic analyses provided by certain brokers who may execute brokerage transactions at a higher cost to the Portfolio than may result when allocating brokerage to other brokers on the basis of seeking the most favorable price and efficient execution. It is also understood that the services provided by such brokers may be useful to the Adviser or sub-adviser in connection with Advisers or sub-advisers services to other clients. Subject to and in accordance with any directions that each Companys Board of Directors may issue from time to time the Adviser or a sub-adviser, as applicable, may also be authorized to effect individual securities transactions at commission rates in excess of the minimum commission rates available, if the Adviser or the sub-adviser, as applicable, determines in good faith that such amount of commission is reasonable in relation to the value of the brokerage or research services provided by such broker or dealer, viewed in terms of either that particular transaction or the Advisers or the sub-advisers overall responsibilities with respect to a Portfolio and other advisory clients. The Advisers services to a Portfolio pursuant to this Investment Management Agreement are not deemed to be exclusive and it is understood that the Adviser may render investment advice, management and other services to others.
6. Allocation of Charges and Expenses
The Adviser will pay all costs incurred by the Adviser in connection with the performance of its duties under Section 2 of this Investment Management Agreement. The Adviser will not be required to bear any expenses of any Portfolio other than those specifically allocated to the Adviser in this Section 6. In particular, but without limiting the generality of the foregoing, the Adviser will not be required to pay expenses related to: (i) interest and taxes; (ii) brokerage commissions; (iii) premiums for fidelity and other insurance coverage requisite to each Companys operations; (iv) the fees and expenses of its non-interested directors; (v) legal, audit and fund accounting expenses; (vi) custodian and transfer agent fees and expenses; (vii) expenses incident to the redemption of its shares; (viii) fees and expenses related to the registration under federal and state securities laws of shares of each Company for public sale; (ix) expenses of printing and mailing prospectuses, reports, notices and proxy material to shareholders of each Company; (x) all other expenses incidental to holding meetings of each Companys shareholders; and (xi) such extraordinary non-recurring expenses as may arise, including litigation affecting each Company and any obligation which the Company may have to indemnify its officers and Directors with respect thereto. Any officer or employee of the Adviser or of any entity controlling, controlled by or under common control with the Adviser, who may also serve as officers, directors or employees of each Company shall not receive any compensation from the Company for their services, with the exception of the chief compliance officer of the Company, who may be compensated by the Company for services provided to the Company.
7. Compensation of the Adviser
For all services to be rendered, each Portfolio shall pay to the Adviser as promptly as possible after the last day of each month during the term of this Agreement, a fee accrued daily and paid monthly, as set forth in Schedule B to this Agreement, as it may be amended from time to time:
The Adviser, or an affiliate of the Adviser, may agree to subsidize any of the Portfolios to any level that the Adviser, or any such affiliate, may specify. Any such undertaking may be modified or discontinued at any time except to the extent the Adviser explicitly agrees to maintain such undertaking for a specified period.
If it is necessary to calculate the fee for a period of time that is less than a month, then the fee shall be (i) calculated at the annual rates provided in Schedule B but prorated for the number of days elapsed in the month in question as a percentage of the total number of days in such month, (ii) based upon the average of the Portfolios daily net asset value for the period in question, and (iii) paid within a reasonable time after the close of such period. The daily net asset value of a Portfolio shall be determined on the basis set forth in the Portfolios prospectus(es) or otherwise consistent with the 1940 Act and the regulations promulgated thereunder.
8. Liability of the Adviser
(a) The Adviser shall not be liable for any loss or losses sustained by reason of any investment including the purchase, holding or sale of any security, or with respect to the administration of each Company, as long as the Adviser shall have acted in good faith and with due care; provided, however, that no provision in this Agreement shall be deemed to protect the Adviser against any liability to the Company or its shareholders by reason of its willful misfeasance, bad faith or gross negligence in the performance of its duties or by reason of its reckless disregard of its obligations and duties under this Agreement.
(b) The rights of exculpation and indemnification are not to be construed so as to provide for exculpation or indemnification provided under 8(a) of any person for any liability (including liability under U.S. federal securities laws that, under certain circumstances, impose liability even on persons that act in good faith) to the extent (but only to the extent) that exculpation or indemnification would be in violation of applicable law, but will be construed so as to effectuate the applicable provisions of this section to the maximum extent permitted by applicable law.
9. Duration of Agreement
(a) This Agreement shall be effective with respect to a Portfolio as of the date indicated on Schedule A, and shall continue through the period ending two years from such date. This Agreement, unless sooner terminated in accordance with 9(b) below, shall continue in effect from year to year thereafter provided that its continuance is specifically approved at least annually (1) by a vote of a majority of the members of the Board of Directors of the Company or by a vote of a majority of the outstanding voting securities of the Portfolio, and (2) in either event, by the vote of a majority of the members of the Companys Board of Directors who are not parties to this Agreement or interested persons of any such party, cast in person at a meeting called for the purpose of voting on this Agreement.
(b) This Agreement (1) may be terminated at any time without the payment of any penalty either by a vote of a majority of the members of the Board of Directors of the applicable Company or by a vote of a majority of the Portfolios outstanding voting securities, on sixty days prior written notice to the Adviser; (2) shall immediately terminate in the event of its assignment and (3) may be terminated by the Adviser on sixty days prior written notice to the Portfolio, but such termination will not be effective until the Portfolio shall have contracted with one or more persons to serve as a successor investment adviser for the Portfolio and such person(s) shall have assumed such position.
(c) As used in this Agreement, the terms assignment, interested person and vote of majority of the Companys outstanding voting securities shall have the meanings set forth for such terms in the 1940 Act, as amended.
(d) Any notice under this Agreement shall be given in writing, addressed and delivered, or mailed postpaid, to the other party to this Agreement to whom such notice is to be given at such partys current address.
10. Other Activities
Nothing in this Agreement shall limit or restrict the right of any director, officer, or employee of the Adviser to engage in any other business or to devote his or her time and attention in part to the management or other aspects of any other business, whether of a similar nature or a dissimilar nature, nor to limit or restrict the right of the Adviser to engage in any other business or to render services of any kind to any other corporation, firm individual or association.
11. Additional Series
The amendment of Schedule A to this Agreement for the sole purpose of adding one or more Portfolios shall not be deemed an amendment of this Agreement or an amendment affecting an already existing Portfolio and requiring the approval of shareholders of that Portfolio.
12. Invalid Provisions
If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule or otherwise, the remainder of this Agreement shall not be affected thereby.
13. Governing Law
To the extent that federal securities laws do not apply, this Agreement and all performance hereunder shall be governed by the laws of the State of New York, which apply to contracts made and to be performed in the State of New York. To the extent that the applicable laws of the State of New York conflict with the applicable provisions of the 1940 Act, the latter shall control.
14. Amendments
No provision of this Agreement may be changed, waived, discharged, or terminated orally, but only by an instrument in writing signed by the party against whom enforcement of the change, waiver, discharge, or termination is sought, and no amendment of this Agreement will be effective until approved in a manner consistent with the 1940 Act and rules and regulations under the 1940 Act and any applicable Securities and Exchange Commission exemptive order from such rules and regulations. Any such instrument signed by a Portfolio must be (a) approved by the vote of a majority of the Directors who are not parties to this Agreement or interested persons of any party to this Agreement, cast in person at a meeting called for the purpose of voting on such approval, and (b) by the vote of a majority of the Directors of each Company, or by the vote of a majority of the outstanding voting securities of the Portfolio. The amendment of Schedule A and/or Schedule B to this Agreement for the sole purpose of (i) adding or deleting one or more Portfolios or (ii) making other non-material changes to the information included in the Schedule shall not be deemed an amendment of this Agreement.
15. Entire Agreement
This Agreement, including the schedules hereto, constitutes the entire understanding between the parties pertaining to the subject matter hereof and supersedes any prior agreement between the parties on this subject matter.
[The remainder of this page left intentionally blank.]
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date written below.
|
Hartford Funds Management Company, LLC |
|
|
|
/s/ James E. Davey |
|
By: James E. Davey |
|
Title: President |
|
|
|
The Hartford Mutual Funds, Inc. |
|
on behalf of each of its series listed on |
|
Schedule A |
|
|
|
/s/ James E. Davey |
|
By: James E. Davey |
|
Title: President |
|
Date: February 29, 2016 |
|
|
|
The Hartford Mutual Funds II, Inc. |
|
on behalf of each of its series listed on |
|
Schedule A |
|
|
|
/s/ James E. Davey |
|
By: James E. Davey |
|
Title: President |
|
Date: March 14, 2016 |
Schedule A
List of Portfolios
THE HARTFORD MUTUAL FUNDS, INC.
ON BEHALF OF:
The Hartford Balanced Fund(1)
The Hartford Balanced Income Fund(2)
The Hartford Capital Appreciation Fund(2)
The Hartford Checks and Balances Fund(2)
The Hartford Conservative Allocation Fund(1)
Hartford Core Equity Fund(1)
The Hartford Dividend and Growth Fund(1)
Hartford Duration-Hedged Strategic Income Fund(1), (3)
Hartford Emerging Markets Equity Fund(1)
The Hartford Emerging Markets Local Debt Fund(1)
Hartford Environmental Opportunities Fund(4)
The Hartford Equity Income Fund(2)
The Hartford Floating Rate Fund(1)
The Hartford Global All-Asset Fund(1)
The Hartford Global Alpha Fund(1), (3)
Hartford Global Capital Appreciation Fund(2)
Hartford Global Equity Income Fund(2)
The Hartford Global Real Asset Fund(1)
The Hartford Growth Allocation Fund(1)
The Hartford High Yield Fund(1)
The Hartford Inflation Plus Fund(1)
Hartford International Equity Fund(1)
The Hartford International Growth Fund(2)
The Hartford International Opportunities Fund(1)
The Hartford International Small Company Fund(1)
The Hartford International Value Fund(1)
Hartford Long/Short Global Equity Fund(1)
The Hartford MidCap Fund(2)
The Hartford MidCap Value Fund(1)
Hartford Moderate Allocation Fund(1)
Hartford Multi-Asset Income Fund(1)
Hartford Municipal Income Fund(1)
Hartford Municipal Short Duration Fund(1)
The Hartford Quality Bond Fund(1)
Hartford Real Total Return Fund(1)
The Hartford Short Duration Fund(1)
Hartford Small Cap Core Fund(1)
The Hartford Strategic Income Fund(1)
The Hartford Total Return Bond Fund(1)
The Hartford Unconstrained Bond Fund(1)
The Hartford World Bond Fund(1)
THE HARTFORD MUTUAL FUNDS II, INC.
ON BEHALF OF:
The Hartford Growth Opportunities Fund(1)
The Hartford Municipal Real Return Fund(1)
The Hartford Small Cap Growth Fund(1)
The Hartford Value Opportunities Fund(1)
Hartford Schroders Emerging Markets Debt and Currency Fund(5)
Hartford Schroders Tax-Aware Bond Fund(5)
Hartford Schroders Emerging Markets Equity Fund(5)
Hartford Schroders Emerging Markets Multi-Sector Bond Fund(5)
Hartford Schroders Income Builder Fund(5)
Hartford Schroders Global Strategic Bond Fund(5)
Hartford Schroders International Stock Fund(5)
Hartford Schroders International Multi-Cap Value Fund(5)
Hartford Schroders US Small Cap Opportunities Fund(5)
Hartford Schroders US Small/Mid Cap Opportunities Fund(5)
(1) Effective March 14, 2016. Approved by shareholders at a shareholder meeting on March 14, 2016
(2) Effective April 19, 2016. Approved by shareholders at a shareholder meeting on April 19, 2016
(3) It is anticipated that the Fund will be liquidated on the close of business on October 21, 2016. Effective the business day following the liquidation date, the Fund is removed from Schedule A.
(4) Effective February 29, 2016
(5) Effective October 19, 2016. Approved by written consent of the sole initial shareholder on October 19, 2016
Last updated: October 19, 2016
Schedule B
Fees
As compensation for the services rendered by the Adviser, each Portfolio shall pay to the Adviser as promptly as possible after the last day of each month during the term of this Agreement, a fee accrued daily and paid monthly based upon the following annual rates calculated based on the average daily net asset value of the applicable Portfolio:
THE HARTFORD MUTUAL FUNDS, INC.
