Premiums for the bond have been paid through the period ending February 15,
2009. This filing includes the following exhibits:
Exhibit A - Copy of the Bond
Exhibit B - Copy of the Resolutions
Exhibit C - Amount of a Single Insured Bond for each Fund
Exhibit D - Copy of the Agreement Among Insureds
EXHIBIT A
ICI MUTUAL INSURANCE COMPANY
P.O. Box 730
Burlington, Vermont 05402-0730
INVESTMENT COMPANY BLANKET BOND
ICI MUTUAL INSURANCE COMPANY
P.O. Box 730
Burlington, Vermont 05402-0730
DECLARATIONS
ITEM 1. Name of Insured (the "Insured") Bond Number
REGIONS MORGAN KEEGAN SELECT FUNDS 87035108B
Principal Address: Morgan Asset Management, Inc.
50 Front Street
Memphis, TN 38103
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ITEM 2. Bond Period: from 12:01 a.m. on JANUARY 15, 2008 , to 12:01 a.m. on
FEBRUARY 15, 2009 , or the earlier effective date of the termination
of this Bond, standard time at the Principal Address as to each of
said dates.
ITEM 3. Limit of Liability--
Subject to Sections 9, 10, and 12 hereof:
LIMIT OF DEDUCTIBLE
LIABILITY AMOUNT
Insuring Agreement A- FIDELITY $7,000,000 $50,000
Insuring Agreement B- AUDIT EXPENSE $50,000 $10,000
Insuring Agreement C- ON PREMISES $7,000,000 $50,000
Insuring Agreement D- IN TRANSIT $7,000,000 $50,000
Insuring Agreement E- FORGERY OR ALTERATION $7,000,000 $50,000
Insuring Agreement F- SECURITIES $7,000,000 $50,000
Insuring Agreement G- COUNTERFEIT CURRENCY $7,000,000 $50,000
Insuring Agreement H- UNCOLLECTIBLE ITEMS OF DEPOSIT $25,000 $5,000
Insuring Agreement I- PHONE/ELECTRONIC TRANSACTIONS Not Covered Not Covered
If "Not Covered" is inserted opposite any Insuring Agreement above,
such Insuring agreement and any reference thereto shall be deemed to
be deleted from this Bond.
OPTIONAL INSURING AGREEMENTS ADDED BY RIDER:
Insuring Agreement J- COMPUTER SECURITY $7,000,000 $50,000
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ITEM 4. Offices or Premises Covered--All the Insured's offices or other
premises in existence at the time this Bond becomes effective are
covered under this Bond, except the offices or other premises excluded
by Rider. Offices or other premises acquired or established after the
effective date of this Bond are covered subject to the terms of
General Agreement A.
ITEM 5. The liability of ICI Mutual Insurance Company (the "Underwriter") is
subject to the terms of the following Riders attached hereto:
Riders:1-2-3-4-5-6
and of all Riders applicable to this Bond issued during the Bond
Period.
By: /S/ Catherine Dalton
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Authorized Representative
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Bond (12/03)
INVESTMENT COMPANY BLANKET BOND
ICI Mutual Insurance Company (the "Underwriter"), in consideration of an agreed
premium, and in reliance upon the Application and all other information
furnished to the Underwriter by the Insured, and subject to and in accordance
with the Declarations, General Agreements, Provisions, Conditions and
Limitations and other terms of this bond (including all riders hereto) ("Bond"),
to the extent of the Limit of Liability and subject to the Deductible Amount,
agrees to indemnify the Insured for the loss, as described in the Insuring
Agreements, sustained by the Insured at any time but discovered during the Bond
Period.
INSURING AGREEMENTS
A. FIDELITY
Loss (including loss of Property) caused by any Dishonest or Fraudulent Act
or Theft committed by an Employee anywhere, alone or in collusion with other
persons (whether or not Employees), during the time such Employee has the
status of an Employee as defined herein, and even if such loss is not
discovered until after he or she ceases to be an Employee, EXCLUDING loss
covered under Insuring Agreement B.
B. AUDIT EXPENSE
Expense incurred by the Insured for that part of audits or examinations
required by any governmental regulatory authority or Self Regulatory
Organization to be conducted by such authority or Organization or by an
independent accountant or other person, by reason of the discovery of loss
sustained by the Insured and covered by this Bond.
C. ON PREMISES
Loss of Property (including damage thereto or destruction thereof) located or
reasonably believed by the Insured to be located within the Insured's offices
or premises, caused by Theft or by any Dishonest or Fraudulent Act or through
Mysterious Disappearance, EXCLUDING loss covered under Insuring Agreement A.
D. IN TRANSIT
Loss of Property (including damage thereto or destruction thereof) while the
Property is in transit in the custody of any person authorized by an Insured
to act as a messenger, except while in the mail or with a carrier for hire
(other than a Security Company), EXCLUDING loss covered under Insuring
Agreement A. Property is "in transit" beginning immediately upon receipt of
such Property by the transporting person and ending immediately upon delivery
at the specified destination.
