EX-99.H OTH MAT CONT 4 scwfamedadminsvcsagmt.htm SMALLCAP WORLD FUND AMENDED ADMIN SERVICES AGMT SMALLCAP World Fund Amended Admin Services Agmt
                                                                        Form of

             AMENDED AND RESTATED ADMINISTRATIVE SERVICES AGREEMENT

     WHEREAS,  [Name of Fund] (the "Fund"), is a Maryland corporation registered
under the  Investment  Company Act of 1940,  as amended (the "1940 Act"),  as an
open-end  diversified  investment  company that offers  Class C shares;  Class F
shares;  Class R-1 shares,  Class R-2 shares, Class R-3 shares, Class R-4 shares
and Class R-5 shares  (collectively,  the  "Class R  shares");  and Class  529-A
shares,  Class 529-B shares,  Class 529-C shares,  Class 529-E shares, and Class
529-F shares (collectively, the "Class 529 shares"); and

     WHEREAS,   Capital   Research  and  Management   Company  (the  "Investment
Adviser"),  is a Delaware  corporation  registered under the Investment Advisers
Act of 1940, as amended,  and is engaged in the business of providing investment
advisory and related services to the Fund and to other investment companies; and

     WHEREAS,  the Fund wishes to have the  Investment  Adviser  arrange for and
coordinate and monitor the provision of transfer agent and shareholder  services
("transfer  agent  services") and certain other  administrative  services (other
than those provided  pursuant to any other  agreement with the Fund),  including
but not  limited  to  recordkeeping,  transactional  services,  tax  information
returns  and  reports,   fund   communication   and  shareholder   communication
(collectively  "administrative services") for the Fund's Class C shares, Class F
shares, Class R shares and Class 529 shares; and

     WHEREAS,  the  Investment  Adviser  is willing to perform or to cause to be
performed  such  transfer  agent  services and  administrative  services for the
Fund's  Class C shares,  Class F shares,  Class R shares and Class 529 shares on
the terms and conditions set forth herein; and

     WHEREAS,  the  Fund  and  the  Investment  Adviser  wish to  enter  into an
Administrative  Services Agreement  ("Agreement") whereby the Investment Adviser
would  perform  or  cause to be  performed  such  transfer  agent  services  and
administrative  services for the Fund's Class C shares,  Class F shares, Class R
shares and Class 529 shares;

     NOW, THEREFORE, the parties agree as follows:

     1. Services.  During the term of this  Agreement,  the  Investment  Adviser
shall  perform  or  cause  to be  performed  the  transfer  agent  services  and
administrative  services  set forth in Exhibit A hereto,  as such exhibit may be
amended  from  time to time by  mutual  consent  of the  parties.  The  Fund and
Investment  Adviser  acknowledge that the Investment  Adviser will contract with
third parties, including American Funds Service Company ("AFS"), to perform such
transfer agent services and administrative  services. In selecting third parties
to perform transfer agent and  administrative  services,  the Investment Adviser
shall select only those third  parties that the  Investment  Adviser  reasonably
believes have  adequate  facilities  and  personnel to  diligently  perform such
services.  The  Investment  Adviser shall  monitor,  coordinate  and oversee the
activities  of the  third  parties  with  which it or AFS  contracts  to  ensure
shareholders  receive  high-quality  service. In doing so the Investment Adviser
shall  establish  procedures to monitor the  activities  of such third  parties.
These procedures may, but need not, include monitoring: (i) telephone queue wait
times;

 
 