The Hartford Balanced Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.6900 |
% |
Next $500 million |
|
0.6250 |
% |
Next $4 billion |
|
0.5750 |
% |
Next $5 billion |
|
0.5725 |
% |
Amount Over $10 billion |
|
0.5700 |
% |
The Hartford Balanced Income Fund (2)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $250 million |
|
0.7000 |
% |
Next $250 million |
|
0.6300 |
% |
Next $500 million |
|
0.6000 |
% |
Next $1.5 billion |
|
0.5700 |
% |
Next $2.5 billion |
|
0.5500 |
% |
Next $5 billion |
|
0.5300 |
% |
Amount Over $10 billion |
|
0.5250 |
% |
The Hartford Capital Appreciation Fund (2)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.8000 |
% |
Next $500 million |
|
0.7000 |
% |
Next $4 billion |
|
0.6500 |
% |
Next $5 billion |
|
0.6475 |
% |
Amount Over $10 billion |
|
0.6450 |
% |
The Hartford Checks and Balances Fund (2)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
None |
|
Hartford Core Equity Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.4500 |
% |
Next $500 million |
|
0.3500 |
% |
Next $1.5 billion |
|
0.3300 |
% |
Next $2.5 billion |
|
0.3250 |
% |
Amount Over $5 billion |
|
0.3225 |
% |
The Hartford Dividend and Growth Fund (1) and The Hartford MidCap Value Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.7500 |
% |
Next $500 million |
|
0.6500 |
% |
Next $1.5 billion |
|
0.6000 |
% |
Next $2.5 billion |
|
0.5950 |
% |
Next $5 billion |
|
0.5900 |
% |
Amount Over $10 billion |
|
0.5850 |
% |
Hartford Duration-Hedged Strategic Income Fund (1), (3)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.1000 |
% |
Next $500 million |
|
0.0900 |
% |
Next $1.5 billion |
|
0.0850 |
% |
Next $2.5 billion |
|
0.0800 |
% |
Next $2.5 billion |
|
0.0750 |
% |
Next $2.5 billion |
|
0.0700 |
% |
Amount Over $10 billion |
|
0.0650 |
% |
Hartford Emerging Markets Equity Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $250 million |
|
1.1000 |
% |
Next $250 million |
|
1.0500 |
% |
Next $500 million |
|
1.0000 |
% |
Amount Over $1 billion |
|
0.9700 |
% |
The Hartford Emerging Markets Local Debt Fund (1) (fee schedule effective until October 31, 2016)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $250 million |
|
1.0000 |
% |
Next $250 million |
|
0.9500 |
% |
Next $4.5 billion |
|
0.9000 |
% |
Next $5 billion |
|
0.8975 |
% |
Amount Over $10 billion |
|
0.8950 |
% |
The Hartford Emerging Markets Local Debt Fund (fee schedule effective November 1, 2016)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $250 million |
|
0.8500 |
% |
Next $250 million |
|
0.8000 |
% |
Next $500 million |
|
0.7700 |
% |
Amount Over $1 billion |
|
0.7600 |
% |
Hartford Environmental Opportunities Fund (4)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.8000 |
% |
Next $500 million |
|
0.7500 |
% |
Next $1.5 billion |
|
0.7300 |
% |
Next $2.5 billion |
|
0.7250 |
% |
Amount Over $5.0 billion |
|
0.7200 |
% |
The Hartford Equity Income Fund (2)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $250 million |
|
0.7500 |
% |
Next $250 million |
|
0.7000 |
% |
Next $500 million |
|
0.6500 |
% |
Next $1.5 billion |
|
0.6000 |
% |
Next $2.5 billion |
|
0.5900 |
% |
Amount Over $5 billion |
|
0.5875 |
% |
The Hartford Floating Rate Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.6500 |
% |
Next $2 billion |
|
0.6000 |
% |
Next $2.5 billion |
|
0.5900 |
% |
Next $5 billion |
|
0.5800 |
% |
Amount Over $10 billion |
|
0.5700 |
% |
The Hartford Global All-Asset Fund (1) (fee schedule effective until October 31, 2016)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $250 million |
|
0.9500 |
% |
Next $250 million |
|
0.9000 |
% |
Next $500 million |
|
0.8000 |
% |
Next $1.5 billion |
|
0.7300 |
% |
Next $2.5 billion |
|
0.7000 |
% |
Next $5 billion |
|
0.6600 |
% |
Amount Over $10 billion |
|
0.6550 |
% |
The Hartford Global All-Asset Fund (fee schedule effective November 1, 2016)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $250 million |
|
0.8000 |
% |
Next $250 million |
|
0.7500 |
% |
Next $500 million |
|
0.7000 |
% |
Next $1.5 billion |
|
0.6800 |
% |
Next $2.5 billion |
|
0.6600 |
% |
Amount Over $5 billion |
|
0.6500 |
% |
Hartford Global Capital Appreciation Fund (2)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.8500 |
% |
Next $500 million |
|
0.7500 |
% |
Next $4 billion |
|
0.7000 |
% |
Next $5 billion |
|
0.6800 |
% |
Amount Over $10 billion |
|
0.6750 |
% |
Hartford Global Equity Income Fund (2)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.7500 |
% |
Next $500 million |
|
0.7000 |
% |
Next $4 billion |
|
0.6900 |
% |
Next $5 billion |
|
0.6850 |
% |
Amount Over $10 billion |
|
0.6700 |
% |
The Hartford Global Real Asset Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.8450 |
% |
Next $500 million |
|
0.8100 |
% |
Next $1.5 billion |
|
0.7800 |
% |
Next $2.5 billion |
|
0.7500 |
% |
Amount over $5 billion |
|
0.7100 |
% |
The Hartford MidCap Fund (2)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.8500 |
% |
Next $500 million |
|
0.7500 |
% |
Next $4 billion |
|
0.7000 |
% |
Next $5 billion |
|
0.6975 |
% |
Amount Over $10 billion |
|
0.6950 |
% |
The Hartford International Small Company Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.9000 |
% |
Next $500 million |
|
0.8500 |
% |
Next $4 billion |
|
0.8000 |
% |
Next $5 billion |
|
0.7975 |
% |
Amount Over $10 billion |
|
0.7950 |
% |
The Hartford High Yield Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.6500 |
% |
Next $500 million |
|
0.6000 |
% |
Next $1.5 billion |
|
0.5950 |
% |
Next $2.5 billion |
|
0.5900 |
% |
Next $5 billion |
|
0.5800 |
% |
Amount Over $10 billion |
|
0.5700 |
% |
The Hartford Inflation Plus Fund (1) and The Hartford Quality Bond Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.5000 |
% |
Next $500 million |
|
0.4500 |
% |
Next $1.5 billion |
|
0.4450 |
% |
Next $2.5 billion |
|
0.4400 |
% |
Next $5 billion |
|
0.4300 |
% |
Amount Over $10 billion |
|
0.4200 |
% |
Hartford International Equity Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.7000 |
% |
Next $500 million |
|
0.6500 |
% |
Next $1.5 billion |
|
0.6400 |
% |
Next $2.5 billion |
|
0.6300 |
% |
Amount Over $5 billion |
|
0.6250 |
% |
The Hartford International Growth Fund (2) and The Hartford International Value Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.8500 |
% |
Next $500 million |
|
0.8000 |
% |
Next $4 billion |
|
0.7500 |
% |
Next $5 billion |
|
0.7475 |
% |
Amount Over $10 billion |
|
0.7450 |
% |
The Hartford International Opportunities Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.7500 |
% |
Next $500 million |
|
0.6500 |
% |
Next $1.5 billion |
|
0.6400 |
% |
Next $2.5 billion |
|
0.6350 |
% |
Next $5 billion |
|
0.6300 |
% |
Amount Over $10 billion |
|
0.6250 |
% |
Hartford Long/Short Global Equity Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $ 1 billion |
|
1.4000 |
% |
Next $ 1 billion |
|
1.3900 |
% |
Amount Over $2 billion |
|
1.3800 |
% |
Hartford Multi-Asset Income Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $250 million |
|
0.7500 |
% |
Next $250 million |
|
0.7000 |
% |
Next $500 million |
|
0.6800 |
% |
Next $1.5 billion |
|
0.6600 |
% |
Next $2.5 billion |
|
0.6500 |
% |
Next $5 billion |
|
0.6400 |
% |
Amount Over $10 billion |
|
0.6350 |
% |
Hartford Municipal Income Fund (1) and Hartford Municipal Short Duration Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.3500 |
% |
Next $500 million |
|
0.3000 |
% |
Next $1.5 billion |
|
0.2900 |
% |
Next $2.5 billion |
|
0.2850 |
% |
Amount Over $5 billion |
|
0.2800 |
% |
The Hartford Strategic Income Fund (1) and The Hartford Unconstrained Bond Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.5500 |
% |
Next $500 million |
|
0.5000 |
% |
Next $1.5 billion |
|
0.4750 |
% |
Next $2.5 billion |
|
0.4650 |
% |
Next $5 billion |
|
0.4550 |
% |
Amount Over $10 billion |
|
0.4450 |
% |
Hartford Real Total Return Fund (1), (5)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $250 million |
|
0.9000 |
% |
Next $250 million |
|
0.8800 |
% |
Next $500 million |
|
0.8500 |
% |
Next $1.5 billion |
|
0.8300 |
% |
Amount Over $2.5 billion |
|
0.8200 |
% |
Hartford Small Cap Core Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.7500 |
% |
Next $500 million |
|
0.7000 |
% |
Next $2 billion |
|
0.6500 |
% |
Next $2 billion |
|
0.6400 |
% |
Next $5 billion |
|
0.6300 |
% |
Amount Over $10 billion |
|
0.6200 |
% |
The Hartford Short Duration Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.4500 |
% |
Next $500 million |
|
0.4000 |
% |
Next $1.5 billion |
|
0.3950 |
% |
Next $2.5 billion |
|
0.3900 |
% |
Next $5 billion |
|
0.3800 |
% |
Amount Over $10 billion |
|
0.3700 |
% |
The Hartford Total Return Bond Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.4300 |
% |
Next $500 million |
|
0.3800 |
% |
Next $4 billion |
|
0.3700 |
% |
Next $5 billion |
|
0.3600 |
% |
Amount Over $10 billion |
|
0.3500 |
% |
The Hartford World Bond Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $250 million |
|
0.7000 |
% |
Next $250 million |
|
0.6500 |
% |
Next $4.5 billion |
|
0.6000 |
% |
Next $5 billion |
|
0.5750 |
% |
Amount Over $10 billion |
|
0.5725 |
% |
The Hartford Conservative Allocation Fund (1) , The Hartford Growth Allocation Fund (1) and Hartford Moderate Allocation Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.1000 |
% |
Next $500 million |
|
0.0950 |
% |
Next $1.5 billion |
|
0.0900 |
% |
Next $2.5 billion |
|
0.0800 |
% |
Next $2.5 billion |
|
0.0700 |
% |
Next $2.5 billion |
|
0.0600 |
% |
Amount Over $10 billion |
|
0.0500 |
% |
THE HARTFORD MUTUAL FUNDS II, INC.
The Hartford Growth Opportunities Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $250 million |
|
0.8000 |
% |
Next $4.75 billion |
|
0.7000 |
% |
Next $5 billion |
|
0.6975 |
% |
Amount Over $10 billion |
|
0.6950 |
% |
The Hartford Municipal Real Return Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.3500 |
% |
Next $500 million |
|
0.3000 |
% |
Next $1.5 billion |
|
0.2900 |
% |
Next $2.5 billion |
|
0.2850 |
% |
Amount Over $5 billion |
|
0.2800 |
% |
The Hartford Small Cap Growth Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $100 million |
|
0.9000 |
% |
Next $150 million |
|
0.8000 |
% |
Next $250 million |
|
0.7000 |
% |
Next $4.5 billion |
|
0.6500 |
% |
Next $5 billion |
|
0.6300 |
% |
Amount Over $10 billion |
|
0.6200 |
% |
The Hartford Value Opportunities Fund (1)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $500 million |
|
0.7000 |
% |
Next $500 million |
|
0.6000 |
% |
Next $1.5 billion |
|
0.5900 |
% |
Next $2.5 billion |
|
0.5850 |
% |
Next $5 billion |
|
0.5800 |
% |
Amount Over $10 billion |
|
0.5750 |
% |
Hartford Schroders Emerging Markets Debt and Currency Fund(6)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $1 billion |
|
0.9500 |
% |
Next $4 billion |
|
0.9000 |
% |
Next $5 billion |
|
0.8900 |
% |
Amount over $10 billion |
|
0.8850 |
% |
Hartford Schroders Tax-Aware Bond Fund(6)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $1 billion |
|
0.4500 |
% |
Next $4 billion |
|
0.4300 |
% |
Next $5 billion |
|
0.4250 |
% |
Amount over $10 billion |
|
0.4200 |
% |
Hartford Schroders Emerging Markets Equity Fund(6)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $1 billion |
|
1.0500 |
% |
Next $4 billion |
|
1.0000 |
% |
Next $5 billion |
|
0.9900 |
% |
Amount over $10 billion |
|
0.9850 |
% |
Hartford Schroders Emerging Markets Multi-Sector Bond Fund(6)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $1 billion |
|
0.7000 |
% |
Next $4 billion |
|
0.6500 |
% |
Next $5 billion |
|
0.6400 |
% |
Amount over $10 billion |
|
0.6350 |
% |
Hartford Schroders Income Builder Fund(6)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $1 billion |
|
0.7000 |
% |
Next $4 billion |
|
0.6800 |
% |
Next $5 billion |
|
0.6700 |
% |
Amount over $10 billion |
|
0.6650 |
% |
Hartford Schroders Global Strategic Bond Fund(6)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $1 billion |
|
0.6600 |
% |
Next $4 billion |
|
0.5800 |
% |
Next $5 billion |
|
0.5550 |
% |
Amount over $10 billion |
|
0.5450 |
% |
Hartford Schroders International Stock Fund(6)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $1 billion |
|
0.7500 |
% |
Next $4 billion |
|
0.7000 |
% |
Next $5 billion |
|
0.6900 |
% |
Amount over $10 billion |
|
0.6850 |
% |
Hartford Schroders International Multi-Cap Value Fund(6)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $1 billion |
|
0.7700 |
% |
Next $4 billion |
|
0.7200 |
% |
Next $5 billion |
|
0.7100 |
% |
Amount over $10 billion |
|
0.7050 |
% |
Hartford Schroders US Small Cap Opportunities Fund(6)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $1 billion |
|
0.9000 |
% |
Next $4 billion |
|
0.8900 |
% |
Next $5 billion |
|
0.8800 |
% |
Amount over $10 billion |
|
0.8700 |
% |
Hartford Schroders US Small/Mid Cap Opportunities Fund(6)
Average Daily Net Assets |
|
Annual Rate |
|
|
|
|
|
First $1 billion |
|
0.850 |
% |
Next $4 billion |
|
0.8000 |
% |
Next $5 billion |
|
0.7900 |
% |
Amount over $10 billion |
|
0.7850 |
% |
(1) Effective March 14, 2016. Approved by shareholders at a shareholder meeting on March 14, 2016
(2) Effective April 19, 2016. Approved by shareholders at a shareholder meeting on April 19, 2016
(3) It is anticipated that the Fund will be liquidated on the close of business on October 21, 2016. Effective the business day following the liquidation date, the Fund is removed from Schedule B.
(4) Effective February 29, 2016
(5) Revised fee schedule effective June 30, 2016
(6) Effective October 19, 2016. Approved by written consent of the sole initial shareholder on October 19, 2016
The Hartford Global Alpha Fund (1)
As compensation for the services rendered by the Adviser, the Portfolio listed below shall pay to the Adviser a monthly management fee, payable as promptly as possible after the last day of each month during the term of this Agreement, comprised of a Basic Fee and a Performance Adjustment.
The Hartford Global Alpha Fund (1)
Except as otherwise provided in subparagraph (d) below, the Performance Adjustment is added to or subtracted from the Basic Fee depending on whether the Portfolios Class A shares experienced better or worse performance than (i) an appropriate index (the Index) plus (ii) 1.15%. The Performance Adjustment is not cumulative. An increased fee will result even though the performance of the Portfolios Class A shares over some period of time shorter than the performance period has been lower than that of the Index plus 1.15%, and, conversely, a reduction
in the fee will be made for a month even though the performance of the Portfolios Class A shares over some period of time shorter than the performance period has exceeded that of the Index plus 1.15%. The Basic Fee and the Performance Adjustment will be computed as follows:
(a) Basic Fee. The Basic Fee Rate shall on an annual basis be 1.10% of the first $500 million, 1.09% of the next $500 million, 1.08% of the next $1.5 billion, 1.07% of the next $2.5 billion, and 1.06% in excess of $5 billion annually of the Funds average daily net assets. To determine the Basic Fee, each days net asset value will be multiplied by appropriate fee rate from the foregoing schedule and then divided by the number of days in the year, and the result will be paid each month, subject to the Performance Adjustment.
(b) Performance Adjustment Rate: Except as otherwise provided in subparagraph (d) below, the Base Fee Rate is subject to an upward or downward Performance Adjustment equivalent to 25% of the amount by which the Fund outperforms or underperforms its benchmark index plus 1.15%. For example, the Performance Adjustment Rate is 0.10% for each 0.40% that the investment performance of the Portfolios Class A shares for the performance period was better or worse than (i) the record of the Index, as then constituted, plus (ii) 1.15%. The maximum annual Performance Adjustment Rate is ±0.50%.
The performance period will commence with the Portfolios commencement of operations. During the first twelve months of the performance period for the Portfolio, there will be no performance adjustment. Starting with month thirteen of the performance period, the performance adjustment will take effect. Following month thirteen a new month will be added to the performance period until the performance period equals 36 months. Thereafter the performance period will consist of the current month plus the previous 35 months.
The investment performance of the Portfolios Class A shares will be measured by comparing (i) the net asset value of one Class A share of the Portfolio on the day prior to the first business day of the performance period (other than when the beginning of the performance period is the initial launch date of the Fund, in which case the investment performance will be measured from the initial net asset value of one Class A share of the Portfolio on the first business day of the performance period which is equal to $10. 00 per share) with (ii) the net asset value of one Class A share of the Portfolio as of the last business day of such period. In computing the investment performance of the Portfolios Class A shares and the investment record of the Index, distributions of realized capital gains, the value of capital gains taxes per share paid or payable on undistributed realized longterm capital gains accumulated to the end of such period and dividends paid out of investment income on the part of the Portfolio, and all cash distributions of the securities included in the Index, will be treated as reinvested in accordance with Rule 2051 or any other applicable rules under the Investment Advisers Act of 1940 (Advisers Act), as the same from time to time may be amended.
(c) Performance Adjustment. Onetwelfth of the annual Performance Adjustment Rate will be applied to the Portfolios average daily net asset value over the performance period.
(d) The Index shall be the BofA Merrill Lynch 3-Month U.S. Treasury Bill Index. Subject to the requirements of the 1940 Act and the Advisers Act, as modified by or interpreted by any applicable order or orders of the Securities and Exchange Commission (the Commission) or any rules or regulations adopted by, or interpretative releases of, the Commission, the Board of Directors may designate an alternative appropriate index for purposes of calculating the Performance Adjustment (the Successor Index) as provided in this subparagraph. For the 35 month period commencing on the first day of the month following such designation (or such other date as agreed by the Company, on behalf of the Portfolio, and the Adviser) (the Transition Period), the Performance Adjustment Rate shall be calculated by comparing the investment performance of the Portfolios Class A shares against the blended investment records of the Successor Index and the index used to calculate the Portfolios Performance Adjustment prior to the Transition Period (the Prior Index), such calculation being performed as follows:
For the first month of the Transition Period, the Performance Adjustment Rate shall be calculated by comparing the investment performance of the Portfolios Class A shares over the 36 month performance period against a blended index investment record that reflects the investment record of the Prior Index for the first 35 months of the performance period and the investment record of the Successor Index for the 36th month of the performance period. For each subsequent month of the Transition Period, the Performance Adjustment Rate shall be
calculated by comparing the investment performance of the Portfolios Class A shares over the 36 month performance period against a blended index investment record that reflects one additional month of the Successor Indexs performance and one less month of the Prior Indexs performance. This calculation methodology shall continue until the expiration of the Transition Period, at which time the investment record of the Prior Index shall be eliminated from the Performance Adjustment calculation, and the Successor Index shall become the Index for purposes of calculating the Performance Adjustment.
(e) For the avoidance of doubt, if it is necessary to calculate the fee for a period that is less than a month, (i) the Basic Fee Rate will be based upon the Portfolios average daily net asset value over that month ending on the last business day on which this Agreement is in effect; and (ii) the amount of the Performance Adjustment to the Basic Fee will be based upon the Portfolios average daily net asset value over the 36month period ending on the last business day on which this Agreement is in effect provided that if this Agreement has been in effect less than 36 months, the computation will be made on the basis of the period of time during which it has been in effect.
(1) Effective March 14, 2016. Approved by shareholders at a shareholder meeting on March 14, 2016. It is anticipated that the Fund will be liquidated on the close of business on October 21, 2016. Effective the business day following the liquidation date, the Fund is removed from Schedule B.