E. FORGERY OR ALTERATION
Loss caused by the Forgery or Alteration of or on (1) any bills of exchange,
checks, drafts, or other written orders or directions to pay certain sums in
money, acceptances, certificates of deposit, due bills, money orders, or
letters of credit; or (2) other written instructions, requests or
applications to the Insured, authorizing or acknowledging the transfer,
payment, redemption, delivery or receipt of Property, or giving notice of any
bank account, which instructions or requests or applications purport to have
been signed or endorsed by (a) any customer of the Insured, or (b) any
shareholder of or subscriber to shares issued by any Investment Company, or
(c) any financial or banking institution or stockbroker; or (3) withdrawal
orders or receipts for the withdrawal of Property, or receipts or
certificates of deposit for Property and bearing the name of the Insured as
issuer or of another Investment Company for which the Insured acts as agent.
This Insuring Agreement E does not cover loss caused by Forgery or Alteration
of Securities or loss covered under Insuring Agreement A.
F. SECURITIES
Loss resulting from the Insured, in good faith, in the ordinary course of
business, and in any capacity whatsoever, whether for its own account or for
the account of others, having acquired, accepted or received, or sold or
delivered, or given any value, extended any credit or assumed any liability
on the faith of any Securities, where such loss results from the fact that
such Securities (1) were Counterfeit, or (2) were lost or stolen, or (3)
contain a Forgery or Alteration, and notwithstanding whether or not the act
of the Insured causing such loss violated the constitution, by-laws, rules or
regulations of any Self Regulatory Organization, whether or not the Insured
was a member thereof, EXCLUDING loss covered under Insuring Agreement A.
G. COUNTERFEIT CURRENCY
Loss caused by the Insured in good faith having received or accepted (1) any
money orders which prove to be Counterfeit or to contain an Alteration or (2)
paper currencies or coin of the United States of America or Canada which
prove to be Counterfeit.
This Insuring Agreement G does not cover loss covered under Insuring
Agreement A.
H. UNCOLLECTIBLE ITEMS OF DEPOSIT
Loss resulting from the payment of dividends, issuance of Fund shares or
redemptions or exchanges permitted from an account with the Fund as a
consequence of
(1) uncollectible Items of Deposit of a Fund's customer, shareholder or
subscriber credited by the Insured or its agent to such person's
Fund account, or
(2) any Item of Deposit processed through an automated clearing house
which is reversed by a Fund's customer, shareholder or subscriber
and is deemed uncollectible by the Insured;
PROVIDED, that (a) Items of Deposit shall not be deemed uncollectible until
the Insured's collection procedures have failed, (b) exchanges of shares
between Funds with exchange privileges shall be covered hereunder only if all
such Funds are insured by the Underwriter for uncollectible Items of Deposit,
and (c) the Insured Fund shall have implemented and maintained a policy to
hold Items of Deposit for the minimum number of days stated in its
Application (as amended from time to time) before paying any dividend or
permitting any withdrawal with respect to such Items of Deposit (other than
exchanges between Funds). Regardless of the number of transactions between
Funds in an exchange program, the minimum number of days an Item of Deposit
must be held shall begin from the date the Item of Deposit was first credited
to any Insured Fund.
This Insuring Agreement H does not cover loss covered under Insuring
Agreement A.
I. PHONE/ELECTRONIC TRANSACTIONS
Loss caused by a Phone/Electronic Transaction, where the request for such
Phone/Electronic Transaction:
(1) is transmitted to the Insured or its agents by voice over the telephone
or by Electronic Transmission; and
(2) is made by an individual purporting to be a Fund shareholder or
subscriber or an authorized agent of a Fund shareholder or subscriber;
and
(3) is unauthorized or fraudulent and is made with the manifest intent to
deceive;
PROVIDED, that the entity receiving such request generally maintains and
follows during the Bond Period all Phone/Electronic Transaction Security
Procedures with respect to all Phone/Electronic Transactions; and
EXCLUDING loss resulting from:
(1) the failure to pay for shares attempted to be purchased; or
(2) any redemption of Investment Company shares which had been improperly
credited to a shareholder's account where such shareholder (a) did not
cause, directly or indirectly, such shares to be credited to such
account, and (b) directly or indirectly received any proceeds or other
benefit from such redemption; or
(3) any redemption of shares issued by an Investment Company where the
proceeds of such redemption were requested to be paid or made payable to
other than (a) the Shareholder of Record, or (b) any other person or bank
account designated to receive redemption proceeds (i) in the initial
account application, or (ii) in writing (not to include Electronic
Transmission) accompanied by a signature guarantee; or
(4) any redemption of shares issued by an Investment Company where the
proceeds of such redemption were requested to be sent to other than any
address for such account which was designated (a) in the initial account
application, or (b) in writing (not to include Electronic Transmission),
where such writing is received at least one (1) day prior to such
redemption request, or (c) by voice over the telephone or by Electronic
Transmission at least fifteen (15) days prior to such redemption; or
(5) the intentional failure to adhere to one or more Phone/Electronic
Transaction Security Procedures; or
(6) a Phone/Electronic Transaction request transmitted by electronic mail or
transmitted by any method not subject to the Phone/Electronic Transaction
Security Procedures; or
(7) the failure or circumvention of any physical or electronic protection
device, including any firewall, that imposes restrictions on the flow of
electronic traffic in or out of any Computer System.
This Insuring Agreement I does not cover loss covered under Insuring
Agreement A, "Fidelity" or Insuring Agreement J, "Computer Security".
GENERAL AGREEMENTS
A. ADDITIONAL OFFICES OR EMPLOYEES--CONSOLIDATION OR MERGER--NOTICE
1. Except as provided in paragraph 2 below, this Bond shall apply to any
additional office(s) established by the Insured during the Bond Period
and to all Employees during the Bond Period, without the need to give
notice thereof or pay additional premiums to the Underwriter for the Bond
Period.