 
(ii) telephone abandon rates; (iii) website and voice response unit downtimes; (iv) downtime of the third party's shareholder account recordkeeping system; (v) the accuracy and timeliness of financial and non-financial transactions; (vi) to ensure compliance with the Fund prospectus; and (vii) with respect to Class 529 shares, compliance with the CollegeAmerica program description. 2. Fees. (a) Transfer Agent Fees. In consideration of transfer agent services performed or caused to be performed by the Investment Adviser for the Fund's Class C shares, Class F shares and Class R shares, the Fund shall pay the Investment Adviser transfer agent fees according to the fee schedule contained in the Shareholder Services Agreement, as amended from time to time, between the Fund and AFS. No Transfer Agent Fees shall be paid in respect of accounts that are held in other than street name or a networked environment. No fees shall be paid under this paragraph 2(a) for services provided by third parties other than AFS. All fund-specific charges from third parties-including DST charges, postage, NSCC transaction charges and similar out-of-pocket expenses-will be passed through directly to the Fund. Transfer agent fees shall be paid within 30 days after receipt of an invoice for transfer agent services performed the preceding month. (b) Administrative Services Fees. In consideration of administrative services performed or caused to be performed by the Investment Adviser for the Fund's Class C shares, Class F shares, Class R shares and Class 529 shares, the Fund shall pay the Investment Adviser an administrative services fee ("administrative fee"). For the Fund's Class C shares, Class F shares, Class R-1 shares, Class R-2 shares, Class R-3 shares, Class R-4 shares and Class 529 shares, the administrative fee shall accrue daily and shall be calculated at the annual rate of 0.15% of the average net assets of those shares. For the Fund's Class R-5 shares, the administrative fee shall accrue daily and shall be calculated at the annual rate of 0.10% of the average net assets of the Class R-5 shares. The administrative fee shall be paid within 30 days after receipt of an invoice for administrative services performed in the preceding month. 3. Effective Date and Termination of Agreement. This Agreement shall become effective on [date], and unless terminated sooner it shall continue in effect until [date]. It may thereafter be continued from year to year only with the approval of a majority of those Directors of the Fund who are not "interested persons" of the Fund (as defined in the 1940 Act) and have no direct or indirect financial interest in the operation of this Agreement or any agreement related to it (the "Independent Directors"). This Agreement may be terminated as to the Fund as a whole or any class of shares individually at any time by vote of a majority of the Independent Directors. The Investment Adviser may terminate this agreement upon sixty (60) days' prior written notice to the Fund. 4. Amendment. This Agreement may not be amended to increase materially the fees payable under this Agreement unless such amendment is approved by the vote of a majority of the Independent Directors. 5. Assignment. This Agreement shall not be assignable by either party hereto and in the event of assignment shall automatically terminate forthwith. The term "assignment" shall have the meaning set forth in the 1940 Act. Notwithstanding the foregoing, the Investment Adviser is specifically authorized to contract with third parties for the provision of transfer agent, shareholder services, and administrative services on behalf of the Fund. 6. Issuance of Series of Shares. If the Fund shall at any time issue shares in more than one series, this Agreement may be adopted, amended, continued or renewed with respect to a series as provided herein, notwithstanding that such adoption, amendment, continuance or renewal has not been effected with respect to any one or more other series of the Fund.
 
 

 
7. Choice of Law. This Agreement shall be construed under and shall be governed by the laws of the State of California, and the parties hereto agree that proper venue of any action with respect hereto shall be Los Angeles County, California. 8. Limitation on Fees. Notwithstanding the foregoing, the portion of the administrative fees payable under this Agreement retained by the Investment Adviser (after all permissible payments to AFS and third party service providers) will be limited to no more than 0.05% of average net assets per share class.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicate original by its officers thereunto duly authorized, as of [date]. CAPITAL RESEARCH AND [Name of Fund] MANAGEMENT COMPANY By: By: ------------------------------- ------------------------------- By: By: ------------------------------- -------------------------------
 
 