Schedule B Last updated: October 19, 2016
FORM OF AMENDMENT NUMBER 7 TO
PRINCIPAL UNDERWRITING AGREEMENT
The Principal Underwriting Agreement amongst Hartford Funds Distributors, LLC (formerly known as Hartford Investment Financial Services, LLC), The Hartford Mutual Funds, Inc. and The Hartford Mutual Funds II, Inc. dated January 1, 2013, as amended and restated August 7, 2013, is hereby amended to amend and restate Schedule A as attached hereto.
IN WITNESS WHEREOF, the parties hereto have caused this amendment to be executed as of September , 2016.
The Hartford Mutual Funds, Inc. |
||
|
|
|
By: |
||
Laura S. Quade |
||
Vice President |
||
|
|
|
|
|
|
The Hartford Mutual Funds II, Inc. |
||
|
|
|
By: |
||
Laura S. Quade |
||
Vice President |
||
|
|
|
|
|
|
Agreed to and Accepted: |
||
|
|
|
Hartford Funds Distributors, LLC |
||
|
|
|
By: |
||
Gregory A. Frost |
||
Chief Financial Officer |
SCHEDULE A
To the Amended and Restated Principal Underwriting Agreement
THE HARTFORD MUTUAL FUNDS, INC.
The Hartford Balanced Fund
The Hartford Balanced Income Fund
The Hartford Capital Appreciation Fund
The Hartford Checks and Balances Fund
The Hartford Conservative Allocation Fund
Hartford Core Equity Fund (formerly known as The Hartford Disciplined Equity Fund)
The Hartford Dividend and Growth Fund
Hartford Duration-Hedged Strategic Income Fund
Hartford Emerging Markets Equity Fund (formerly known as The Hartford Emerging Markets Research Fund)
The Hartford Emerging Markets Local Debt Fund
Hartford Environmental Opportunities Fund
The Hartford Equity Income Fund
The Hartford Floating Rate Fund
The Hartford Floating Rate High Income Fund
The Hartford Global All-Asset Fund
The Hartford Global Alpha Fund
Hartford Global Capital Appreciation Fund
Hartford Global Equity Income Fund
The Hartford Global Real Asset Fund
The Hartford Growth Allocation Fund
The Hartford Healthcare Fund
The Hartford High Yield Fund
The Hartford Inflation Plus Fund
Hartford International Equity Fund (formerly known as Hartford International Capital Appreciation Fund)
The Hartford International Growth Fund
The Hartford International Opportunities Fund
The Hartford International Small Company Fund
The Hartford International Value Fund
Hartford Long/Short Global Equity Fund
The Hartford MidCap Fund
The Hartford MidCap Value Fund
Hartford Moderate Allocation Fund
Hartford Multi-Asset Income Fund
Hartford Municipal Income Fund
The Hartford Municipal Opportunities Fund
Hartford Municipal Short Duration Fund
The Hartford Quality Bond Fund
Hartford Real Total Return Fund
The Hartford Short Duration Fund
The Hartford Small Cap Core Fund (formerly known as The Hartford Small/Mid Cap Equity Fund)
The Hartford Small Company Fund
The Hartford Strategic Income Fund
The Hartford Total Return Bond Fund
The Hartford Unconstrained Bond Fund
The Hartford World Bond Fund
THE HARTFORD MUTUAL FUNDS II, INC.
The Hartford Growth Opportunities Fund
The Hartford Municipal Real Return Fund
The Hartford Small Cap Growth Fund (formerly known as The Hartford SmallCap Growth Fund)
The Hartford Value Opportunities Fund
Hartford Schroders Emerging Markets Debt and Currency Fund
Hartford Schroders Tax-Aware Bond Fund
Hartford Schroders Emerging Markets Equity Fund
Hartford Schroders Emerging Markets Multi-Sector Bond Fund
Hartford Schroders Income Builder Fund
Hartford Schroders Global Strategic Bond Fund
Hartford Schroders International Stock Fund
Hartford Schroders International Multi-Cap Value Fund
Hartford Schroders US Small Cap Opportunities Fund
Hartford Schroders US Small/Mid Cap Opportunities Fund
THE HARTFORD MUTUAL FUNDS
THE HARTFORD HLS MUTUAL FUNDS
SELLING AGREEMENT
NAME OF BROKER/DEALER:
ADDRESS:
PHONE NUMBER:
HARTFORD FUNDS DISTRIBUTORS, LLC (the Distributor) as principal underwriter or distributor and exclusive selling agent for (i) the shares of THE HARTFORD MUTUAL FUNDS, INC. and THE HARTFORD MUTUAL FUNDS II, INC. (each a Company), each comprised of separate series (to which additional series may be added by the respective Company from time to time) listed on the attached Appendix A (each; a Retail Fund and, collectively, the Retail Funds) and (ii) the shares of HARTFORD SERIES FUND, INC. and HARTFORD HLS SERIES FUND II, INC. (also each a Company), each comprised of separate series (to which additional series may be added by the respective Company from time to time) listed on the attached Appendix B (each an HLS Fund and, collectively, the HLS Funds, together with the Retail Funds, the Funds) understands that you, the undersigned dealer firm, are a member in good standing of the Financial Industry Regulatory Authority (FINRA), and, on the basis of such understanding, invites you to become a member of the Selling Group to distribute shares of the Funds on the following terms.
1. Regulation : You agree to comply with all applicable provisions of the Investment Company Act of 1940 (the 1940 Act), as amended, the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, and all the rules and regulations of the Securities and Exchange Commission, state securities (blue sky) laws and FINRA. The FINRA Rules of Fair Practice are incorporated herein as if set forth in full.
2. Orders : An order for shares of any Fund received from you will be confirmed only at the appropriate offering price applicable to that order, as described in the Funds then current Prospectus. The term Prospectus means the prospectus and, unless the context otherwise requires, the related statement of additional information (SAI) incorporated therein by reference, as the same may be amended and supplemented from time to time by the Funds. The procedure relating to orders and the handling thereof will be subject to instructions released by us from time to time consistent with the terms and conditions set forth in the then current Prospectus. You may transmit net purchase or sale orders for Fund shares (i) manually or (ii) electronically through NSCC pursuant to the applicable NSCC Trust Operating Agreement among the parties. Manual orders should be transmitted to our office or other offices authorized by us for this purpose. You or your customer may, however, mail a completed application with a check payable to the Fund directly to the Funds shareholder servicing agent (Transfer Agent) identified on Appendix D hereto, or by such other method as may be described in the Funds then current Prospectus. All orders are subject to acceptance at the Transfer Agents office listed on Appendix D. The Distributor as agent for the Funds reserves the right in its sole discretion to reject any order. The minimum initial investment for each Fund is set forth in the Funds then current Prospectus.
3. Mixed and Shared Funding. Shares of the HLS Funds may be sold to insurance company separate accounts to serve as the underlying investments for both variable annuity contracts and variable life insurance policies, a practice known as mixed and shared funding. Pursuant to an order obtained from the U.S. Securities and Exchange Commission dated November 1, 2000 (File No. 812-11924) (hereinafter Exemptive Order), shares of the HLS Funds may also be sold to any trust, plan, account, contract or annuity described in Sections 401(a), 403(a), 403(b), 408(a), 408(b), 414(d), 457(b), 408(k), 501(c)(18) of the Internal Revenue Code of 1986, as amended, or any other trust, plan account, contract or annuity that is determined to be within the scope of U.S. Treasury Regulation 1.817-5(f)(3)(iii) (hereinafter Qualified Plans).
4. Suitability and Multiple Classes of Shares : The Funds are offered in more than one class of shares in accordance with the Prospectus. Purchase of a class of shares is subject to the restrictions and guidelines as stated in the Funds then current Prospectus. You are responsible for determining whether a Fund, and which class of the Funds shares, is suitable for your client. The Distributor bears no responsibility for such suitability determinations. Certain investors, including those affiliated with us and with you (and their families), may have special purchase rights. Refer to the currently effective Prospectus for the Funds.
5. Concessions : In return for your performance of the services set forth in this Agreement on behalf of your customers, the Distributor will pay you compensation under the terms and conditions set forth below:
(a) Any sales charges, dealers concessions, service fees, and/or any other fees paid pursuant to a Funds Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act, as amended, will be paid in the amounts and at the times as set forth in the Funds current Prospectus or the attached Appendix C. You hereby acknowledge that a Fund reserves the right to amend, modify, suspend or eliminate any Rule 12b-1 fee at any time. The Distributor will promptly notify each member of the Selling Group of any change to a Funds Rule 12b-1 fee.
(b) Where payment is due hereunder, the Distributor agrees to send payment for dealers concessions and payments made in accordance with a Funds Plan of Distribution pursuant to Rule 12b-1 under the 1940 Act, as amended, to your address as it appears on our records. You must notify us of address changes and promptly negotiate such payments. Any such payments that remain outstanding for 12 months shall be void and the obligation represented thereby shall be extinguished.
(c) The Distributor will not be obligated to pay you any concessions or fees with respect to any share of a Fund that is placed or purchased in your customer accounts after the date this Agreement is terminated pursuant to Section 18 of this Agreement; provided that the Distributor will continue to be obligated to pay the concessions and fees with respect to any share that was considered in the calculation of the concessions and fees prior to or as of the date of such termination including shares that may be subsequently created as a result of dividend reinvestments or capital gains distributions (each individually a Pre-Termination Share), for so long as a Pre-Termination Share continues to be held in a customer account and you continue to perform services for such Pre-Termination Share.
With respect to the Retail Funds:
(d) With respect to any Class of shares of the Retail Funds that impose a sales load or a Contingent Deferred Sales Charge (CDSC), the Distributor agrees to compensate selling firms at a specified rate and time as disclosed in Appendix C on purchase payments only for those shares which are subject to a sales load or CDSC at the time of investment. You understand that any CDSC deducted from redemption proceeds shall be the property of the Distributor.
(e) The Distributor reserves the right to reclaim any commission payment from a broker/dealer if the Distributor later determines a sales load or CDSC waiver applied at the time of investment.
(f) Each Retail Fund reserves the right to modify all sales load or CDSC waivers at any time. The Distributor will promptly notify each member of the Selling Group of any modification thereto.
(g) You are responsible for applying the correct sales charge to your customers, as detailed in the current Prospectus.
6. Remittance : Remittance by dealers should be made by check or wire, payable to the appropriate Fund (not to us) and sent to the Funds Transfer Agent. Payments must be received promptly pursuant to FINRA rules and regulations; otherwise the right is reserved, without notice, to cancel the sale. In such event you will be held responsible for any loss to the Fund, or to us, including the loss of profit resulting from your failure to make payment.
7. Selling Group Activities : In addition to purchasing shares of any Fund through us as Selling Agent, you will purchase such shares only from your customers, in which case you shall pay the applicable net asset value determined in accordance with each Funds then current Prospectus, less any applicable CDSC, if such Fund imposes a CDSC (including any Class A CDSC).
(a) Shares of any Fund may be liquidated by sale thereof to such Fund or to us as Agent for such Fund at the applicable net asset value, less any applicable CDSC, determined in the manner described in the then current Prospectus. If delivery is not made within ten (10) days from the date of the transaction, the right is reserved, without notice, to cancel the transaction, in which event you will be held responsible for any loss to the Fund, or to us, including loss of profit resulting from your failure to make payment.
(b) In no event shall you withhold placing orders so as to profit from such withholding by a change in the net asset value from that used in determining the price to your customer, or otherwise. You shall make no purchases except for the purpose of covering orders received by you and then such purchases must be made only at the applicable public offering price described in the Funds then current Prospectus (less your concession), provided, however, that the foregoing does not prevent the purchase of shares of a Fund by you for your own bona fide investment. All sales to your customers shall be at the
applicable public offering prices determined in accordance with the Funds then current Prospectus.
(c) You will submit to us only orders that are received on a timely basis prior to the close of business on the New York Stock Exchange (generally, 4:00 p.m. Eastern Time) (Market Close) and have procedures in place designed to prevent orders received after the Market Close from being aggregated with orders received before Market Close, and to minimize errors that could result in late transmission of orders to the Funds.
(d) In all sales of Shares to the public, you shall act as dealer for your own account and in no transaction shall you have any authority to act as agent for the Distributor, a Company, any Fund or for any other member of the Selling Group.
8. Shareholder Communication : You agree to furnish the following shareholder communications material to your customers after receipt from us of sufficient quantities to allow mailing thereof to all of your customers who are beneficial owners of any Funds shares:
(a) All proxy or information statements prepared for circulation to shareholders of record;
(b) Annual reports;
(c) Semi-annual reports; and
(d) All updated prospectuses, supplements, and amendments thereto.
9. Shareholder Information :
The Funds are not intended to serve as vehicles for frequent trading in response to short-term stock market fluctuations. Certain trading practices including, but not limited to, trading to engage in international arbitrage, trading based on a market timing pattern, frequent trading to take advantage of inefficiencies in Fund pricing, and similar trading practices are considered to be abusive trading practices (Abusive Trading) because such trading practices can have an adverse impact on management of a Fund and may increase Fund expenses and affect Fund performance. The Funds have policies designed to discourage and prevent Abusive Trading.
(a) With respect to sales made through omnibus accounts:
These policies, which may be changed from time to time, are set forth in Appendix E to this Agreement. You hereby agree to provide the services necessary to monitor the purchase and redemption activity of your customers in order to detect and prevent Abusive Trading and to otherwise comply with the policies and procedures set forth in Appendix E.
(b) With respect to sales not made through omnibus accounts:
You agree not to establish omnibus accounts on our recordkeeping system reflecting aggregate ownership of shares of a Fund by shareholders purchasing shares through you.
You understand that we will treat accounts established for shareholders who purchase shares through you pursuant to this Selling Agreement as individual accounts. Trading in such accounts will be subject to policies and procedures with respect to frequent purchases and redemptions of fund shares by shareholders adopted by the Funds Boards of Directors. You also agree to comply with applicable provisions of Rule 22c-2 of the 1940 Act, including Rule 22c-2(a)(2), requiring you to notify the Fund in the event that you intend to establish an omnibus account with the Fund.
10. Refund of Sales Charge : If the shares of any Fund confirmed to you hereunder are repurchased by such Fund, or by us as Agent for such Fund, or are tendered for liquidation to such Fund, within seven (7) business days after such confirmation of your original order, then you shall forthwith repay to such Fund the full dealer concession allowed to you on the sale of such Fund shares. You shall refund to the Fund immediately upon receipt the amount of any dividends or distributions paid to you as nominee for your clients with respect to redeemed or repurchased Funds shares to the extent that the proceeds of such redemption or repurchase may include the dividends or distributions payable on such shares. The Distributor shall notify you of such repurchase or redemption within ten (10) days from the day on which the redemption order is delivered to us or to such Fund. Termination or cancellation of this Agreement will not relieve the parties from the requirements of this paragraph.
11. Prospectus Delivery : You will provide each investor purchasing shares of any Fund through you with the current Prospectus prior to or at the time of purchase. You will provide any such investor who so requests with the applicable SAI.
12. Statements and Representations : No person is authorized to make any statements or representations relating to the shares of any Fund, except those contained in its then current Prospectus, which you agree to deliver to investors in accordance with applicable regulations, and such information as the Distributor may supply or authorize as supplemental information (Supplemental Information) to such Prospectus ( i.e. , advertisements and sales literature) except that advertising, promotional and other written materials relating to the availability of Fund shares through you prepared by you and approved by the Funds may include the names of particular Funds that are available to your customers or may indicate generally that you make available to your customers certain Funds distributed by the Distributor and except as required by any applicable federal or state law, rule or regulation.
You shall not allow unauthorized statements or information designated by us as Not For Use With The Public to be distributed directly or indirectly to an investor. You shall deliver to us for prior approval (such approval not to be unreasonably withheld) any Supplemental Information prepared by you for use with the public.
In ordering shares of any Fund you shall rely solely and conclusively on the representations contained in its then current Prospectus and Supplemental Information, if any, additional copies of which are and will be available on request. In no transaction shall you have any authority whatever to act as agent for any Fund, or for us, or for any other distributor. Nothing in this Agreement shall constitute either of us the agent of the other, or shall constitute you or any Fund the agent of the other.
13. Status as a Registered Broker-Dealer : Each party to this Agreement hereby represents and warrants that it is duly registered as a broker-dealer under the Securities Exchange Act of 1934, as amended; that it is qualified to act as a broker-dealer in the states and jurisdictions where it transacts business; and that it is a member in good standing of FINRA.
14. Additional Representations and Warranties : The Distributor represents and warrants that:
(a) The Funds, the Prospectus and all Supplemental Information distributed by us to you for distribution to the public will comply with all applicable state and federal laws, rules, and regulations; and
(b) Each Class of Shares of the Funds may legally be sold in every State within the United States unless you are notified in writing to the contrary.