2. If during the Bond Period an Insured Investment Company shall merge or
consolidate with an institution in which such Insured is the surviving
entity, or purchase substantially all the assets or capital stock of
another institution, or acquire or create a separate investment
portfolio, and shall within sixty (60) days notify the Underwriter
thereof, then this Bond shall automatically apply to the Property and
Employees resulting from such merger, consolidation, acquisition or
creation from the date thereof; provided, that the Underwriter may make
such coverage contingent upon the payment of an additional premium.
B. WARRANTY
No statement made by or on behalf of the Insured, whether contained in the
Application or otherwise, shall be deemed to be an absolute warranty, but
only a warranty that such statement is true to the best of the knowledge of
the person responsible for such statement.
C. COURT COSTS AND ATTORNEYS' FEES
The Underwriter will indemnify the Insured against court costs and reasonable
attorneys' fees incurred and paid by the Insured in defense of any legal
proceeding brought against the Insured claiming that the Insured is liable
for any loss, claim or damage which, if established against the Insured,
would constitute a loss sustained by the Insured covered under the terms of
this Bond; provided, however, that with respect to Insuring Agreement A this
indemnity shall apply only in the event that
1. an Employee admits to having committed or is adjudicated to have
committed a Dishonest or Fraudulent Act or Theft which caused the loss;
or
2. in the absence of such an admission or adjudication, an arbitrator or
arbitrators acceptable to the Insured and the Underwriter concludes,
after a review of an agreed statement of facts, that an Employee has
committed a Dishonest or Fraudulent Act or Theft which caused the loss.
The Insured shall promptly give notice to the Underwriter of any such legal
proceeding and upon request shall furnish the Underwriter with copies of all
pleadings and other papers therein. At the Underwriter's election the
Insured shall permit the Underwriter to conduct the defense of such legal
proceeding in the Insured's name, through attorneys of the Underwriter's
selection. In such event, the Insured shall give all reasonable information
and assistance which the Underwriter shall deem necessary to the proper
defense of such legal proceeding.
If the amount of the Insured's liability or alleged liability in any such
legal proceeding is greater than the amount which the Insured would be
entitled to recover under this Bond (other than pursuant to this General
Agreement C), or if a Deductible Amount is applicable, or both, the indemnity
liability of the Underwriter under this General Agreement C is limited to the
proportion of court costs and attorneys' fees incurred and paid by the
Insured or by the Underwriter that the amount which the Insured would be
entitled to recover under this Bond (other than pursuant to this General
Agreement C) bears to the sum of such amount plus the amount which the
Insured is not entitled to recover. Such indemnity shall be in addition to
the Limit of Liability for the applicable Insuring Agreement.
THIS BOND, INCLUDING THE FOREGOING INSURING AGREEMENTS
AND GENERAL AGREEMENTS, IS SUBJECT TO THE FOLLOWING
PROVISIONS, CONDITIONS AND LIMITATIONS:
SECTION 1. DEFINITIONS
The following terms used in this Bond shall have the meanings stated in this
Section:
A. "ALTERATION" means the marking, changing or altering in a material way of
the terms, meaning or legal effect of a document with the intent to
deceive.
B. "APPLICATION" means the Insured's application (and any attachments and
materials submitted in connection therewith) furnished to the Underwriter
for this Bond.
C. "COMPUTER SYSTEM" means (1) computers with related peripheral components,
including storage components, (2) systems and applications software, (3)
terminal devices, (4) related communications networks or customer
communication systems, and (5) related electronic funds transfer systems;
by which data or monies are electronically collected, transmitted,
processed, stored or retrieved.
D. "COUNTERFEIT" means, with respect to any item, one which is false but is
intended to deceive and to be taken for the original authentic item.
E. "DEDUCTIBLE AMOUNT" means, with respect to any Insuring Agreement, the
amount set forth under the heading "Deductible Amount" in Item 3 of the
Declarations or in any Rider for such Insuring Agreement, applicable to
each Single Loss covered by such Insuring Agreement.
F. "DEPOSITORY" means any "securities depository" (other than any foreign
securities depository) in which an Investment Company may deposit its
Securities in accordance with Rule 17f-4 under the Investment Company Act
of 1940.
G. "DISHONEST OR FRAUDULENT ACT" means any dishonest or fraudulent act,
including "larceny and embezzlement" as defined in Section 37 of the
Investment Company Act of 1940, committed with the conscious manifest
intent (1) to cause the Insured to sustain a loss and (2) to obtain
financial benefit for the perpetrator or any other person (other than
salaries, commissions, fees, bonuses, awards, profit sharing, pensions or
other employee benefits). A Dishonest or Fraudulent Act does not mean or
include a reckless act, a negligent act, or a grossly negligent act.
H. "ELECTRONIC TRANSMISSION" means any transmission effected by electronic
means, including but not limited to a transmission effected by telephone
tones, Telefacsimile, wireless device, or over the Internet.
