Sec Form N3 - Registration Statement Under The Securities Act Of 1933 And/or Registration Statement Under The Investment Company Act Of 1940 Page 27
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543.
If a Registrant discloses that the Registrant’s proxy voting record is available on or through its website, the Registrant must
make available free of charge the information disclosed in the Registrant’s most recently filed report on Form N-PX on or
through its website as soon as reasonably practicable after filing the report with the Commission. The information disclosed
in the Registrant’s most recently filed report on Form N-PX must remain available on or through the Registrant’s website
for as long as the Registrant remains subject to the requirements of Rule 30b1-4 under the 1940 Act (17 CFR 270.30b1-
4) and discloses that the Registrant’s proxy voting record is available on or through its website.
(o) For each director, briefly discuss the specific experience, qualifications, attributes, or skills that led to the conclusion that the
person should serve as a director for the Registrant at the time that the disclosure is made, in light of the Registrant’s business and
structure. If material, this disclosure should cover more than the past five years, including information about the person’s particular
areas of expertise or other relevant qualifications.
Item 21. Investment Advisory and Other Services
(a) Give the following information about each investment adviser:
(i) the names of all controlling persons of the investment adviser and the basis of such control; and if significant, the business
history of any organization that controls the adviser;
(ii) the name of any affiliated person of the Registrant or the Insurance Company who is also an affiliated person of the
investment adviser and a list of all capacities in which the person named is affiliated with the Registrant or the Insurance
Company and with the investment adviser; and
Instruction
If an affiliated person of the Registrant or the Insurance Company either alone or together with others is a controlling person of the
investment adviser, Registrant must disclose such fact but need not supply the specific amount or percentage of the outstanding voting
securities of the investment adviser which is owned by the controlling person.
(iii) the method of computing the advisory fee payable by the Registrant including:
(A) the total dollar amounts paid to the adviser by the Registrant or its Insurance Company under the investment advisory
contract for the last three fiscal years;
(B) if applicable, any credits which reduced the advisory fee for any of the last three fiscal years; and
(C) any expense limitation provision.
Instructions
1.
If the advisory fee payable by the Registrant or its Insurance Company varies depending on the Registrant’s investment
performance in relation to some standard, set forth the standard along with a fee schedule in tabular form. Registrant
may include examples showing the fees the adviser would earn at various levels of performance, but such examples must
include calculations showing the maximum and minimum fee percentages that could be earned under the contract.
2.
State each type of credit or offset separately.
3.
Describe only the most restrictive expense limitation provision.
4.
If Registrant is organized as a “series” account the response to paragraph (a)(iii) of this Item should describe the methods of
allocation and payment of advisory fees for each class or series.
(b) Describe all services performed for or on behalf of the Registrant, which are supplied or paid for wholly or substantially by the
investment adviser in connection with the investment advisory contract.
(c) Describe all fees, expenses, and costs of the Registrant that are to be paid by persons other than the investment adviser, the
Insurance Company, or the Registrant, and identify such persons.
(d) Give a summary of any contract for the provision of management-related services to the Registrant, which may be of interest to a
purchaser of Registrant’s securities, unless the contract is described in response to some other item of this form. Show the parties
to the contract and the total dollars paid and by whom, for the past three years. If the services under any management-related
service contract are paid for by a deduction from contractowner accounts and if the Registrant or Insurance Company has changed
the service provider in the past year, state the reasons for the change.
Instructions
1.
A contract for “management-related services” includes any agreement whereby another person agrees to keep, prepare, or
file such accounts, books, records, or other documents as the Registrant may be required to keep under federal or state law,
or to provide any similar services with respect to the daily operations of the Registrant, but does not include the following:
(i) any contract to provide investment advice to the Registrant; (ii) any agreement to act as custodian or agent to administer
purchases and redemptions under the contracts for the Registrant; or (iii) bona fide contracts for outside legal or auditing
services, or bona fide contracts for personal employment entered into in the ordinary course of business.
2.
Information need not be given about the service of mailing proxies or periodic reports of the Registrant.
22
SEC 2124 (5/15)
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