With respect to the HLS Funds, you represent and warrant that:
(c) You will only sell shares of the HLS Funds to Qualified Plans as the term is defined in Section 3 of this Agreement;
(d) You will provide all Qualified Plans with a copy of the Exemptive Order issued to the HLS Funds; and
(e) You will forward all applications for purchase of shares of the HLS Funds to the Distributor.
15. Cross Indemnification : Each party to this Agreement agrees to indemnify and hold the other party (the non-breaching party) harmless against every loss, cost, damage or expense (including reasonable attorneys fees and expenses) incurred by the non-breaching party as a result of any breach by the other party of the terms of this Agreement or of any representation or warranty made by such party; provided the non-breaching party notifies the other party promptly after commencement of any action brought against it for which it may seek indemnity. This provision shall survive the termination of the Agreement.
16. Pricing Errors : With respect to any pricing errors relating to transactions entered into by you on behalf of your customers, you agree to use your best efforts in cooperating with us to resolve and remedy such errors upon receipt of notice from us. The Distributor will adjust transactions in accordance with procedures established by the Company and the Distributor will notify you of such adjustments.
17. Modification and Amendment :
(a) The Distributor reserves the right, in its sole discretion and without notice to you or to any distributor, to suspend sales, to withdraw any offering, to change the offering prices, to modify any Appendix, Addendum or other attachment to this Agreement, or to modify or cancel this Agreement (including the provision for Plan payments pursuant to a Plan of Distribution described in Section 5).
(b) Except as set forth in Section 17(a) above, no modification, alteration or amendment of this Agreement will be valid or binding unless in writing and signed by all parties.
18. Termination. This Agreement may be terminated by either party (i) without cause upon ninety (90) days prior written notice; or (ii) in the event of a material breach of this Agreement by the other party, immediately by giving written notice, if, after having given written notice of the material breach to the other party, which notice sets forth in reasonable detail the nature of the breach, the other party fails to correct the material breach or otherwise come into full compliance with the terms of this Agreement within ten (10) business days of written notice of the material breach. Notwithstanding the foregoing, this Agreement may be terminated with respect to a Fund (1) at any time, without the payment of any penalty, by the vote of a majority of the members of the Board of Directors of the Company who are not interested persons of the Company or by a vote of a majority of the outstanding voting shares of a Fund, as defined in the 1940 Act, on not more than sixty (60) days written notice to the parties to this Agreement, or (2) automatically in the event of the Agreements assignment as defined in the 1940 Act. This Agreement will automatically terminate without notice if you are expelled or suspended from FINRA. Notwithstanding the foregoing, the sections in this Agreement that provide for their survival of the Agreement will survive its termination.
19. Investors Account Instructions : With respect to the Retail Funds, if any investors account is established without the investor signing the application form, you represent that the instructions relating to the registration (including the investors tax identification number) and selected options furnished to the Retail Fund (whether on the application form, in some other document, or orally) are in accordance with the investors instructions, and you agree to indemnify the Retail Fund, its Transfer Agent, and us for any loss or liability resulting from acting upon such instructions. The Distributor agrees to hold harmless and indemnify you for any loss or liability arising out of our negligence in processing such instructions.
20. Liability : Nothing contained herein shall be deemed to protect you against any liability to us, the Funds or the Funds shareholders to which you would otherwise be subject by reason of negligence, willful misfeasance, or bad faith in the performance of your duties hereunder, or by reason of your reckless disregard of your obligations and duties hereunder.
21. Protected Information : Each party represents and warrants that it has adopted policies and procedures reasonably designed to comply with Regulation P or S-P, as applicable (Privacy Law) and each acknowledges that it is prohibited from using or disclosing any nonpublic personal information as defined in the Privacy Law (Client Information) received from the other party other than (i) as required by law, regulation or rule; (ii) as permitted in writing by the disclosing party; (iii) to its affiliates; or (iv) as reasonably necessary to perform this Agreement, in each case in compliance with the reuse and redisclosure provisions of Privacy Law. For purposes of this Agreement, the parties agree that Client Information shall include the names of your customers, related contact information and any other information relating to your customers provided by you.
The parties to this Agreement further acknowledge and understand that any and all technical, trade secret, or business information, including, without limitation, financial information, business or marketing strategies or plans, product development or customer information, which is disclosed to, or is otherwise obtained by, the other party, its affiliates, agents or representatives during the term of and in connection with this Agreement (the Confidential Information) is
confidential and proprietary, constitutes trade secrets of the owner, and is of great value and importance to the success of the owners business. Each party agrees not to use or disclose Confidential Information for any purpose other than to carry out the purpose for which Confidential Information was provided to such party as set forth in the Agreement, and each party agrees to cause all of its respective employees, agents, representatives, or any other party to whom it may provide access to or disclose Confidential Information to limit the use and disclosure of Confidential Information to that purpose. If either party outsources services to a third party, such third party will agree in writing to maintain the security and confidentiality of any information shared with them.
This Section 21 shall survive the termination of this Agreement.
22 . Anti-Money Laundering Program : The Distributor has implemented its anti-money laundering program pursuant to the Section 352 of the USA PATRIOT Act and all applicable implementing regulations; as well as the implementing regulations of the U.S. Treasury Departments Office of Foreign Assets Control (OFAC). The Distributor is dependent upon your cooperation for your customers identification and behavior evaluation.
Upon request, you will promptly provide us such documentation regarding your know your customer and anti-money laundering policies, and /or evidencing the identity of the beneficial owners of Funds shares as is necessary to permit the Distributor, the Funds, and the Transfer Agent to comply with applicable know your customer and anti-money laundering laws and regulations. You agree to monitor for suspicious transactions and to assist the Transfer Agent in monitoring for such transactions upon the Transfer Agents request, to include sharing relevant information as may be permissible by applicable law.
You further represent and warrant that you: (i) have established policies and procedures designed to prevent and detect money laundering and to meet the applicable anti-money laundering legal and regulatory requirements; (ii) have identified, will continue to identify and will retain all documentation necessary to identify your customers and their sources of funds; (iii) do not believe, have no current reason to believe and will notify us immediately if you come to have reason to believe that any of your customers holding Fund shares through you are engaged in money laundering activities or are associated with any terrorist or terrorist organization; (iv) have financial transaction surveillance procedures for FinCEN reporting purposes; (v) have a protocol to facilitate appropriate federal regulatory examiners inspections; and (vi) have established policies and controls that prohibit the sale of Fund shares to: (a) any investor listed on the various OFAC lists of prohibited persons, entities, and countries, and for which any Fund shares transaction is prohibited under the various economic sanctions laws and regulations administered by OFAC, or (b) a foreign shell bank ( i.e. , a bank that (a) does not maintain a physical presence in any jurisdiction; and is not an affiliate of a bank that maintains a physical presence; or is not subject to regulation by relevant local governmental authority).
23. Market Timing : You represent that you have and agree to maintain policies and procedures reasonably designed to identify and prevent customers from abusive short-term trading arbitrage activity (Market Timing) in connection with the purchase, exchange, and sales of a Funds shares or in connection with engaging in arbitrage activity to the detriment of long-term shareholders. You agree that you will not assist or facilitate Market Timing activity on behalf of
your clients as described in a Funds then-current Prospectus and agree to cooperate with the Distributor and the Fund to identify and prevent your clients from such Market Timing or arbitrage activity.
24. Record Retention and Audits : You shall retain all records required to be kept by state and federal law relating to your actions pursuant to this Agreement and, upon the Distributors request, you will make such records available to the Funds. The Distributor and/or the Funds each reserves the right to conduct an audit of you and your affiliates to monitor compliance with the terms of the Agreement and the Fund(s) policies on the acceptance of orders for purchase or redemption and Market Timing. Such audit(s) may be conducted by the Distributor and/or the Funds or an agent of either upon reasonable notice. This provision shall survive the termination of the Agreement with respect to transactions occurring before such termination.
25. Dispute Resolution : In the event of a material dispute under this Agreement, such dispute shall be settled by arbitration in accordance with the Code of Arbitration Procedures of FINRA in effect at the time of the dispute. Any decision that shall be made in such arbitration shall be final and binding and shall have the same force and effect as a judgment in a court of competent jurisdiction. In the event of any dispute between the parties, both parties will continue to so perform their obligations under this Agreement in good faith during the resolution of such dispute unless and until this Agreement is terminated in accordance with the provisions hereof. This provision shall survive the termination of the Agreement.
26. Acceptance of Terms; Entire Agreement : If the foregoing completely expresses the terms of the Agreement between us, please so signify by executing, in the space provided, the annexed duplicate of this Agreement and return it to us, retaining the original copy for your own files. This Agreement shall become effective upon the earliest of our receipt of a signed copy hereof or the first order placed by you for any of the Funds shares after the date below, which order shall constitute acceptance of this Agreement. This Agreement constitutes the entire agreement and understanding between the parties hereto and supersedes all prior agreements between the parties, relating to the sale of shares of any of the Funds or any other subject covered by this Agreement. All amendments to this Agreement, including any changes made pursuant to any Appendix, shall take effect as of the date of the first order placed by you for any of the Funds shares after the date set forth in the notice of amendment sent to you by the Distributor.
27. Assignment : Neither party may assign this Agreement or any of its rights or obligations hereunder without the prior written consent of the other party.
28. Partial Invalidity : If any provision of this Agreement shall be held or made invalid by a court decision, statute, rule, or otherwise, the remainder of the Agreement shall not be affected thereby. Furthermore, in the event of any inconsistency between the Agreement and the then-current Prospectus, the terms of the then-current Prospectus shall control.
29. Waiver : Failure of the Distributor to terminate this Agreement upon the occurrence of any event set forth in this Agreement as a cause for termination shall not constitute a waiver of the right to terminate this Agreement at a later time on account of such occurrence or any succeeding breach of the same.
30. Heading : The captions in this Agreement are included for convenience of reference only and in no way define or limit any of the provisions of this Agreement.
31. Applicable Law : This Agreement shall be construed in accordance with the laws of the State of New York, without giving effect to principles of conflicts of law.
32. Counterparts : This Agreement may be executed in one or more counterparts, all of which together shall constitute an original Agreement.
33. Effective Date : This Agreement shall become effective as of the date when it is accepted and dated below by the Distributor.
Signatures on Following Page
HARTFORD FUNDS DISTRIBUTORS, LLC
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o Please indicate if you intend to execute a Networking Agreement to allow use of the National Securities Clearing Corporation system.
o Please indicate if you intend to execute an Account Aggregation Agreement.
APPENDIX A
Retail Funds
The following series of The Hartford Mutual Funds, Inc. and The Hartford Mutual Funds II, Inc., as of October 21, 2016 are subject to this Agreement:
Class A and C Shares
Equity Funds
The Hartford Balanced Fund
The Hartford Balanced Income Fund
The Hartford Capital Appreciation Fund
Hartford Core Equity Fund
The Hartford Dividend and Growth Fund
Hartford Emerging Markets Equity Fund
Hartford Environmental Opportunities Fund
The Hartford Equity Income Fund
The Hartford Global All-Asset Fund
Hartford Global Capital Appreciation Fund
Hartford Global Equity Income Fund
The Hartford Growth Opportunities Fund
The Hartford Healthcare Fund
Hartford International Equity Fund
The Hartford International Growth Fund
The Hartford International Opportunities Fund
The Hartford International Small Company Fund
The Hartford International Value Fund
Hartford Long/Short Global Equity Fund
The Hartford MidCap Fund
The Hartford MidCap Value Fund
Hartford Small Cap Core Fund
The Hartford Small Cap Growth Fund
The Hartford Small Company Fund
The Hartford Value Opportunities Fund
Hartford Schroders Emerging Markets Equity Fund
Hartford Schroders International Stock Fund
Hartford Schroders International Multi-Cap Value Fund
Hartford Schroders US Small Cap Opportunities Fund
Hartford Schroders US Small/Mid Cap Opportunities Fund
Fixed Income Funds
The Hartford Emerging Markets Local Debt Fund
The Hartford Floating Rate Fund
The Hartford Floating Rate High Income Fund
The Hartford High Yield Fund
The Hartford Inflation Plus Fund
Hartford Multi-Asset Income Fund
Hartford Municipal Income Fund
The Hartford Municipal Opportunities Fund
The Hartford Municipal Real Return Fund
Hartford Municipal Short Duration Fund
The Hartford Quality Bond Fund
The Hartford Short Duration Fund
The Hartford Strategic Income Fund
The Hartford Total Return Bond Fund
The Hartford Unconstrained Bond Fund
The Hartford World Bond Fund
Hartford Schroders Emerging Markets Debt and Currency Fund
Hartford Schroders Tax-Aware Bond Fund
Hartford Schroders Emerging Markets Multi-Sector Bond Fund
Hartford Schroders Income Builder Fund
Hartford Schroders Global Strategic Bond Fund
Funds of Funds
The Hartford Checks and Balances Fund
The Hartford Conservative Allocation Fund
The Hartford Growth Allocation Fund
Hartford Moderate Allocation Fund
Alternative Funds
The Hartford Global Real Asset Fund
Hartford Real Total Return Fund
Class I Shares
Equity Funds
The Hartford Balanced Fund
The Hartford Balanced Income Fund
The Hartford Capital Appreciation Fund
Hartford Core Equity Fund
The Hartford Dividend and Growth Fund
Hartford Emerging Markets Equity Fund
Hartford Environmental Opportunities Fund
The Hartford Equity Income Fund
The Hartford Global All-Asset Fund
Hartford Global Capital Appreciation Fund
Hartford Global Equity Income Fund
The Hartford Growth Opportunities Fund
The Hartford Healthcare Fund
Hartford International Equity Fund
The Hartford International Growth Fund
The Hartford International Opportunities Fund
The Hartford International Small Company Fund
The Hartford International Value Fund
Hartford Long/Short Global Equity Fund
The Hartford MidCap Fund
The Hartford MidCap Value Fund
Hartford Small Cap Core Fund
The Hartford Small Cap Growth Fund
The Hartford Small Company Fund
The Hartford Value Opportunities Fund
Hartford Schroders Emerging Markets Equity Fund
Hartford Schroders International Stock Fund
Hartford Schroders International Multi-Cap Value Fund
Hartford Schroders US Small Cap Opportunities Fund
Hartford Schroders US Small/Mid Cap Opportunities Fund
Fixed Income Funds
The Hartford Emerging Markets Local Debt Fund
The Hartford Floating Rate Fund
The Hartford Floating Rate High Income Fund
The Hartford High Yield Fund
The Hartford Inflation Plus Fund
Hartford Multi-Asset Income Fund
Hartford Municipal Income Fund
The Hartford Municipal Opportunities Fund
The Hartford Municipal Real Return Fund
Hartford Municipal Short Duration Fund
The Hartford Quality Bond Fund
The Hartford Short Duration Fund
The Hartford Strategic Income Fund
The Hartford Total Return Bond Fund
The Hartford Unconstrained Bond Fund
The Hartford World Bond Fund
Hartford Schroders Emerging Markets Debt and Currency Fund
Hartford Schroders Tax-Aware Bond Fund
Hartford Schroders Emerging Markets Multi-Sector Bond Fund
Hartford Schroders Income Builder Fund
Hartford Schroders Global Strategic Bond Fund
Funds of Funds
The Hartford Checks and Balances Fund
The Hartford Conservative Allocation Fund
The Hartford Growth Allocation Fund
Hartford Moderate Allocation Fund
Alternative Funds
The Hartford Global Real Asset Fund
Hartford Real Total Return Fund
Class Y Shares
Equity Funds
The Hartford Balanced Fund
The Hartford Balanced Income Fund
The Hartford Capital Appreciation Fund
Hartford Core Equity Fund
The Hartford Dividend and Growth Fund
Hartford Emerging Markets Equity Fund
Hartford Environmental Opportunities Fund
The Hartford Equity Income Fund
The Hartford Global All-Asset Fund
Hartford Global Capital Appreciation Fund
Hartford Global Equity Income Fund
The Hartford Growth Opportunities Fund
The Hartford Healthcare Fund
Hartford International Equity Fund
The Hartford International Growth Fund
The Hartford International Opportunities Fund
The Hartford International Small Company Fund