I. "EMPLOYEE" means:
(1) each officer, director, trustee, partner or employee of the
Insured, and
(2) each officer, director, trustee, partner or employee of any
predecessor of the Insured whose principal assets are acquired by
the Insured by consolidation or merger with, or purchase of assets
or capital stock of, such predecessor, and
(3) each attorney performing legal services for the Insured and each
employee of such attorney or of the law firm of such attorney while
performing services for the Insured, and
(4) each student who is an authorized intern of the Insured, while in
any of the Insured's offices, and
(5) each officer, director, trustee, partner or employee of
(a) an investment adviser,
(b) an underwriter (distributor),
(c) a transfer agent or shareholder accounting recordkeeper, or
(d) an administrator authorized by written agreement to keep
financial and/or other required records,
for an Investment Company named as an Insured, but only while (i)
such officer, partner or employee is performing acts coming within
the scope of the usual duties of an officer or employee of an
Insured, or (ii) such officer, director, trustee, partner or
employee is acting as a member of any committee duly elected or
appointed to examine or audit or have custody of or access to the
Property of the Insured, or (iii) such director or trustee (or
anyone acting in a similar capacity) is acting outside the scope of
the usual duties of a director or trustee; provided, that the term
"Employee" shall not include any officer, director, trustee,
partner or employee of a transfer agent, shareholder accounting
recordkeeper or administrator (x) which is not an "affiliated
person" (as defined in Section 2(a) of the Investment Company Act
of 1940) of an Investment Company named as Insured or of the
adviser or underwriter of such Investment Company, or (y) which is
a "Bank" (as defined in Section 2(a) of the Investment Company Act
of 1940), and
(6) each individual assigned, by contract or by any agency furnishing
temporary personnel, in either case on a contingent or part-time
basis, to perform the usual duties of an employee in any office of
the Insured, and
(7) each individual assigned to perform the usual duties of an employee
or officer of any entity authorized by written agreement with the
Insured to perform services as electronic data processor of checks
or other accounting records of the Insured, but excluding a
processor which acts as transfer agent or in any other agency
capacity for the Insured in issuing checks, drafts or securities,
unless included under subsection (5) hereof, and
(8) each officer, partner or employee of
(a) any Depository or Exchange,
(b) any nominee in whose name is registered any Security included
in the systems for the central handling of securities
established and maintained by any Depository, and
(c) any recognized service company which provides clerks or other
personnel to any Depository or Exchange on a contract basis,
while such officer, partner or employee is performing services for
any Depository in the operation of systems for the central
handling of securities, and
(9) in the case of an Insured which is an "employee benefit plan" (as
defined in Section 3 of the Employee Retirement Income Security Act
of 1974 ("ERISA")) for officers, directors or employees of another
Insured ("In-House Plan"), any "fiduciary" or other "plan official"
(within the meaning of Section 412 of ERISA) of such In-House Plan,
provided that such fiduciary or other plan official is a director,
partner, officer, trustee or employee of an Insured (other than an
In-House Plan).
Each employer of temporary personnel and each entity referred to in
subsections (6) and (7) and their respective partners, officers and employees
shall collectively be deemed to be one person for all the purposes of this
Bond.
Brokers, agents, independent contractors, or representatives of the same
general character shall not be considered Employees, except as provided in
subsections (3), (6), and (7).
J. "EXCHANGE" means any national securities exchange registered under the
Securities Exchange Act of 1934.
K. "FORGERY" means the physical signing on a document of the name of another
person (whether real or fictitious) with the intent to deceive. A Forgery
may be by means of mechanically reproduced facsimile signatures as well
as handwritten signatures. Forgery does not include the signing of an
individual's own name, regardless of such individual's authority,
capacity or purpose.
L. "ITEMS OF DEPOSIT" means one or more checks or drafts.
M. "INVESTMENT COMPANY" or "FUND" means an investment company registered
under the Investment Company Act of 1940.
N. "LIMIT OF LIABILITY" means, with respect to any Insuring Agreement, the
limit of liability of the Underwriter for any Single Loss covered by such
Insuring Agreement as set forth under the heading "Limit of Liability" in
Item 3 of the Declarations or in any Rider for such Insuring Agreement.
O. "MYSTERIOUS DISAPPEARANCE" means any disappearance of Property which,
after a reasonable investigation has been conducted, cannot be explained.
P. "NON-FUND" means any corporation, business trust, partnership, trust or
other entity which is not an Investment Company.
Q. "PHONE/ELECTRONIC TRANSACTION SECURITY PROCEDURES" means security
procedures for Phone/Electronic Transactions as provided in writing to
the Underwriter.
R. "PHONE/ELECTRONIC TRANSACTION" means any (1) redemption of shares issued
by an Investment Company, (2) election concerning dividend options
available to Fund shareholders, (3) exchange of shares in a registered
account of one Fund into shares in an identically registered account of
another Fund in the same complex pursuant to exchange privileges of the
two Funds, or (4) purchase of shares issued by an Investment Company,
which redemption, election, exchange or purchase is requested by voice
over the telephone or through an Electronic Transmission.
S. "PROPERTY" means the following tangible items: money, postage and revenue
stamps, precious metals, Securities, bills of exchange, acceptances,
checks, drafts, or other written orders or directions to pay sums certain
in money, certificates of deposit, due bills, money orders, letters of
credit, financial futures contracts, conditional sales contracts,
abstracts of title, insurance policies, deeds, mortgages, and assignments
of any of the foregoing, and other valuable papers, including books of
account and other records used by the Insured in the conduct of its
business, and all other instruments similar to or in the nature of the
foregoing (but excluding all data processing records), in which the
Insured has an interest or in which the Insured acquired or should have
acquired an interest by reason of a predecessor's declared financial
condition at the time of the Insured's consolidation or merger with, or
purchase of the principal assets of, such predecessor or which are held
by the Insured for any purpose or in any capacity.