 
EXHIBIT A to the Administrative Services Agreement Transfer Agent Services The Investment Adviser or any third party with whom it may contract, including American Funds Service Company (the Investment Adviser and any such third-party are collectively referred to as "Service Provider") shall act, as necessary, as stock transfer agent, dividend disbursing agent and redemption agent for the Fund's Class C shares, Class F shares, Class R shares and Class 529 shares, and shall provide such additional related services as the Fund's Class C shares, Class F shares, Class R shares and Class 529 shares may from time to time require, all of which services are sometimes referred to herein as "shareholder services." Administrative Services 1. Record Maintenance The Service Provider shall maintain, and require any third parties with which it contracts to maintain with respect to each Fund shareholder holding the Fund's Class C shares, Class F shares, Class R shares and/or Class 529 shares in a Service Provider account ("Customers") the following records: a. Number of Shares; b. Date, price and amount of purchases and redemptions (including dividend reinvestments) and dates and amounts of dividends paid for at least the current year to date; c. Name and address of the Customer, including zip codes and social security numbers or taxpayer identification numbers; d. Records of distributions and dividend payments; and e. Any transfers of shares. 2. Shareholder Communications Service Provider shall: a. Provide to a shareholder mailing agent for the purpose of delivering certain Fund-related materials the names and addresses of all Customers. The Fund-related materials shall consist of updated prospectuses and any supplements and amendments thereto, annual and other periodic reports, proxy or information statements and other appropriate shareholder communications. In the alternative, the Service Provider may distribute the Fund-related materials to its Customers. b. Deliver current Fund prospectuses and statements of additional information and annual and other periodic reports upon Customer request, and, as applicable, with confirmation statements; c. Deliver statements to Customers on no less frequently than a quarterly basis showing, among other things, the number of Class C shares, Class F shares, Class R shares and/or Class 529 shares of the Fund owned by such Customer and the net asset value of the Class C shares, Class F shares, Class R shares and/or Class 529 shares of the Fund as of a recent date; d. Produce and deliver to Customers confirmation statements reflecting purchases and redemptions of Class C shares, Class F shares, Class R shares and/or Class 529 shares of the Fund; e. Respond to Customer inquiries regarding, among other things, share prices, account balances, dividend amounts and dividend payment dates; f. With respect to Class C and/or Class F shares of the Fund purchased by Customers after the effective date of this Agreement, provide average cost basis reporting to Customers to assist them in preparation of their income tax returns; and g. If the Service Provider accepts transactions in the Fund's Class C shares, Class F shares and Class R shares from any brokers or banks in an omnibus relationship, require each such broker or bank to provide such shareholder communications as set forth in 2(a) through 2(f) to its own Customers. 3. Transactional Services The Service Provider shall communicate to its Customers, as to Class C shares, Class F shares, Class R shares and Class 529 shares of the Fund, purchase, redemption and exchange orders reflecting the orders it receives from its Customers or from any brokers and banks for their Customers. The Service Provider shall also communicate to beneficial owners holding through it, and to any brokers or banks for beneficial owners holding through them, as to shares of Class C shares, Class F shares, Class R shares and Class 529 shares of the Fund, mergers, splits and other reorganization activities, and require any broker or bank to communicate such information to its Customers. 4. Tax Information Returns and Reports The Service Provider shall prepare and file, and require to be prepared and filed by any brokers or banks as to their Customers, with the appropriate governmental agencies, such information, returns and reports as are required to be so filed for reporting: (i) dividends and other distributions made; (ii) amounts withheld on dividends and other distributions and payments under applicable federal and state laws, rules and regulations; and (iii) gross proceeds of sales transactions as required. 5. Fund Communications The Service Provider shall, upon request by the Fund, on each business day, report the number of Class C shares, Class F shares, Class R shares and Class 529 shares on which the administrative fee is to be paid pursuant to this Agreement. The Service Provider shall also provide the Fund with a monthly invoice. 6. Monitoring of Service Providers The Investment Adviser shall coordinate and monitor the activities of the Service Providers with which it contracts to ensure that the shareholders of the Fund's Class C shares, Class F shares, Class R shares and Class 529 shares receive high-quality service. The Investment Adviser shall also ensure that Service Providers deliver to Customers account statements and all Fund-related materials, including prospectuses, shareholder reports, and proxies.