The Hartford International Value Fund
Hartford Long/Short Global Equity Fund
The Hartford MidCap Fund
The Hartford MidCap Value Fund
Hartford Small Cap Core Fund
The Hartford Small Cap Growth Fund
The Hartford Small Company Fund
The Hartford Value Opportunities Fund
Hartford Schroders Emerging Markets Equity Fund
Hartford Schroders International Stock Fund
Hartford Schroders International Multi-Cap Value Fund
Hartford Schroders US Small Cap Opportunities Fund
Hartford Schroders US Small/Mid Cap Opportunities Fund
Fixed Income Funds
The Hartford Emerging Markets Local Debt Fund
The Hartford Floating Rate Fund
The Hartford Floating Rate High Income Fund
The Hartford High Yield Fund
The Hartford Inflation Plus Fund
Hartford Multi-Asset Income Fund
The Hartford Municipal Real Return Fund
The Hartford Quality Bond Fund
The Hartford Short Duration Fund
The Hartford Strategic Income Fund
The Hartford Total Return Bond Fund
The Hartford Unconstrained Bond Fund
The Hartford World Bond Fund
Hartford Schroders Emerging Markets Debt and Currency Fund
Hartford Schroders Tax-Aware Bond Fund
Hartford Schroders Emerging Markets Multi-Sector Bond Fund
Hartford Schroders Income Builder Fund
Hartford Schroders Global Strategic Bond Fund
Alternative Funds
The Hartford Global Real Asset Fund
Hartford Real Total Return Fund
Class SDR Shares
Equity Funds
Hartford Schroders Emerging Markets Equity Fund
Hartford Schroders International Stock Fund
Hartford Schroders International Multi-Cap Value Fund
Hartford Schroders US Small Cap Opportunities Fund
Hartford Schroders US Small/Mid Cap Opportunities Fund
Fixed Income Funds
Hartford Schroders Emerging Markets Debt and Currency Fund
Hartford Schroders Tax-Aware Bond Fund
Hartford Schroders Emerging Markets Multi-Sector Bond Fund
Hartford Schroders Income Builder Fund
Hartford Schroders Global Strategic Bond Fund
Class R3, R4 and R5 Shares
Equity Funds
The Hartford Balanced Fund
The Hartford Balanced Income Fund
The Hartford Capital Appreciation Fund
Hartford Core Equity Fund
The Hartford Dividend and Growth Fund
Hartford Emerging Markets Equity Fund
Hartford Environmental Opportunities Fund
The Hartford Equity Income Fund
The Hartford Global All-Asset Fund
Hartford Global Capital Appreciation Fund
Hartford Global Equity Income Fund
The Hartford Growth Opportunities Fund
The Hartford Healthcare Fund
Hartford International Equity Fund
The Hartford International Growth Fund
The Hartford International Opportunities Fund
The Hartford International Small Company Fund
The Hartford International Value Fund
The Hartford MidCap Fund
The Hartford MidCap Value Fund
Hartford Small Cap Core Fund
The Hartford Small Cap Growth Fund
The Hartford Small Company Fund
The Hartford Value Opportunities Fund
Hartford Schroders Emerging Markets Equity Fund
Hartford Schroders International Stock Fund
Hartford Schroders International Multi-Cap Value Fund
Hartford Schroders US Small Cap Opportunities Fund
Hartford Schroders US Small/Mid Cap Opportunities Fund
Fixed Income Funds
The Hartford Emerging Markets Local Debt Fund
The Hartford Floating Rate Fund
The Hartford Floating Rate High Income Fund
The Hartford High Yield Fund
The Hartford Inflation Plus Fund
Hartford Multi-Asset Income Fund
The Hartford Quality Bond Fund
The Hartford Short Duration Fund
The Hartford Strategic Income Fund
The Hartford Total Return Bond Fund
The Hartford Unconstrained Bond Fund
The Hartford World Bond Fund
Hartford Schroders Emerging Markets Multi-Sector Bond Fund
Hartford Schroders Income Builder Fund
Hartford Schroders Global Strategic Bond Fund
Funds of Funds
The Hartford Checks and Balances Fund
The Hartford Conservative Allocation Fund
The Hartford Growth Allocation Fund
Hartford Moderate Allocation Fund
Alternative Funds
The Hartford Global Real Asset Fund
Hartford Real Total Return Fund
Class R6 Shares
Equity Funds
The Hartford Balanced Income Fund
The Hartford Capital Appreciation Fund
Hartford Core Equity Fund
The Hartford Dividend and Growth Fund
Hartford Environmental Opportunities Fund
The Hartford Equity Income Fund
The Hartford Growth Opportunities Fund
The Hartford International Opportunities Fund
The Hartford MidCap Fund
The Hartford Small Cap Growth Fund
The Hartford Small Company Fund
Fixed Income Funds
The Hartford Strategic Income Fund
The Hartford Total Return Bond Fund
The Hartford World Bond Fund
APPENDIX B
HLS Funds
The following series of Hartford Series Fund, Inc. and Hartford HLS Series Fund II, Inc., as of March 1, 2016, are subject to this Agreement:
Class IA and IB Shares
Equity Funds
Hartford Balanced HLS Fund
Hartford Capital Appreciation HLS Fund
Hartford Disciplined Equity HLS Fund
Hartford Dividend & Growth HLS Fund
Hartford Global Growth HLS Fund
Hartford Growth Opportunities HLS Fund
Hartford Healthcare HLS Fund
Hartford International Opportunities HLS Fund
Hartford MidCap HLS Fund
Hartford MidCap Value HLS Fund
Hartford Small Cap Growth HLS Fund
Hartford Small Company HLS Fund
Hartford Small/Mid Cap Equity HLS Fund
Hartford Stock HLS Fund
Hartford Value HLS Fund
Fixed Income Funds
Hartford High Yield HLS Fund
Hartford Total Return Bond HLS Fund
Hartford Ultrashort Bond HLS Fund
Hartford U.S. Government Securities HLS Fund
APPENDIX C
(as of October 21, 2016)
Compensation
CLASS A SHARES
All Retail Funds other than The Hartford Emerging Markets Local Debt Fund, The Hartford Floating Rate Fund, The Hartford Floating Rate High Income Fund, The Hartford High Yield Fund, The Hartford Inflation Plus Fund, Hartford Multi-Asset Income Fund, Hartford Municipal Income Fund, The Hartford Municipal Opportunities Fund, The Hartford Municipal Real Return Fund, Hartford Municipal Short Duration Fund, The Hartford Quality Bond Fund, The Hartford Short Duration Fund, The Hartford Strategic Income Fund, The Hartford Total Return Bond Fund, The Hartford Unconstrained Bond Fund, The Hartford World Bond Fund, and Hartford Schroders Income Builder Fund pay the following concessions:
Amount of Sale |
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Sales Charge |
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Dealer Concession |
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Less than $50,000 |
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5.50 |
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4.75 |
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$50,000-$99,999 |
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4.50 |
% |
4.00 |
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$100,000-$249,999 |
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3.50 |
% |
3.00 |
% |
$250,000-$499,999 |
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2.50 |
% |
2.00 |
% |
$500,000-$999,999 |
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2.00 |
% |
1.75 |
% |
Over $1 million |
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0.00 |
% |
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The Hartford Emerging Markets Local Debt Fund, The Hartford High Yield Fund**, The Hartford Inflation Plus Fund, Hartford Multi-Asset Income Fund, Hartford Municipal Income Fund, The Hartford Municipal Opportunities Fund, The Hartford Municipal Real Return Fund, Hartford Municipal Short Duration Fund, The Hartford Quality Bond Fund, The Hartford Strategic Income Fund, The Hartford Total Return Bond Fund, The Hartford Unconstrained Bond Fund, The Hartford World Bond Fund, and Hartford Schroders Income Builder Fund pay the following concessions:
Amount of Sale |
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Sales Charge |
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Dealer Concession |
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Less than $50,000 |
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4.50 |
% |
3.75 |
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$50,000-$99,999 |
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4.00 |
% |
3.50 |
% |
$100,000-$249,999 |
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3.50 |
% |
3.00 |
% |
$250,000-$499,999 |
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2.50 |
% |
2.00 |
% |
$500,000-$999,999 |
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2.00 |
% |
1.75 |
% |
Over $1 million |
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0.00 |
% |
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The Hartford Floating Rate Fund and The Hartford Floating Rate High Income Fund pay the following concessions:
Amount of Sale |
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Sales Charge |
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Dealer Concession |
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Less than $50,000 |
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3.00 |
% |
2.50 |
% |
$50,000-$99,999 |
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2.50 |
% |
2.00 |
% |
$100,000-$249,999 |
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2.25 |
% |
1.75 |
% |
$250,000-$499,999 |
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1.75 |
% |
1.25 |
% |
$500,000-$999,999 |
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1.25 |
% |
1.00 |
% |
Over $1 million |
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0.00 |
% |
** |
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The Hartford Short Duration Fund pays the following concessions:
Amount of Sale |
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Sales Charge |
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Dealer Concession |
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Less than $250,000 |
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2.00 |
% |
1.50 |
% |
$250,000-$499,999 |
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1.50 |
% |
1.00 |
% |
Over $500,000 |
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0.00 |
% |
*** |
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* For each Fund except The Hartford High Yield Fund, no upfront sales charge on investments over $1 million. However, there is a CDSC of 1% on any shares sold within 18 months of purchase. The distributor may pay dealers of record commissions on purchases over $1 million in an amount up to the sum of 1% on first $10 million, 0.50% of the next $30 million, 0.25% of share purchases over $40 million.
** No upfront sales charge on investments over $1 million. However, there is a CDSC of 1% on any shares sold within 18 months of purchase. The distributor may pay dealers of record commissions on purchases over $1 million in an amount up to the sum of 1% on first $4 million, 0.50% of the next $6 million, and 0.25% of share purchases over $10 million.
*** No upfront sales charge on investments over $500,000. However, there is a CDSC of 1% on any shares sold within 18 months of purchase. The distributor may pay dealers of record commissions on purchases over $500,000 in an amount up to the sum of 1% on first $4 million, plus 0.50% on next $6 million, plus 0.25% of share purchases over $10 million.
This CDSC will not apply where the selling broker dealer was not paid a commission.
Rule 12b-1 Fee: 25 basis points beginning immediately for all Class A Shares.
No concession will be paid on Class A Shares sold on a load-waived basis to wrap fee programs.
No concession will be paid on Class A Shares sold on a load-waived basis to current or retired officers, directors and employees (and their families, as defined under the Accumulation Privilege section of the Prospectus) of the Fund, The Hartford, the sub-advisers to the Hartford Mutual Funds, the transfer agent, and their affiliates.
CLASS C SHARES
The compensation payable for sales of Class C Shares of all Funds is as follows:
1.00% of the purchase payment payable immediately according to the Distribution and Service Plan adopted for Class C Shares.
The compensation payment described above is only for Class C Shares subject to a contingent deferred sales charge at the time of investment.
Rule 12b-1 Fee: 100 basis points beginning in the 13th month for all Class C Shares.
CLASS R3 SHARES
The compensation payable for sales of Class R3 Shares of all Funds is as follows:
Rule 12b-1 Fee: 50 basis points beginning immediately for all Class R3 Shares.
CLASS R4 SHARES
The compensation payable for sales of Class R4 Shares of all Funds is as follows:
Rule 12b-1 Fee: 25 basis points beginning immediately for all Class R4 Shares.
CLASS R5 SHARES
No sales concession or Rule 12b-1 Fee is paid on sales of Class R5 Shares.
CLASS R6 SHARES
No sales concession or Rule 12b-1 Fee is paid on sales of Class R6 Shares.
CLASS SDR SHARES
No sales concession or Rule 12b-1 Fee is paid on sales of Class SDR Shares.
CLASS I SHARES
No sales concession or Rule 12b-1 Fee is paid on sales of Class I Shares.
CLASS Y SHARES
No sales concession or Rule 12b-1 Fee is paid on sales of Class Y Shares.
CLASS IA SHARES
No sales concession or Rule 12b-1 Fee is paid on sales of Class IA Shares.
CLASS IB SHARES
The compensation payable for sales of Class IB Shares is as follows:
Rule 12b-1 Fee: 25 basis points beginning immediately for all Class IB Shares.
APPENDIX D
Transfer Agent
HARTFORD ADMINISTRATIVE SERVICES COMPANY
Address: Standard Delivery
Hartford Funds
PO Box 55022
Boston, MA 02205-5022
Overnight Delivery
Hartford Funds
30 Dan Road Ste 55022
Canton, MA 02021
APPENDIX E
Shareholder Information (SEC Rule22c-2) Procedures
Agreement to Provide Information. Intermediary agrees to provide the Funds, upon written request, the taxpayer identification number (TIN), the Individual/International Taxpayer Identification Number (ITIN), or other government-issued identifier (GII), if known, of any or all Shareholder(s) of the account and the amount, date, name or other identifier of any investment professional(s) associated with the Shareholder(s) or account (if known), and transaction type (purchase, redemption, transfer, or exchange) of every purchase, redemption, transfer, or exchange of Shares held through an account maintained by Intermediary during the period covered by the request, plus any other data mutually agreed upon in writing.
(1) Period Covered by Request. Requests must set forth a specific period, not to exceed 180 days from the date of the request, for which transaction information is sought. The Funds may request transaction information older than 180 days from the date of the request as they deem necessary to investigate compliance with policies established by the Funds for the purpose of eliminating or reducing any dilution of the value of the outstanding shares issued by the Funds.
(2) Form and Timing of Response. Intermediary agrees to transmit the requested information that is on its books and records to the Funds or their designee promptly, but in any event not later than 5 business days, after receipt of a request. If the requested information is not on Intermediarys books and records, Intermediary agrees to: (i) provide or arrange to provide to the Funds the requested information from shareholders who hold an account with an indirect intermediary; or; (ii) if directed by the Funds, block further purchases of Fund Shares from such indirect intermediary. In such instance, Intermediary agrees to inform the Funds whether it plans to perform (i) or (ii) and will keep the Funds informed regarding obtaining the requested information from the indirect intermediary. The Funds may direct the Intermediary to block further purchases of Fund Shares from such indirect intermediary if the requested information is not received by the Funds within a reasonable period of time. Responses required by this paragraph must be communicated in writing and in a format mutually agreed upon by the parties. To the extent practicable, the format for any transaction information provided to the Funds should be consistent with the NSCC Standardized Data Reporting Format. For purposes of this provision, the term indirect intermediary has the same meaning as in Rule 22c-2 under the 1940 Act.
(3) Limitations on Use of Information. The Funds agree not to use the information received for marketing or any other similar purpose without the prior written consent of Intermediary.
Agreement to Restrict Trading. The Funds have the right to restrict trading in any account at any time for any reason, and the Funds are not liable for any gains or losses to Shareholders or accounts as a result of imposing trading restrictions or rejecting submitted transactions. Intermediary agrees to execute written instructions from the Funds to restrict or prohibit further purchases or exchanges of Shares by a Shareholder that has been identified by the Funds as having engaged in transactions of any of the Funds Shares (directly or indirectly through Intermediarys account) that violate policies established by the Funds for the purpose of eliminating or reducing any dilution of the value of the outstanding Shares issued by the Funds. Instructions will be deemed delivered when sent to Intermediary at the following address, or such other address communicated to Fund Agent in writing from time to time.
BD Compliance Department Contact Information
Contact Name
Title
E-mail Address (required)
Phone Number - -
Mailing Address
BD Operations Department Contact Information
Contact Name
Title
E-mail Address (required)
Phone Number - -
Mailing Address
(1) Form of Instructions. Instructions must include the TIN, if known, and the specific restriction(s) to be executed, including how long such restriction(s) are to remain in place. If the TIN is not known, the instructions must include an equivalent identifying number of the Shareholder(s) or account(s) or other agreed upon information to which the instruction relates. Instructions may include a warning letter and a restriction letter. With respect to a warning letter, Intermediary will forward it to Shareholder and/or inform the Funds if the identified account is an omnibus account.
(2) Timing of Response. Intermediary agrees to execute instructions as soon as reasonably practicable, but not later than five business days after receipt of the instructions by Intermediary.
(3) Confirmation by Intermediary. Intermediary must provide written confirmation to the Funds that instructions have been executed. Intermediary agrees to provide confirmation as soon as reasonably practicable, but not later than ten business days after the instructions have been executed. Intermediary agrees to deliver requested information to the Funds e-mail address below:
TradeOversight@HartfordFunds.com
Other Definitions. For purposes of Shareholder Information Provision:
(1) The term Funds includes the funds principal underwriter and transfer agent. The term does not include any excepted funds as defined in SEC Rule 22c-2(b) under the 1940 Act.
(2) The term Shares means the interests of Shareholders corresponding to the redeemable securities of record issued by the Funds under the 1940 Act that are held by Intermediary.
(3) The term Shareholder means the beneficial owner of Shares, whether the Shares are held directly or by Intermediary in nominee name, includes the holder of interests in a variable annuity or variable life insurance contract issued by Intermediary, and means the plan participant notwithstanding that certain plans may be deemed to be the beneficial owners of Shares.
(4) The term written includes electronic writings and facsimile transmissions.