T. "SECURITIES" means original negotiable or non-negotiable agreements or
instruments which represent an equitable or legal interest, ownership or
debt (including stock certificates, bonds, promissory notes, and
assignments thereof), which are in the ordinary course of business and
transferable by physical delivery with appropriate endorsement or
assignment. "Securities" does not include bills of exchange, acceptances,
certificates of deposit, checks, drafts, or other written orders or
directions to pay sums certain in money, due bills, money orders, or
letters of credit.
U. "SECURITY COMPANY" means an entity which provides or purports to provide
the transport of Property by secure means, including, without limitation,
by use of armored vehicles or guards.
V. "SELF REGULATORY ORGANIZATION" means any association of investment
advisers or securities dealers registered under the federal securities
laws, or any Exchange.
W. "SHAREHOLDER OF RECORD" means the record owner of shares issued by an
Investment Company or, in the case of joint ownership of such shares, all
record owners, as designated (1) in the initial account application, or
(2) in writing accompanied by a signature guarantee, or (3) pursuant to
procedures as set forth in the Application.
X. "SINGLE LOSS" means:
(1) all loss resulting from any one actual or attempted Theft committed
by one person, or
(2) all loss caused by any one act (other than a Theft or a Dishonest
or Fraudulent Act) committed by one person, or
(3) all loss caused by Dishonest or Fraudulent Acts committed by one
person, or
(4) all expenses incurred with respect to any one audit or examination,
or
(5) all loss caused by any one occurrence or event other than those
specified in subsections (1) through (4) above.
All acts or omissions of one or more persons which directly or indirectly
aid or, by failure to report or otherwise, permit the continuation of an
act referred to in subsections (1) through (3) above of any other person
shall be deemed to be the acts of such other person for purposes of this
subsection.
All acts or occurrences or events which have as a common nexus any fact,
circumstance, situation, transaction or series of facts, circumstances,
situations, or transactions shall be deemed to be one act, one
occurrence, or one event.
Y. "TELEFACSIMILE" means a system of transmitting and reproducing fixed
graphic material (as, for example, printing) by means of signals
transmitted over telephone lines or over the Internet.
Z. "THEFT" means robbery, burglary or hold-up, occurring with or without
violence or the threat of violence.
SECTION 2. EXCLUSIONS
THIS BOND DOES NOT COVER:
A. Loss resulting from (1) riot or civil commotion outside the United States
of America and Canada, or (2) war, revolution, insurrection, action by
armed forces, or usurped power, wherever occurring; except if such loss
occurs in transit, is otherwise covered under Insuring Agreement D, and
when such transit was initiated, the Insured or any person initiating
such transit on the Insured's behalf had no knowledge of such riot, civil
commotion, war, revolution, insurrection, action by armed forces, or
usurped power.
B. Loss in time of peace or war resulting from nuclear fission or fusion or
radioactivity, or biological or chemical agents or hazards, or fire,
smoke, or explosion, or the effects of any of the foregoing.
C. Loss resulting from any Dishonest or Fraudulent Act committed by any
person while acting in the capacity of a member of the Board of Directors
or any equivalent body of the Insured or of any other entity.
D. Loss resulting from any nonpayment or other default of any loan or
similar transaction made by the Insured or any of its partners,
directors, officers or employees, whether or not authorized and whether
procured in good faith or through a Dishonest or Fraudulent Act, unless
such loss is otherwise covered under Insuring Agreement A, E or F.
E. Loss resulting from any violation by the Insured or by any Employee of
any law, or any rule or regulation pursuant thereto or adopted by a Self
Regulatory Organization, regulating the issuance, purchase or sale of
securities, securities transactions upon security exchanges or over the
counter markets, Investment Companies, or investment advisers, unless
such loss, in the absence of such law, rule or regulation, would be
covered under Insuring Agreement A, E or F.
F. Loss of Property while in the custody of any Security Company, unless
such loss is covered under this Bond and is in excess of the amount
recovered or received by the Insured under (1) the Insured's contract
with such Security Company, and (2) insurance or indemnity of any kind
carried by such Security Company for the benefit of, or otherwise
available to, users of its service, in which case this Bond shall cover
only such excess, subject to the applicable Limit of Liability and
Deductible Amount.
G. Potential income, including but not limited to interest and dividends,
not realized by the Insured because of a loss covered under this Bond,
except when covered under Insuring Agreement H.
H. Loss in the form of (1) damages of any type for which the Insured is
legally liable, except direct compensatory damages, or (2) taxes, fines,
or penalties, including without limitation two-thirds of treble damage
awards pursuant to judgments under any statute or regulation.
I. Loss resulting from the surrender of Property away from an office of the
Insured as a result of a threat
(1) to do bodily harm to any person, except loss of Property in transit
in the custody of any person acting as messenger as a result of a
threat to do bodily harm to such person, if the Insured had no
knowledge of such threat at the time such transit was initiated, or
(2) to do damage to the premises or Property of the Insured, unless such
loss is otherwise covered under Insuring Agreement A.
J. All costs, fees and other expenses incurred by the Insured in
establishing the existence of or amount of loss covered under this Bond,
except to the extent certain audit expenses are covered under Insuring
Agreement B.
K. Loss resulting from payments made to or withdrawals from any account,
involving funds erroneously credited to such account, unless such loss is
otherwise covered under Insuring Agreement A.
