EX-99.(M)(2) 3 tm219190d2_exm2.htm AMENDED AND RESTATED SERVICE AND DISTRIBUTION PLAN

 

Exhibit (m)(2)

 

Value Line Mid Cap Focused Fund, Inc.

Value Line Capital Appreciation Fund, Inc.

Value Line Larger Companies Focused Fund, Inc.

Value Line Select Growth Fund, Inc.

The Value Line Tax Exempt Fund, Inc.

Value Line Core Bond Fund

Value Line Small Cap Growth Fund, Inc.

Value Line Asset Allocation Fund, Inc.

 

Service and Distribution Plan (the “Plan”)

 

The Plan, dated March 6, 2000, is amended and restated as of the 11th day of March 2021, by the Board of Directors or Trustees of each Fund listed above (the “Fund”), to reflect the current names of the Funds’ investment adviser, principal underwriter and certain Funds and to consolidate into a single Plan the identical separate Plans of Value Line Small Cap Growth Fund, Inc. and Value Line Asset Allocation Fund, Inc.

 

1.The Plan is adopted pursuant to Rule 12b-1 under the Investment Company Act of 1940 (the “Act”) so as to allow the Fund to make payments as contemplated herein, in conjunction with the distribution of shares of Common Stock of the Fund (“Shares”). Payments also may be made by EULAV Asset Management., the Fund’s investment adviser, out of its fees, its past profits or any other source available to it.

 

2.The Plan is designed to finance activities of EULAV Securities LLC (“ES”) principally intended to result in sale of the Shares and to include the following: (a) to provide incentive to securities dealers to sell Shares and to provide administrative support services to the Fund and its shareholders; (b) to compensate other participating financial institutions and organizations (including individuals) for providing administrative support services to the Fund and its shareholders; (c) to pay for costs incurred in conjunction with advertising and marketing of Shares including expenses of preparing, printing and distributing prospectuses and sales literature to prospective shareholders, securities dealers and others, and for servicing the accounts of shareholders and (d) other costs incurred in the implementation and operation of the Plan.

 

3.As compensation for the services to be provided under this Plan, ES shall be paid a fee at the annual rate of 0.25% of the Fund’s average daily net assets.

 

4.All payments to securities dealers, participating financial institutions and other organizations shall be made pursuant to the terms of a Distribution Agreement between ES and such dealer, institution or organization.

 

5.The Board of Directors or Trustees shall be provided, at least quarterly, with a written report of all amounts expended pursuant to the Plan and the purpose for which the amounts were expended.

 

 

 

 

6.The Plan will become effective at the later of July 1, 2000 or upon approval by (a) a majority of the outstanding shares of Common Stock of the Fund and (b) a majority of the Board of Directors or Trustees who are not “interested persons” (as defined in the Act) of the Fund and have no direct or indirect financial interest in the operation of the Plan or in any agreements entered into in connection with the Plan, pursuant to a vote cast in person at a meeting called for the purpose of voting on the approval of the Plan.

 

7.The Plan shall continue unless terminated in accordance with the terms stated below, and thereafter shall continue automatically for successive annual periods, provided such continuance is approved at least annually in the manner provided by the Act.

 

8.The Plan may be amended at any time by the Board of Directors or Trustees provided that (a) any amendment to increase materially the costs which the Fund may bear pursuant to the Plan shall be effective only upon approval by a vote of a majority of the outstanding voting securities of the Fund and (b) any material amendments of the terms of the Plan shall become effective only upon approval as provided in paragraph 6 (b) hereof.

 

9.The Plan is terminable without penalty at any time by (a) vote of a majority of the Board of Directors or Trustees of the Fund, included a majority of the Directors or Trustees who are not “interested persons” (as defined in the Act) of the Fund and have no direct or indirect financial interest in the operation of the Plan or in any agreements entered into in connection with the Plan, or (b) vote of a majority of the outstanding voting securities on the Fund.

 

10.While the Plan is in effect, the selection and nomination of Directors or Trustees who are not “interested persons” (as defined in the Act) of the fund shall be committed to the discretion of the Directors or Trustees who are not “interested persons.”

 

11.The Fund shall preserve copies of the Plan and any related agreements and all reports made pursuant to paragraph 5 hereof, for a period not less than six years from the date thereof, the first two years in an easily accessible place.