FORM OF AMENDMENT FOUR TO FUND ACCOUNTING AGREEMENT
Effective: September , 2016
The Fund Accounting Agreement dated December 31, 2014 by and among HARTFORD FUNDS MANAGEMENT COMPANY, LLC (the Fund Accountant) and each of THE HARTFORD MUTUAL FUNDS, INC., THE HARTFORD MUTUAL FUNDS II, INC., HARTFORD SERIES FUND, INC. and HARTFORD HLS SERIES FUND II, INC. , on behalf of their respective series listed on Schedule A (together with the series listed on Schedule A, the Funds) is hereby amended to restate Schedule A and Schedule B attached hereto.
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The Hartford Mutual Funds, Inc. |
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By: |
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Laura S. Quade, Vice President |
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The Hartford Mutual Funds II, Inc. |
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By: |
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Laura S. Quade, Vice President |
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Hartford Series Fund, Inc. |
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By: |
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Laura S. Quade, Vice President |
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Hartford HLS Series Fund II, Inc. |
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By: |
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Laura S. Quade, Vice President |
SCHEDULE A
To the Fund Accounting Agreement
THE HARTFORD MUTUAL FUNDS, INC.
The Hartford Balanced Fund
The Hartford Balanced Income Fund
The Hartford Capital Appreciation Fund
The Hartford Checks and Balances Fund
The Hartford Conservative Allocation Fund
Hartford Core Equity Fund (formerly known as The Harford Disciplined Equity Fund)
The Hartford Dividend and Growth Fund
Hartford Duration-Hedged Strategic Income Fund
Hartford Emerging Markets Equity Fund (formerly known as The Hartford Emerging Markets Research Fund)
The Hartford Emerging Markets Local Debt Fund
Hartford Environmental Opportunities Fund
The Hartford Equity Income Fund
The Hartford Floating Rate Fund
The Hartford Floating Rate High Income Fund
The Hartford Global All-Asset Fund
The Hartford Global Alpha Fund
Hartford Global Capital Appreciation Fund
Hartford Global Equity Income Fund
The Hartford Global Real Asset Fund
The Hartford Growth Allocation Fund
The Hartford Healthcare Fund
The Hartford High Yield Fund
The Hartford Inflation Plus Fund
Hartford International Equity Fund (formerly known as Hartford International Capital Appreciation Fund)
The Hartford International Growth Fund
The Hartford International Opportunities Fund
The Hartford International Small Company Fund
The Hartford International Value Fund
Hartford Long/Short Global Equity Fund
The Hartford MidCap Fund
The Hartford MidCap Value Fund
Hartford Moderate Allocation Fund
Hartford Multi-Asset Income Fund
Hartford Municipal Income Fund
The Hartford Municipal Opportunities Fund
Hartford Municipal Short Duration Fund
The Hartford Quality Bond Fund
Hartford Real Total Return Fund
The Hartford Short Duration Fund
Hartford Small Cap Core Fund (formerly known as The Hartford Small/Mid Cap Equity Fund)
The Hartford Small Company Fund
The Hartford Strategic Income Fund
The Hartford Total Return Bond Fund
The Hartford Unconstrained Bond Fund
The Hartford World Bond Fund
THE HARTFORD MUTUAL FUNDS II, INC.
The Hartford Growth Opportunities Fund
The Hartford Municipal Real Return Fund
The Hartford Small Cap Growth Fund (formerly known as The Hartford SmallCap Growth Fund)
The Hartford Value Opportunities Fund
Hartford Schroders Emerging Markets Debt and Currency Fund
Hartford Schroders Tax-Aware Bond Fund
Hartford Schroders Emerging Markets Equity Fund
Hartford Schroders Emerging Markets Multi-Sector Bond Fund
Hartford Schroders Income Builder Fund
Hartford Schroders Global Strategic Bond Fund
Hartford Schroders International Stock Fund
Hartford Schroders International Multi-Cap Value Fund
Hartford Schroders US Small Cap Opportunities Fund
Hartford Schroders US Small/Mid Cap Opportunities Fund
HARTFORD SERIES FUND, INC.
Hartford Balanced HLS Fund
Hartford Capital Appreciation HLS Fund
Hartford Disciplined Equity HLS Fund
Hartford Dividend and Growth HLS Fund
Hartford Global Growth HLS Fund
Hartford Healthcare HLS Fund
Hartford High Yield HLS Fund
Hartford International Opportunities HLS Fund
Hartford MidCap HLS Fund
Hartford MidCap Value HLS Fund
Hartford Small Company HLS Fund
Hartford Stock HLS Fund
Hartford Total Return Bond HLS Fund
Hartford Ultrashort Bond HLS Fund
Hartford Value HLS Fund
HARTFORD HLS SERIES FUND II, INC.
Hartford Growth Opportunities HLS Fund
Hartford Small Cap Growth HLS Fund (formerly known as Hartford SmallCap Growth HLS Fund)
Hartford Small/Mid Cap Equity HLS Fund
Hartford U.S. Government Securities HLS Fund
SCHEDULE B
To the Fund Accounting Agreement
MUTUAL FUND ACCOUNTING FEES
I. Annual fee for the following Funds will be calculated at the annual rates based on the average daily Fund net assets described below:
Hartford Emerging Markets Equity Fund (formerly, The Hartford Emerging Markets Research Fund)
The Hartford Emerging Markets Local Debt Fund
Hartford Environmental Opportunities Fund
The Hartford Global All-Asset Fund
The Hartford Global Alpha Fund
The Hartford Global Real Asset Fund
Hartford Long/Short Global Equity Fund
Hartford Real Total Return Fund
The Hartford Unconstrained Bond Fund
Hartford Schroders Emerging Markets Debt and Currency Fund
Hartford Schroders Emerging Markets Equity Fund
Hartford Schroders Emerging Markets Multi-Sector Bond Fund
Hartford Schroders Income Builder Fund
Hartford Schroders Global Strategic Bond Fund
Average Daily Net Assets |
|
Annual Fee |
|
On First $5 billion |
|
0.025 |
% |
On Next $5 billion |
|
0.020 |
% |
Over $10 billion |
|
0.015 |
% |
II. Annual fee for the following Funds will be calculated at the annual rates based on the average daily Fund net assets described below:
The Hartford Balanced Income Fund
The Hartford High Yield Fund
Hartford International Equity Fund (formerly known as Hartford International Capital Appreciation Fund)
The Hartford International Growth Fund
Hartford Multi-Asset Income Fund
The Hartford Short Duration Fund
The Hartford Strategic Income Fund
The Hartford Total Return Bond Fund
The Hartford World Bond Fund
Hartford High Yield HLS Fund
Hartford Total Return Bond HLS Fund
Hartford Schroders International Stock Fund
Hartford Schroders International Multi-Cap Value Fund
Average Daily Net Assets |
|
Annual Fee |
|
On First $5 billion |
|
0.020 |
% |
On Next $5 billion |
|
0.015 |
% |
Over $10 billion |
|
0.010 |
% |
III. Annual fee for the following Funds will be calculated at the annual rates based on the average daily Fund net assets described below:
The Hartford Balanced Fund
The Hartford Capital Appreciation Fund
The Hartford Floating Rate Fund
The Hartford Floating Rate High Income Fund
Hartford Global Equity Income Fund
The Hartford International Opportunities Fund
The Hartford International Small Company Fund
The Hartford International Value Fund
Hartford Municipal Income Fund
The Hartford Municipal Opportunities Fund
Hartford Municipal Short Duration Fund
Hartford Capital Appreciation HLS Fund
Hartford Schroders Tax-Aware Bond Fund
Average Daily Net Assets |
|
Annual Fee |
|
On First $5 billion |
|
0.018 |
% |
On Next $5 billion |
|
0.014 |
% |
Over $10 billion |
|
0.010 |
% |
IV. Annual fee for the following Funds will be calculated at the annual rates based on the average daily Fund net assets described below:
Hartford Core Equity Fund (formerly known as The Harford Disciplined Equity Fund)
The Hartford Municipal Real Return Fund
The Hartford Small Cap Growth Fund (formerly known as The Hartford SmallCap Growth Fund)
Hartford Balanced HLS Fund
Hartford International Opportunities HLS Fund
Average Daily Net Assets |
|
Annual Fee |
|
On First $5 billion |
|
0.016 |
% |
On Next $5 billion |
|
0.013 |
% |
Over $10 billion |
|
0.010 |
% |
V. Annual fee for the following Funds will be calculated at the annual rates based on the average daily Fund net assets described below:
The Hartford Dividend and Growth Fund
Hartford Duration-Hedged Strategic Income Fund
Hartford Global Capital Appreciation Fund
The Hartford Healthcare Fund
The Hartford Inflation Plus Fund
The Hartford MidCap Value Fund
The Hartford Quality Bond Fund
Hartford Small Cap Core Fund (formerly known as The Hartford Small/Mid Cap Equity Fund)
The Hartford Small Company Fund
The Hartford Value Opportunities Fund
Hartford Global Growth HLS Fund
Hartford Small/Mid Cap Equity HLS Fund
Hartford Schroders US Small Cap Opportunities Fund
Average Daily Net Assets |
|
Annual Fee |
|
On First $5 billion |
|
0.014 |
% |
On Next $5 billion |
|
0.012 |
% |
Over $10 billion |
|
0.010 |
% |
VI. Annual fee for the following Funds will be calculated at the annual rates based on the average daily Fund net assets described below:
The Hartford Checks and Balances Fund
The Hartford Conservative Allocation Fund
The Hartford Equity Income Fund
The Hartford Growth Allocation Fund
The Hartford Growth Opportunities Fund
The Hartford MidCap Fund
Hartford Moderate Allocation Fund
Hartford Dividend and Growth HLS Fund
Hartford Disciplined Equity HLS Fund
Hartford Small Company HLS Fund
Hartford Small Cap Growth HLS Fund (formerly known as Hartford SmallCap Growth HLS Fund)
Hartford U.S. Government Securities HLS Fund
Hartford Schroders US Small/Mid Cap Opportunities Fund
Average Daily Net Assets |
|
Annual Fee |
|
On First $5 billion |
|
0.012 |
% |
Over $5 billion |
|
0.010 |
% |
VII. Annual fee for the following Funds will be calculated at the annual rates based on the average daily Fund net assets described below:
Hartford Growth Opportunities HLS Fund
Hartford Healthcare HLS Fund
Hartford MidCap HLS Fund
Hartford MidCap Value HLS Fund
Hartford Stock HLS Fund
Hartford Ultrashort Bond HLS Fund
Hartford Value HLS Fund
Average Daily Net Assets |
|
Annual Fee |
|
All Assets |
|
0.010 |
% |
AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT
THIS AMENDED AND RESTATED EXPENSE LIMITATION AGREEMENT, as amended and restated on October 21, 2016, between The Hartford Mutual Funds, Inc. and The Hartford Mutual Funds II, Inc. (each a Company and collectively, the Companies) on behalf of each series of the Companies (each a Fund and collectively, the Funds) and Hartford Funds Management Company, LLC (the Adviser).
WHEREAS , the Adviser has been appointed the investment adviser of each of the Funds pursuant to an Investment Management Agreement between each Company, on behalf of the Funds, and the Adviser; and
WHEREAS , each Company and the Adviser desire to enter into the arrangements described herein relating to certain expenses of the Funds;
NOW, THEREFORE , each Company and the Adviser hereby agree as follows:
1. For the period commencing February 29, 2016 through February 28, 2017, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund listed on Schedule A, except that the expense reimbursement for Hartford Emerging Markets Local Debt Fund terminates October 31, 2016. See Schedule M for the expense reimbursement for Hartford Emerging Markets Local Debt Fund that is effective November 1, 2016.
2. For the period commencing February 29, 2016 through February 28, 2017, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund listed on Schedule B.
3. For the period commencing February 29, 2016 through February 28, 2017, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund listed on Schedule C.
4. For the period commencing February 29, 2016 through February 28, 2017, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund listed on Schedule D.
5. For the period commencing February 29, 2016 through February 28, 2017, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses, dividend and interest expenses on short sales and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund listed on Schedule E.
6. For the period commencing February 29, 2016 through February 28, 2017, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund listed on Schedule F.
7. For the period commencing February 29, 2016 through February 28, 2017, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses, dividend and interest expenses on short sales and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of Hartford Global All-Asset Fund listed on Schedule G. This expense reimbursement terminates on October 31, 2016. See Schedule N for the expense reimbursement that is effective November 1, 2016.
8. For the period commencing May 29, 2015 through February 28, 2017, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund listed on Schedule H.
9. For the period commencing August 13, 2015 through February 28, 2017, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund listed on Schedule I.
10. For the period commencing November 1, 2015 through February 28, 2017, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund listed on Schedule J.
11. For the period commencing November 1, 2015 through February 28, 2017, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund listed on Schedule K.
12. For the period commencing June 30, 2016 through February 28, 2018, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund listed on Schedule L.
13. For the period commencing November 1, 2016 through February 28, 2018, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses, and extraordinary expenses to the
extent necessary to maintain the net annual operating expenses specified for the class of shares of the Hartford Emerging Markets Local Debt Fund listed on Schedule M.
14. For the period commencing November 1, 2016 through February 28, 2018, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses, dividend and interest expenses on short sales and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of the Hartford Global All-Asset Fund listed on Schedule N.
15. Effective upon closing of the Reorganization as defined in that certain Agreement and Plan of Reorganization dated October , 2016 with respect to the Funds listed on Schedule O through two years from the closing date of the Reorganization that occurred on October 21, 2016, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund as set forth in Column A on Schedule O.
16. Effective upon closing of the Reorganization as defined in that certain Agreement and Plan of Reorganization dated October , 2016 with respect to the Funds listed on Schedule O through two years from the closing date of the Reorganization that occurred on October 21, 2016, the Adviser hereby agrees to reimburse Fund expenses, exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses, to the extent necessary to maintain the net annual operating expenses specified for the class of shares of each Fund as set forth in Column B on Schedule O, unless otherwise subject to paragraph 15 above.
17. The reimbursements described in this Agreement are not subject to recoupment by the Adviser.
18. The Adviser understands and intends that the Funds will rely on this Agreement (1) in preparing and filing amendments to the registration statements for the Companies on Form N-1A with the Securities and Exchange Commission, (2) in accruing each Funds expenses for purposes of calculating its net asset value per share and (3) for certain other purposes and expressly permits the Funds to do so.
19. Unless noted otherwise, this Agreement shall renew automatically for one-year terms unless the Adviser provides written notice of termination prior to the start of such term.
20. This Agreement may be amended or modified by mutual consent of the Adviser and the Board of Directors of the respective Company at any time prior to the expiration date of the Agreement.
21. This Agreement may be executed by the parties hereto on any number of counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instrument.
IN WITNESS WHEREOF , the parties hereto have executed this Agreement as of the date first above written.