L. Loss resulting from uncollectible Items of Deposit which are drawn upon a
financial institution outside the United States of America, its
territories and possessions, or Canada.
M. Loss resulting from the Dishonest or Fraudulent Acts, Theft, or other
acts or omissions of an Employee primarily engaged in the sale of shares
issued by an Investment Company to persons other than (1) a person
registered as a broker under the Securities Exchange Act of 1934 or (2)
an "accredited investor" as defined in Rule 501(a) of Regulation D under
the Securities Act of 1933, which is not an individual.
N. Loss resulting from the use of credit, debit, charge, access,
convenience, identification, cash management or other cards, whether such
cards were issued or purport to have been issued by the Insured or by
anyone else, unless such loss is otherwise covered under Insuring
Agreement A.
O. Loss resulting from any purchase, redemption or exchange of securities
issued by an Investment Company or other Insured, or any other
instruction, request, acknowledgement, notice or transaction involving
securities issued by an Investment Company or other Insured or the
dividends in respect thereof, when any of the foregoing is requested,
authorized or directed or purported to be requested, authorized or
directed by voice over the telephone or by Electronic Transmission,
unless such loss is otherwise covered under Insuring Agreement A or
Insuring Agreement I.
P. Loss resulting from any Dishonest or Fraudulent Act or Theft committed by
an Employee as defined in Section 1.I(2), unless such loss (1) could not
have been reasonably discovered by the due diligence of the Insured at or
prior to the time of acquisition by the Insured of the assets acquired
from a predecessor, and (2) arose out of a lawsuit or valid claim brought
against the Insured by a person unaffiliated with the Insured or with any
person affiliated with the Insured.
Q. Loss resulting from the unauthorized entry of data into, or the deletion
or destruction of data in, or the change of data elements or programs
within, any Computer System, unless such loss is otherwise covered under
Insuring Agreement A.
SECTION 3. ASSIGNMENT OF RIGHTS
Upon payment to the Insured hereunder for any loss, the Underwriter shall
be subrogated to the extent of such payment to all of the Insured's
rights and claims in connection with such loss; provided, however, that
the Underwriter shall not be subrogated to any such rights or claims one
named Insured under this Bond may have against another named Insured
under this Bond. At the request of the Underwriter, the Insured shall
execute all assignments or other documents and take such action as the
Underwriter may deem necessary or desirable to secure and perfect such
rights and claims, including the execution of documents necessary to
enable the Underwriter to bring suit in the name of the Insured.
Assignment of any rights or claims under this Bond shall not bind the
Underwriter without the Underwriter's written consent.
SECTION 4. LOSS--NOTICE--PROOF--LEGAL PROCEEDINGS
This Bond is for the use and benefit only of the Insured and the
Underwriter shall not be liable hereunder for loss sustained by anyone
other than the Insured, except that if the Insured includes such other
loss in the Insured's proof of loss, the Underwriter shall consider its
liability therefor. As soon as practicable and not more than sixty (60)
days after discovery of any loss covered hereunder, the Insured shall
give the Underwriter written notice thereof and, as soon as practicable
and within one year after such discovery, shall also furnish to the
Underwriter affirmative proof of loss with full particulars. The
Underwriter may extend the sixty day notice period or the one year proof
of loss period if the Insured requests an extension and shows good cause
therefor.
See also General Agreement C (Court Costs and Attorneys' Fees).
The Underwriter shall not be liable hereunder for loss of Securities
unless each of the Securities is identified in such proof of loss by a
certificate or bond number or by such identification means as the
Underwriter may require. The Underwriter shall have a reasonable period
after receipt of a proper affirmative proof of loss within which to
investigate the claim, but where the loss is of Securities and is clear
and undisputed, settlement shall be made within forty-eight (48) hours
even if the loss involves Securities of which duplicates may be obtained.
The Insured shall not bring legal proceedings against the Underwriter to
recover any loss hereunder prior to sixty (60) days after filing such
proof of loss or subsequent to twenty-four (24) months after the
discovery of such loss or, in the case of a legal proceeding to recover
hereunder on account of any judgment against the Insured in or settlement
of any suit mentioned in General Agreement C or to recover court costs or
attorneys' fees paid in any such suit, twenty-four (24) months after the
date of the final judgment in or settlement of such suit. If any
limitation in this Bond is prohibited by any applicable law, such
limitation shall be deemed to be amended to be equal to the minimum
period of limitation permitted by such law.
Notice hereunder shall be given to Manager, Professional Liability
Claims, ICI Mutual Insurance Company, P.O. Box 730, Burlington, Vermont
05402-0730.
SECTION 5. DISCOVERY
For all purposes under this Bond, a loss is discovered, and discovery of
a loss occurs, when the Insured
(1) becomes aware of facts, or
(2) receives notice of an actual or potential claim by a third party
which alleges that the Insured is liable under circumstances,
which would cause a reasonable person to assume that loss covered by this
Bond has been or is likely to be incurred even though the exact amount or
details of loss may not be known.
SECTION 6. VALUATION OF PROPERTY
For the purpose of determining the amount of any loss hereunder, the
value of any Property shall be the market value of such Property at the
close of business on the first business day before the discovery of such
loss; except that
(1) the value of any Property replaced by the Insured prior to the
payment of a claim therefor shall be the actual market value of such
Property at the time of replacement, but not in excess of the market
value of such Property on the first business day before the
discovery of the loss of such Property;
(2) the value of Securities which must be produced to exercise
subscription, conversion, redemption or deposit privileges shall be
the market value of such privileges immediately preceding the
expiration thereof if the loss of such Securities is not discovered
until after such expiration, but if there is no quoted or other
ascertainable market price for such Property or privileges referred
to in clauses (1) and (2), their value shall be fixed by agreement
between the parties or by arbitration before an arbitrator or
arbitrators acceptable to the parties; and
(3) the value of books of accounts or other records used by the Insured
in the conduct of its business shall be limited to the actual cost
of blank books, blank pages or other materials if the books or
records are reproduced plus the cost of labor for the transcription
or copying of data furnished by the Insured for reproduction.
SECTION 7. LOST SECURITIES
The maximum liability of the Underwriter hereunder for lost Securities
shall be the payment for, or replacement of, such Securities having an
aggregate value not to exceed the applicable Limit of Liability. If the
Underwriter shall make payment to the Insured for any loss of securities,
the Insured shall assign to the Underwriter all of the Insured's right,
title and interest in and to such Securities. In lieu of such payment,
the Underwriter may, at its option, replace such lost Securities, and in
such case the Insured shall cooperate to effect such replacement. To
effect the replacement of lost Securities, the Underwriter may issue or
arrange for the issuance of a lost instrument bond. If the value of such
Securities does not exceed the applicable Deductible Amount (at the time
of the discovery of the loss), the Insured will pay the usual premium
charged for the lost instrument bond and will indemnify the issuer of
such bond against all loss and expense that it may sustain because of the
issuance of such bond.
If the value of such Securities exceeds the applicable Deductible Amount
(at the time of discovery of the loss), the Insured will pay a proportion
of the usual premium charged for the lost instrument bond, equal to the
percentage that the applicable Deductible Amount bears to the value of
such Securities upon discovery of the loss, and will indemnify the issuer
of such bond against all loss and expense that is not recovered from the
Underwriter under the terms and conditions of this Bond, subject to the
applicable Limit of Liability.
SECTION 8. SALVAGE
If any recovery is made, whether by the Insured or the Underwriter, on
account of any loss within the applicable Limit of Liability hereunder,
the Underwriter shall be entitled to the full amount of such recovery to
reimburse the Underwriter for all amounts paid hereunder with respect to
such loss. If any recovery is made, whether by the Insured or the
Underwriter, on account of any loss in excess of the applicable Limit of
Liability hereunder plus the Deductible Amount applicable to such loss
from any source other than suretyship, insurance, reinsurance, security
or indemnity taken by or for the benefit of the Underwriter, the amount
of such recovery, net of the actual costs and expenses of recovery, shall
be applied to reimburse the Insured in full for the portion of such loss
in excess of such Limit of Liability, and the remainder, if any, shall be
paid first to reimburse the Underwriter for all amounts paid hereunder
with respect to such loss and then to the Insured to the extent of the
portion of such loss within the Deductible Amount. The Insured shall
execute all documents which the Underwriter deems necessary or desirable
to secure to the Underwriter the rights provided for herein.
SECTION 9. NON-REDUCTION AND NON-ACCUMULATION OF LIABILITY AND TOTAL LIABILITY
Prior to its termination, this Bond shall continue in force up to the
Limit of Liability for each Insuring Agreement for each Single Loss,
notwithstanding any previous loss (other than such Single Loss) for which
the Underwriter may have paid or be liable to pay hereunder; PROVIDED,
however, that regardless of the number of years this Bond shall continue
in force and the number of premiums which shall be payable or paid, the
liability of the Underwriter under this Bond with respect to any Single
Loss shall be limited to the applicable Limit of Liability irrespective
of the total amount of such Single Loss and shall not be cumulative in
amounts from year to year or from period to period.
SECTION 10. MAXIMUM LIABILITY OF UNDERWRITER; OTHER BONDS OR POLICIES
The maximum liability of the Underwriter for any Single Loss covered by
any Insuring Agreement under this Bond shall be the Limit of Liability
applicable to such Insuring Agreement, subject to the applicable
Deductible Amount and the other provisions of this Bond. Recovery for any
Single Loss may not be made under more than one Insuring Agreement. If
any Single Loss covered under this Bond is recoverable or recovered in
whole or in part because of an unexpired discovery period under any other
bonds or policies issued by the Underwriter to the Insured or to any
predecessor in interest of the Insured, the maximum liability of the
Underwriter shall be the greater of either (1) the applicable Limit of
Liability under this Bond, or (2) the maximum liability of the
Underwriter under such other bonds or policies.
SECTION 11. OTHER INSURANCE
Notwithstanding anything to the contrary herein, if any loss covered by
this Bond shall also be covered by other insurance or suretyship for the
benefit of the Insured, the Underwriter shall be liable hereunder only
for the portion of such loss in excess of the amount recoverable under
such other insurance or suretyship, but not exceeding the applicable
Limit of Liability of this Bond.
SECTION 12. DEDUCTIBLE AMOUNT
The Underwriter shall not be liable under any Insuring Agreement unless
the amount of the loss covered thereunder, after deducting the net amount
of all reimbursement and/or recovery received by the Insured with respect
to such loss (other than from any other bond, suretyship or insurance
policy or as an advance by the Underwriter hereunder) shall exceed the
applicable Deductible Amount; in such case the Underwriter shall be
liable only for such excess, subject to the applicable Limit of Liability
and the other terms of this Bond.