THE HARTFORD MUTUAL FUNDS, INC. |
|
|
|
|
|
Name: |
|
|
|
Laura S. Quade |
|
Title: |
Vice President |
|
|
|
|
THE HARTFORD MUTUAL FUNDS II, INC. |
|
|
|
|
|
Name: |
|
|
|
Laura S. Quade |
|
Title: |
Vice President |
|
|
|
|
HARTFORD FUNDS MANAGEMENT COMPANY, LLC |
|
|
|
|
|
Name: |
|
|
|
Gregory A. Frost |
|
Title: |
Chief Financial Officer |
|
SCHEDULE A
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
The Hartford Balanced Fund |
|
Class A: 1.18% |
|
|
Class I: 0.93% |
|
|
Class R3: 1.40% |
|
|
Class R4: 1.10% |
|
|
Class R5: 0.80% |
|
|
|
Hartford Core Equity Fund (formerly known as The Hartford Disciplined Equity Fund) |
|
Class A: 0.79% |
|
Class B: 1.54% |
|
|
|
Class C: 1.54% |
|
|
Class I: 0.54% |
|
|
Class R3: 1.09% |
|
|
Class R4: 0.79% |
|
|
Class R5: 0.49% |
|
|
Class R6: 0.45% |
|
|
Class Y: 0.49% |
|
|
|
The Hartford Emerging Markets Local Debt Fund |
|
Class A: 1.35%(7) |
|
|
Class C: 2.10%(7) |
|
|
Class I: 1.10%(7) |
|
|
Class R3: 1.65%(7) |
|
|
Class R4: 1.35%(7) |
|
|
Class R5: 1.05%(7) |
|
|
Class Y: 1.00%(7) |
|
|
|
Hartford Emerging Markets Equity Fund (formerly known as The Harford Emerging Markets Research Fund) |
|
Class A: 1.75% |
|
Class C: 2.50% |
|
|
|
Class I: 1.50% |
|
|
Class R3: 1.95% |
|
|
Class R4: 1.65% |
|
|
Class R5: 1.35% |
|
|
Class Y: 1.30% |
|
|
|
Hartford Environmental Opportunities Fund |
|
Class A: 1.30% |
|
|
Class C: 2.05% |
|
|
Class I: 1.05% |
|
|
Class Y: 0.90% |
|
|
Class R3: 1.60% |
|
|
Class R4: 1.30% |
|
|
Class R5: 1.00% |
|
|
Class R6: 0.90% |
|
|
|
The Hartford Floating Rate Fund |
|
Class A: 1.00%(1) |
|
|
Class B: 1.75%(1) |
|
|
Class C: 1.75%(1) |
|
|
Class I: 0.75%(1) |
|
|
Class R3: 1.25%(1) |
|
|
Class R4: 1.00%(1) |
|
|
Class R5: 0.70%(2) |
|
|
Class Y: 0.70%(2) |
|
|
|
The Hartford Floating Rate High Income Fund |
|
Class A: 1.05% |
|
|
Class C: 1.80% |
|
|
Class I: 0.80% |
|
|
Class R3: 1.35% |
|
|
Class R4: 1.05% |
|
|
Class R5: 0.75% |
|
|
Class Y: 0.75% |
|
|
|
Hartford Global Capital Appreciation Fund (formerly known as The Hartford Capital Appreciation II Fund) |
|
Class A: 1.25% |
|
Class B: 2.00% |
|
|
|
Class C: 2.00% |
|
|
Class I: 1.00% |
|
|
Class R3: 1.35% |
|
|
Class R4: 1.05% |
|
|
Class R5: 0.95% |
|
|
Class Y: 0.90% |
|
|
|
The Hartford Healthcare Fund |
|
Class A: 1.60% |
|
|
Class B: 2.35% |
|
|
Class C: 2.35% |
|
|
Class I: 1.35% |
|
|
Class R3: 1.65% |
|
|
Class R4: 1.35% |
|
|
Class R5: 1.05% |
|
|
Class Y: 1.00% |
|
|
|
The Hartford High Yield Fund |
|
Class A: 1.05% |
|
|
Class B: 1.80% |
|
|
Class C: 1.80% |
|
|
Class I: 0.80% |
|
|
Class R3: 1.35% |
|
|
Class R4: 1.05% |
|
|
Class R5: 0.75% |
|
|
Class Y: 0.70% |
|
|
|
The Hartford Inflation Plus Fund |
|
Class A: 0.85%(3) |
|
|
Class B: 1.60%(3) |
|
|
Class C: 1.60%(3) |
|
|
Class I: 0.60%(3) |
|
|
Class R3: 1.20%(3) |
|
|
Class R4: 0.90%(3) |
|
|
Class R5: 0.60%(3) |
|
|
Class Y: 0.55%(3) |
|
|
|
The Hartford International Small Company Fund |
|
Class A: 1.60% |
|
|
Class B: 2.35% |
|
|
Class C: 2.35% |
|
|
Class I: 1.35% |
|
|
Class R3: 1.65% |
|
|
Class R4: 1.35% |
|
|
Class R5: 1.05% |
|
|
Class Y: 1.00% |
|
|
|
The Hartford International Value Fund |
|
Class A: 1.40% |
|
|
Class C: 2.15% |
|
|
Class I: 1.15% |
|
|
Class R3: 1.60% |
|
|
Class R4: 1.30% |
|
|
Class R5: 1.00% |
|
|
Class Y: 0.95% |
|
|
|
The Hartford MidCap Value Fund |
|
Class A: 1.35% |
|
|
Class B: 2.10% |
|
|
Class C: 2.10% |
|
|
Class I: 1.10% |
|
|
Class R3: 1.55% |
|
|
Class R4: 1.25% |
|
|
Class R5: 0.95% |
|
|
Class Y: 0.90% |
|
|
|
The Hartford Municipal Opportunities Fund |
|
Class A: 0.69% |
|
|
Class B: 1.44% |
|
|
Class C: 1.44% |
|
|
Class I: 0.44% |
|
|
|
The Hartford Municipal Real Return Fund |
|
Class A: 0.69%(4) |
|
|
Class B: 1.44%(4) |
|
|
Class C: 1.44%(4) |
|
|
Class I: 0.44%(4) |
|
|
Class Y: 0.44%(4) |
|
|
|
The Hartford Quality Bond Fund |
|
Class A: 0.95% |
|
|
Class C: 1.70% |
|
|
Class I: 0.70% |
|
|
Class R3: 1.25% |
|
|
Class R4: 0.95% |
|
|
Class R5: 0.65% |
|
|
Class Y: 0.60% |
|
|
|
The Hartford Short Duration Fund |
|
Class A: 0.85%(5) |
|
|
Class B: 1.60%(5) |
|
|
Class C: 1.60%(5) |
|
|
Class I: 0.60%(5) |
|
|
Class R3: 1.15% |
|
|
Class R4: 0.85% |
|
|
Class R5: 0.55% |
|
|
Class Y: 0.55%(5) |
|
|
|
Hartford Small Cap Core Fund (formerly known as The Hartford Small/Mid Cap Equity Fund) |
|
Class A: 1.30% |
|
Class B: 2.05% |
|
|
|
Class C: 2.05% |
|
|
Class I: 1.05% |
|
|
Class R3: 1.50% |
|
|
Class R4: 1.20% |
|
|
Class R5: 0.90% |
|
|
Class Y: 0.85% |
|
|
|
The Hartford Unconstrained Bond Fund |
|
Class A: 0.99%(6) |
|
|
Class B: 1.74%(6) |
|
|
Class C: 1.74%(6) |
|
|
Class I: 0.74% |
|
|
Class R3: 1.29% |
|
|
Class R4: 0.99% |
|
|
Class R5: 0.69% |
|
|
Class Y: 0.69%(6) |
|
|
|
The Hartford Value Opportunities Fund |
|
Class A: 1.35% |
|
|
Class B: 2.10% |
|
|
Class C: 2.10% |
|
|
Class I: 1.10% |
|
|
Class R3: 1.55% |
|
|
Class R4: 1.25% |
|
|
Class R5: 0.95% |
|
|
Class Y: 0.90% |
(1) The expense cap figure noted in the table above is permanent.
(2) For Class R5 and Class Y shares of The Hartford Floating Rate Fund, the Adviser has contractually agreed to reimburse expenses (exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses) to the extent necessary to maintain total annual fund operating expenses at the levels noted in the table above. Class R5 and Class Y Shares of The Hartford Floating Rate Fund are also subject to a permanent expense cap of 0.85% and 0.75%, respectively.
(3) For Class A, Class B, Class C, Class I, Class R3, Class R4, Class R5 and Class Y shares of The Hartford Inflation Plus Fund, the Adviser has contractually agreed to reimburse expenses (exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses) to the extent necessary to maintain total annual fund operating expenses at the levels noted in the table above. Class A, Class B, Class C, Class I, Class R3, Class R4, Class R5 and Class Y Shares of The Hartford Inflation Plus Fund are also subject to a permanent expense cap of 1.00%, 1.75%, 1.75%, 0.75%, 1.25%, 1.00%, 0.85% and 0.75%, respectively.
(4) For Class A, Class B, Class C, Class I, and Class Y shares of The Hartford Municipal Real Return Fund, the Adviser has contractually agreed to reimburse expenses (exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses) to the extent necessary to maintain total annual fund operating expenses at the levels noted in the table above. Class A, Class B, Class C, Class I and Class Y Shares of The Hartford Municipal Real Return Fund are also subject to a permanent expense cap of 1.00%, 1.75%, 1.75%, 0.75%, and 0.75%, respectively.
(5) For Class A, Class B, Class C, Class I and Class Y shares of The Hartford Short Duration Fund, the Adviser has contractually agreed to reimburse expenses (exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses) to the extent necessary to maintain total annual fund operating expenses at the levels noted in the table above. Class A, Class B, Class C, Class I and Class Y Shares of The Hartford Short Duration Fund are also subject to a permanent expense cap of 1.00%, 1.75%, 1.75%, 0.75% and 0.75%, respectively.
(6) For Class A, Class B, Class C, Class I, Class R3, Class R4, Class R5 and Class Y shares of The Hartford Unconstrained Bond Fund, the Adviser has contractually agreed to reimburse expenses (exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses) to the extent necessary to maintain total annual fund operating expenses at the levels noted in the table above. Class A, Class B, Class C and Class Y Shares of The Hartford Unconstrained Bond Fund are also subject to a permanent expense cap of 1.00%, 1.75%, 1.75% and 0.75%, respectively.
(7) For Class A, Class C, Class I, Class R3, Class R4, Class R5 and Class Y shares of The Hartford Emerging Markets Local Debt Fund, the Adviser, through February 28, 2017, has contractually agreed to reimburse expenses (exclusive of taxes, interest expense, brokerage commissions, acquired fund fees and expenses and extraordinary expenses) to the extent necessary to maintain total annual operating expenses as follows: 1.25% (Class A), 2.00% (Class C), 1.00% (Class I), 1.55% (Class R3), 1.25% (Class R4), 0.95% (Class R5) and 0.90% (Class Y). Terminates October 31, 2016. See Schedule M for more information.
SCHEDULE B
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
The Hartford Checks and Balances Fund |
|
Class A: 1.25% |
|
|
Class B: 2.00% |
|
|
Class C: 2.00% |
|
|
Class I: 1.00% |
|
|
Class R3: 1.40% |
|
|
Class R4: 1.10% |
|
|
Class R5: 0.80% |
|
|
|
The Hartford Growth Allocation Fund |
|
Class A: 1.50%(1) |
|
|
Class B: 2.25%(1) |
|
|
Class C: 2.25%(1) |
|
|
Class I: 1.25%(1) |
|
|
Class R3: 1.70%(1) |
|
|
Class R4: 1.40%(1) |
|
|
Class R5: 1.10%(1) |
|
|
|
Hartford Moderate Allocation Fund (formerly known as The Hartford Balanced Allocation Fund) |
|
Class A: 1.40%(1)
|
|
|
Class C: 2.15%(1) |
|
|
Class I: 1.15%(1) |
|
|
Class R3: 1.65%(1) |
|
|
Class R4: 1.35%(1) |
|
|
Class R5: 1.05%(1) |
(1) This expense reimbursement is extended through February 28, 2017 per approval by the Board of Directors of The Hartford Mutual Funds, Inc. at the August 4-5, 2015 meeting.
SCHEDULE C
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
Hartford Multi-Asset Income Fund |
|
Class A: 1.12% |
|
|
Class C: 1.87% |
|
|
Class I: 0.87% |
|
|
Class R3: 1.42% |
|
|
Class R4: 1.12% |
|
|
Class R5: 0.93% |
|
|
Class Y: 0.83% |
SCHEDULE D
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
Hartford Global Equity Income Fund (formerly known as The Hartford Global Research Fund) |
|
Class A: 1.25%
|
|
|
Class C: 2.00% |
|
|
Class I: 1.00% |
|
|
Class R3: 1.45% |
|
|
Class R4: 1.15% |
|
|
Class R5: 0.85% |
|
|
Class Y: 0.80% |
SCHEDULE E
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
Hartford Long/Short Global Equity Fund |
|
Class A: 1.90% |
|
|
Class C: 2.65% |
|
|
Class I: 1.65% |
|
|
Class Y: 1.50% |
SCHEDULE F
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
The Hartford Balanced Income Fund |
|
Class A: 0.99% |
|
|
Class B: 1.74% |
|
|
Class C: 1.74% |
|
|
Class I: 0.74% |
|
|
Class R3: 1.24% |
|
|
Class R4: 0.94% |
|
|
Class R5: 0.69% |
|
|
Class R6: 0.64% |
|
|
Class Y: 0.64% |
|
|
|
The Hartford Capital Appreciation Fund |
|
Class A: 1.29% |
|
|
Class I: 1.04% |
|
|
Class R3: 1.40% |
|
|
Class R4: 1.10% |
|
|
Class R5: 0.80% |
|
|
Class R6: 0.75% |
|
|
|
The Hartford Dividend and Growth Fund |
|
Class A: 1.25% |
|
|
Class I: 1.00% |
|
|
Class R3: 1.35% |
|
|
Class R4: 1.05% |
|
|
Class R5: 0.75% |
|
|
Class R6: 0.70% |
|
|
|
The Hartford Equity Income Fund |
|
Class A: 1.25% |
|
|
Class B: 2.00% |
|
|
Class C: 2.00% |
|
|
Class I: 1.00% |
|
|
Class R3: 1.50% |
|
|
Class R4: 1.20% |
|
|
Class R5: 0.90% |
|
|
Class R6: 0.85% |
|
|
Class Y: 0.85% |
|
|
|
The Hartford Growth Opportunities Fund |
|
Class A: 1.36% |
|
|
Class B: 2.11% |
|
|
Class C: 2.11% |
|
|
Class I: 1.11% |
|
|
Class R3: 1.45% |
|
|
Class R4: 1.15% |
|
|
Class R5: 0.85% |
|
|
Class R6: 0.85% |
|
|
Class Y: 0.85% |
|
|
|
The Hartford International Opportunities Fund |
|
Class A: 1.30% |
|
|
Class B: 2.05% |
|
|
Class C: 2.05% |
|
|
Class I: 1.05% |
|
|
Class R3: 1.50% |
|
|
Class R4: 1.20% |
|
|
Class R5: 0.90% |
|
|
Class R6: 0.85% |
|
|
Class Y: 0.85% |
The Hartford MidCap Fund |
|
Class A: 1.37% |
|
|
Class I: 1.12% |
|
|
Class R3: 1.50% |
|
|
Class R4: 1.20% |
|
|
Class R5: 0.90% |
|
|
Class R6: 0.85% |
|
|
|
The Hartford Small Company Fund |
|
Class A: 1.40% |
|
|
Class B: 2.15% |
|
|
Class C: 2.15% |
|
|
Class I: 1.15% |
|
|
Class R3: 1.55% |
|
|
Class R4: 1.25% |
|
|
Class R5: 0.95% |
|
|
Class R6: 0.90% |
|
|
Class Y: 0.90% |
|
|
|
The Hartford SmallCap Growth Fund (effective March 1, 2016, name change to The Hartford Small Cap Growth Fund) |
|
Class A: 1.40%
|
|
|
Class C: 2.15% |
|
|
Class I: 1.15% |
|
|
Class R3: 1.60% |
|
|
Class R4: 1.30% |
|
|
Class R5: 1.00% |
|
|
Class R6: 0.95% |
|
|
Class Y: 0.95% |
|
|
|
The Hartford Strategic Income Fund |
|
Class A: 0.95% |
|
|
Class B: 1.70% |
|
|
Class C: 1.70% |
|
|
Class I: 0.70% |
|
|
Class R3: 1.25% |
|
|
Class R4: 0.95% |
|
|
Class R5: 0.65% |
|
|
Class R6: 0.60% |
|
|
Class Y: 0.60% |
|
|
|
The Hartford Total Return Bond Fund |
|
Class A: 0.87%(1) |
|
|
Class B: 1.62%(1) |
|
|
Class C: 1.62%(1) |
|
|
Class I: 0.62%(1) |
|
|
Class R3: 1.17%(1) |
|
|
Class R4: 0.87%(1) |
|
|
Class R5: 0.57%(1) |
|
|
Class R6: 0.52% |
|
|
Class Y: 0.52%(1) |
|
|
|
The Hartford World Bond Fund |
|
Class A: 1.05% |
|
|
Class C: 1.80% |
|
|
Class I: 0.80% |
|
|
Class R3: 1.35% |
|
|
Class R4: 1.05% |
|
|
Class R5: 0.75% |
|
|
Class R6: 0.70% |
|
|
Class Y: 0.70% |
(1) The Adviser has permanently agreed to reimburse expenses (exclusive of taxes, interest expenses, brokerage commissions, acquired fund fees and expenses and extraordinary expenses) to the extent necessary to maintain total annual fund operating expenses as follows 1.00% (Class A), 1.75% (Class B), 1.75% (Class C), 0.75% (Class I), 1.25% (Class R3), 1.00% (Class R4), 0.85% (Class R5) and 0.75% (Class Y).
SCHEDULE G
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
The Hartford Global All-Asset Fund |
|
Class A: 1.25%(1) |
|
|
Class C: 2.00%(1) |
|
|
Class I: 1.00%(1) |
|
|
Class R3: 1.50%(1) |
|
|
Class R4: 1.20%(1) |
|
|
Class R5: 0.95%(1) |
|
|
Class Y: 0.90%(1) |
(1)Terminates October 31, 2016. See Schedule N for more.
SCHEDULE H
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
Hartford Municipal Income Fund |
|
Class A: 0.69% |
|
|
Class C: 1.44% |
|
|
Class I: 0.44% |
|
|
|
Hartford Municipal Short Duration Fund |
|
Class A: 0.69% |
|
|
Class C: 1.44% |
|
|
Class I: 0.44% |
SCHEDULE I
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
Hartford International Equity Fund (formerly known as Hartford International Capital Appreciation Fund) |
|
Class A: 1.19%
|
|
|
Class C: 1.94% |
|
|
Class I: 0.89% |
|
|
Class R3: 1.49% |
|
|
Class R4: 1.19% |
|
|
Class R5: 0.89% |
|
|
Class Y: 0.79% |
|
|
|
The Hartford International Growth Fund |
|
Class A: 1.30% |
|
|
Class B: 2.05% |
|
|
Class C: 2.05% |
|
|
Class I: 1.00% |
|
|
Class R3: 1.60% |
|
|
Class R4: 1.30% |
|
|
Class R5: 1.00% |
|
|
Class Y: 0.95% |
SCHEDULE J
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
The Hartford Conservative Allocation Fund |
|
Class A: 1.19% |
|
|
Class B: 1.94% |
|
|
Class C: 1.94% |
|
|
Class I: 0.94% |
|
|
Class R3: 1.44% |
|
|
Class R4: 1.14% |
|
|
Class R5: 0.84% |
SCHEDULE K
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
The Hartford Global Real Asset Fund |
|
Class A: 1.25% |
|
|
Class C: 2.00% |
|
|
Class I: 1.00% |
|
|
Class R3: 1.50% |
|
|
Class R4: 1.20% |
|
|
Class R5: 0.95% |
|
|
Class Y: 0.90% |
SCHEDULE L
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
Hartford Real Total Return Fund |
|
Class A: 1.40% |
|
|
Class C: 2.15% |
|
|
Class I: 1.15% |
|
|
Class R3: 1.70% |
|
|
Class R4: 1.40% |
|
|
Class R5: 1.10% |
|
|
Class Y: 1.05% |
SCHEDULE M
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
The Hartford Emerging Markets Local Debt Fund |
|
Class A: 1.25% |
|
|
Class C: 2.00% |
|
|
Class I: 1.00% |
|
|
Class R3: 1.55% |
|
|
Class R4: 1.25% |
|
|
Class R5: 0.95% |
|
|
Class Y: 0.90% |
SCHEDULE N
|
|
Total Net Annual
|
Fund |
|
(as a percent of average
|
The Hartford Global All-Asset Fund |
|
Class A: 1.19% |
|
|
Class C: 1.94% |
|
|
Class I: 0.94% |
|
|
Class R3: 1.49% |
|
|
Class R4: 1.19% |
|
|
Class R5: 0.89% |
|
|
Class Y: 0.84% |
SCHEDULE O*
|
|
Column A |
|
Column B |
|
|
(Temporary) |
|
(Renewable) |
|
|
Total Net Annual
|
|
Total Net Annual
|
|
|
(as a percent of average |
|
(as a percent of average |
Fund |
|
daily net assets) |
|
daily net assets) |
Hartford Schroders International Multi-Cap Value Fund |
|
Class A: 1.15% |
|
Class A: 1.22% |
|
|
Class C: 1.97% |
|
Class C: 1.97% |
|
|
Class I: 0.90% |
|
Class I: 0.97% |
|
|
Class R3: 1.52% |
|
Class R3: 1.52% |
|
|
Class R4: 1.22% |
|
Class R4: 1.22% |
|
|
Class R5: 0.92% |
|
Class R5: 0.92% |
|
|
Class Y: 0.87% |
|
Class Y: 0.87% |
|
|
Class SDR: 0.75% |
|
Class SDR: 0.82% |
|
|
|
|
|
Hartford Schroders Global Strategic Bond Fund |
|
Class A: 1.04% |
|
Class A: 1.11% |
|
|
Class C: 1.86% |
|
Class C: 1.86% |
|
|
Class I: 0.79% |
|
Class I: 0.86% |
|
|
Class R3: 1.41% |
|
Class R3: 1.41% |
|
|
Class R4: 1.11% |
|
Class R4: 1.11% |
|
|
Class R5: 0.81% |
|
Class R5: 0.81% |
|
|
Class Y: 0.76% |
|
Class Y: 0.76% |
|
|
Class SDR: 0.64% |
|
Class SDR: 0.71% |
|
|
|
|
|
Hartford Schroders Income Builder Fund |
|
Class A: 1.10% |
|
Class A: 1.15% |
|
|
Class C: 1.90% |
|
Class C: 1.90% |
|
|
Class I: 0.85% |
|
Class I: 0.90% |
|
|
Class R3: 1.45% |
|
Class R3: 1.45% |
|
|
Class R4: 1.15% |
|
Class R4: 1.15% |
|
|
Class R5: 0.85% |
|
Class R5: 0.85% |
|
|
Class Y: 0.80% |
|
Class Y: 0.80% |
|
|
Class SDR: 0.70% |
|
Class SDR: 0.75% |
|
|
|
|
|
Hartford Schroders Tax-Aware Bond Fund |
|
Class A: 0.71% |
|
Class A: 0.84% |
|
|
Class C: 1.59% |
|
Class C: 1.59% |
|
|
Class I: 0.46% |
|
Class I: 0.59% |
|
|
Class Y: 0.54% |
|
Class Y: 0.54% |
|
|
Class SDR: 0.46% |
|
Class SDR: 0.49% |
|
|
|
|
|
Hartford Schroders Emerging Markets Debt and Currency Fund |
|
N/A |
|
Class A: 1.40% |
|
|
|
|
Class C: 2.15% |
|
|
|
|
Class I: 1.15% |
|
|
|
|
Class Y: 1.05% |
|
|
|
|
Class SDR: 1.00% |
|
|
|
|
|
Hartford Schroders Emerging Markets Equity Fund |
|
N/A |
|
Class A: 1.50% |
|
|
|
|
Class C: 2.25% |
|
|
|
|
Class I: 1.25% |
|
|
|
|
Class R3: 1.80% |
|
|
|
|
Class R4: 1.50% |
|
|
|
|
Class R5: 1.20% |
|
|
|
|
Class Y: 1.15% |
|
|
|
|
Class SDR: 1.10% |
|
|
|
|
|
Hartford Schroders Emerging Markets Multi-Sector Bond Fund |
|
N/A |
|
Class A: 1.15% |
|
|
|
|
Class C: 1.90% |
|
|
|
|
Class I: 0.90% |
|
|
|
|
Class R3: 1.45% |
|
|
|
|
Class R4: 1.15% |
|
|
|
|
Class R5: 0.85% |
|
|
|
|
Class Y: 0.80% |
|
|
|
|
Class SDR: 0.75% |
|
|
|
|
|
Hartford Schroders US Small/Mid Cap Opportunities Fund |
|
N/A |
|
Class A: 1.30% |
|
|
|
|
Class C: 2.05% |
|
|
|
|
Class I: 1.05% |
|
|
|
|
Class R3: 1.60% |
|
|
|
|
Class R4: 1.30% |
|
|
|
|
Class R5: 1.00% |
|
|
|
|
Class Y: 0.95% |
|
|
|
|
Class SDR: 0.90% |
|
|
|
|
|
Hartford Schroders International Stock Fund |
|
N/A |
|
Class A: 1.20% |
|
|
|
|
Class C: 1.95% |
|
|
|
|
Class I: 0.95% |
|
|
|
|
Class R3: 1.50% |
|
|
|
|
Class R4: 1.20% |
|
|
|
|
Class R5: 0.90% |
|
|
|
|
Class Y: 0.85% |
|
|
|
|
Class SDR: 0.80% |
|
|
|
|
|
Hartford Schroders US Small Cap Opportunities Fund |
|
N/A |
|
Class A: 1.35% |
|
|
|
|
Class C: 2.10% |
|
|
|
|
Class I: 1.10% |
|
|
|
|
Class R3: 1.65% |
|
|
|
|
Class R4: 1.35% |
|
|
|
|
Class R5: 1.05% |
|
|
|
|
Class Y: 1.00% |
|
|
|
|
Class SDR: 0.95% |
* For periods where multiple expense caps are in effect, the lower cap will apply.
FORM OF
AMENDED AND RESTATED TRANSFER AGENCY FEE WAIVER AGREEMENT
THIS AMENDED AND RESTATED TRANSFER AGENCY FEE WAIVER AGREEMENT, as amended and restated on September , 2016, between The Hartford Mutual Funds, Inc. and The Hartford Mutual Funds II, Inc. (each a Company and collectively, the Companies) on behalf of each series of the Companies (each a Fund and collectively, the Funds) and Hartford Administrative Services Company (the Transfer Agent).
WHEREAS, the Transfer Agent has been appointed the transfer agent of each of the Funds pursuant to a Transfer Agency and Service Agreement between each Company, on behalf of the Funds, and the Transfer Agent;
WHEREAS, each Company and the Transfer Agent desire to enter into the arrangements described herein relating to the transfer agency fees of the Funds;
WHEREAS, each Company and the Transfer Agent entered into multiple Transfer Agency Fee Waiver Agreements commencing on February 6, 2008 through February 29, 2016 for each of the Funds (altogether, the Waiver Agreements);
WHEREAS, each Company and the Transfer Agent desire to combine all such Waiver Agreements into a single agreement with the same material terms as the Waiver Agreements; and
WHEREAS, the Waiver Agreements are hereby terminated and superseded by this Agreement.
NOW, THEREFORE, each Company and the Transfer Agent hereby agree as follows:
1. For the period commencing March 1, 2015 through February 29, 2016, the Transfer Agent hereby agrees to reimburse any portion of the transfer agency fees over 0.30% of the average daily net assets per fiscal year for each class of shares for each Fund listed on Schedule A.
2. Through February 28, 2017, the Transfer Agent hereby agrees to reimburse any portion of the transfer agency fees over 0.30% of the average daily net assets per fiscal year for each class of shares for each Fund listed on Schedule B.
3. Through February 28, 2018, the Transfer Agent hereby agrees to reimburse any portion of the transfer agency fees over 0.30% of the average daily net assets per fiscal year for each class of shares for each Fund listed on Schedule C.
3. The reimbursements described in Sections 1, 2 and 3 above are not subject to recoupment by the Transfer Agent.
4. The Transfer Agent understands and intends that the Funds will rely on this Agreement (1) in preparing and filing amendments to the registration statements for the Companies on Form N-1A with the Securities and Exchange Commission, (2) in accruing each Funds expenses for purposes of calculating its net asset value per share and (3) for certain other purposes and expressly permits the Funds to do so.
5. This Agreement shall renew automatically for one-year terms unless the Transfer Agent provides written notice of termination prior to the start of such term.
6. Future series of the Companies may be added from time to time to this Agreement.
IN WITNESS WHEREOF , the parties hereto have executed this Agreement as of the date first above written.
THE HARTFORD MUTUAL FUNDS, INC. |
|
|
|
|
|
Name: |
|
|
|
Laura S. Quade |
|
|
|
|
Title: |
Vice President |
|
|
|
|
|
|
|
THE HARTFORD MUTUAL FUNDS II, INC. |
|
|
|
|
|
Name: |
|
|
|
Laura S. Quade |
|
|
|
|
Title: |
Vice President |
|
|
|
|
|
|
|
HARTFORD ADMINISTRATIVE SERVICES COMPANY |
|
|
|
|
|
Name: |
|
|
|
Gregory A. Frost |
|
|
|
|
Title: |
Chief Financial Officer |
|
SCHEDULE A
THE HARTFORD MUTUAL FUNDS, INC.
ON BEHALF OF:
The Hartford Balanced Fund
The Hartford Balanced Income Fund
The Hartford Capital Appreciation Fund
The Hartford Checks and Balances Fund
The Hartford Conservative Allocation Fund
Hartford Core Equity Fund
The Hartford Dividend and Growth Fund
Hartford Duration-Hedged Strategic Income Fund
Hartford Emerging Markets Equity Fund
The Hartford Emerging Markets Local Debt Fund
The Hartford Equity Income Fund
The Hartford Floating Rate Fund
The Hartford Floating Rate High Income Fund
The Hartford Global All-Asset Fund
The Hartford Global Alpha Fund
Hartford Global Capital Appreciation Fund
Hartford Global Equity Income Fund
The Hartford Global Real Asset Fund
The Hartford Growth Allocation Fund
The Hartford Healthcare Fund
The Hartford High Yield Fund
The Hartford Inflation Plus Fund
Hartford International Equity Fund
The Hartford International Opportunities Fund
The Hartford International Small Company Fund
The Hartford International Value Fund
Hartford Long/Short Global Equity Fund
The Hartford MidCap Fund
The Hartford MidCap Value Fund
Hartford Moderate Allocation Fund
Hartford Multi-Asset Income Fund
The Hartford Municipal Opportunities Fund
The Hartford Quality Bond Fund
Hartford Real Total Return Fund
The Hartford Short Duration Fund
Hartford Small Cap Core Fund
The Hartford Small Company Fund
The Hartford Strategic Income Fund
The Hartford Total Return Bond Fund
The Hartford Unconstrained Bond Fund
The Hartford World Bond Fund
THE HARTFORD MUTUAL FUNDS II, INC.
ON BEHALF OF:
The Hartford Growth Opportunities Fund
The Hartford Municipal Real Return Fund
The Hartford SmallCap Growth Fund(1)
The Hartford Value Opportunities Fund
(1) Fund to be renamed The Hartford Small Cap Growth Fund effective March 1, 2016
SCHEDULE B
THE HARTFORD MUTUAL FUNDS, INC.
ON BEHALF OF:
Hartford Environmental Opportunities Fund
The Hartford International Growth Fund
Hartford Municipal Income Fund
Hartford Municipal Short Duration Fund
SCHEDULE C
THE HARTFORD MUTUAL FUNDS II, INC.
ON BEHALF OF:
Hartford Schroders Emerging Markets Debt and Currency Fund
Hartford Schroders Tax-Aware Bond Fund
Hartford Schroders Emerging Markets Equity Fund
Hartford Schroders Emerging Markets Multi-Sector Bond Fund
Hartford Schroders Income Builder Fund
Hartford Schroders Global Strategic Bond Fund
Hartford Schroders International Stock Fund
Hartford Schroders International Multi-Cap Value Fund
Hartford Schroders US Small Cap Opportunities Fund
Hartford Schroders US Small/Mid Cap Opportunities Fund
The Hartford Mutual Funds, Inc.
The Hartford Mutual Funds II, Inc.
Hanford Series Fund, Inc.
Hartford HLS Series Fund II, Inc.
POWER OF ATTORNEY
August 3, 2016
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Hilary,E. Ackermann |
Lynn S. Birdsong |
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James E. Davey |
Christine Detrick |
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Duane E. Hill |
Sandra S. Jaffee |
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William P. Johnston |
Phillip O. Peterson |
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Lemma W. Senbet |
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do hereby constitute and appoint as their attorney-in-fact and agent Walter F. Garger, Michael Flook and Alice A. Pellegrino to sign on their behalf any and all documents relating to each of the above-referenced registered investment companies to be filed with the U.S. Securities and Exchange Commission (the SEC) under the Securities Act of 1933, as amended (the 1933 Act), and the Investment Company Act of 1940, as amended (the 1940 Act), including, but not limited to, (i) any Registration Statements on Form N-1 A, Form N-14 and any other applicable Registration Statement form under the 1940 Act and/or the 1933 Act, and any and all pre- and post-effective amendments to such registration statements, and to file the same, with all exhibits thereto, (ii) any application, notice or other filings with the SEC, and (iii) any and all other documents and papers in connection therewith deemed necessary or advisable to enable each of the above-referenced registered investment companies to comply with the 1933 Act, the 1940 Act, and the rules, regulations and requirements of the SEC, and the securities or blue sky laws of any state or other jurisdiction, granting unto said attorneys-in-fact and agents full power and authority to do and perform each and every act and thing requisite or necessary to be done in connection therewith as fully to all intents and purposes, as I might or could do in person, with full power of substitution and revocation; and I do hereby ratify and confirm that said attorneys-in-fact and agents may lawfully do or cause to be done by virtue of this power of attorney.
IN WITNESS WHEREOF, the undersigned have executed this Power of Attorney to be effective as of the date first written above.
/s/ Hilary E. Ackerman |
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/s/ Lynn S. Birdsong |
Hilary E. Ackermann |
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Lynn S. Birdsong |
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/s/ James E. Davery |
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/s/ Christine Detrick |
James E. Davery |
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Christine Detrick |
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/s/ Duane E. Hill |
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/s/ Sandra S. Jaffee |
Duane E. Hill |
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Sandra S. Jaffee |
/s/ William P. Johnston |
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/s/ Phillip O. Peterson |
William P. Johnston |
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Phillip O. Peterson |
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/s/ Lemma W. Senbet |
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Lemma W. Senbet |
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