No Deductible Amount shall apply to any loss covered under Insuring
Agreement A sustained by any Investment Company named as an Insured.
SECTION 13. TERMINATION
The Underwriter may terminate this Bond as to any Insured or all Insureds
only by written notice to such Insured or Insureds and, if this Bond is
terminated as to any Investment Company, to each such Investment Company
terminated thereby and to the Securities and Exchange Commission,
Washington, D.C., in all cases not less than sixty (60) days prior to the
effective date of termination specified in such notice.
The Insured may terminate this Bond only by written notice to the
Underwriter not less than sixty (60) days prior to the effective date of
the termination specified in such notice. Notwithstanding the foregoing,
when the Insured terminates this Bond as to any Investment Company, the
effective date of termination shall be not less than sixty (60) days from
the date the Underwriter provides written notice of the termination to
each such Investment Company terminated thereby and to the Securities and
Exchange Commission, Washington, D.C.
This Bond will terminate as to any Insured that is a Non-Fund immediately
and without notice upon (1) the takeover of such Insured's business by
any State or Federal official or agency, or by any receiver or
liquidator, or (2) the filing of a petition under any State or Federal
statute relative to bankruptcy or reorganization of the Insured, or
assignment for the benefit of creditors of the Insured.
Premiums are earned until the effective date of termination. The
Underwriter shall refund the unearned premium computed at short rates in
accordance with the Underwriter's standard short rate cancellation tables
if this Bond is terminated by the Insured or pro rata if this Bond is
terminated by the Underwriter.
Upon the detection by any Insured that an Employee has committed any
Dishonest or Fraudulent Act(s) or Theft, the Insured shall immediately
remove such Employee from a position that may enable such Employee to
cause the Insured to suffer a loss by any subsequent Dishonest or
Fraudulent Act(s) or Theft. The Insured, within two (2) business days of
such detection, shall notify the Underwriter with full and complete
particulars of the detected Dishonest or Fraudulent Act(s) or Theft.
For purposes of this section, detection occurs when any partner, officer,
or supervisory employee of any Insured, who is not in collusion with such
Employee, becomes aware that the Employee has committed any Dishonest or
Fraudulent Act(s) or Theft.
This Bond shall terminate as to any Employee by written notice from the
Underwriter to each Insured and, if such Employee is an Employee of an
Insured Investment Company, to the Securities and Exchange Commission, in
all cases not less than sixty (60) days prior to the effective date of
termination specified in such notice.
SECTION 14. RIGHTS AFTER TERMINATION
At any time prior to the effective date of termination of this Bond as to
any Insured, such Insured may, by written notice to the Underwriter,
elect to purchase the right under this Bond to an additional period of
twelve (12) months within which to discover loss sustained by such
Insured prior to the effective date of such termination and shall pay an
additional premium therefor as the Underwriter may require.
Such additional discovery period shall terminate immediately and without
notice upon the takeover of such Insured's business by any State or
Federal official or agency, or by any receiver or liquidator. Promptly
after such termination the Underwriter shall refund to the Insured any
unearned premium.
The right to purchase such additional discovery period may not be
exercised by any State or Federal official or agency, or by any receiver
or liquidator, acting or appointed to take over the Insured's business.
SECTION 15. CENTRAL HANDLING OF SECURITIES
The Underwriter shall not be liable for loss in connection with the
central handling of securities within the systems established and
maintained by any Depository ("Systems"), unless the amount of such loss
exceeds the amount recoverable or recovered under any bond or policy or
participants' fund insuring the Depository against such loss (the
"Depository's Recovery"); in such case the Underwriter shall be liable
hereunder only for the Insured's share of such excess loss, subject to
the applicable Limit of Liability, the Deductible Amount and the other
terms of this Bond.
For determining the Insured's share of such excess loss, (1) the Insured
shall be deemed to have an interest in any certificate representing any
security included within the Systems equivalent to the interest the
Insured then has in all certificates representing the same security
included within the Systems; (2) the Depository shall have reasonably and
fairly apportioned the Depository's Recovery among all those having an
interest as recorded by appropriate entries in the books and records of
the Depository in Property involved in such loss, so that each such
interest shall share in the Depository's Recovery in the ratio that the
value of each such interest bears to the total value of all such
interests; and (3) the Insured's share of such excess loss shall be the
amount of the Insured's interest in such Property in excess of the
amount(s) so apportioned to the Insured by the Depository.
This Bond does not afford coverage in favor of any Depository or Exchange
or any nominee in whose name is registered any security included within
the Systems.
SECTION 16. ADDITIONAL COMPANIES INCLUDED AS INSURED
If more than one entity is named as the Insured:
A. the total liability of the Underwriter hereunder for each Single
Loss shall not exceed the Limit of Liability which would be
applicable if there were only one named Insured, regardless of the
number of Insured entities which sustain loss as a result of such
Single Loss,
B. the Insured first named in Item 1 of the Declarations shall be
deemed authorized to make, adjust, and settle, and receive and
enforce payment of, all claims hereunder as the agent of each other
Insured for such purposes and for the giving or receiving of any
notice required or permitted to be given hereunder; provided, that
the Underwriter shall promptly furnish each named Insured Investment
Company with (1) a copy of this Bond and any amendments thereto, (2)
a copy of each formal filing of a claim hereunder by any other
Insured, and (3) notification of the terms of the settlement of each
such claim prior to the execution of such settlement,
C. the Underwriter shall not be responsible or have any liability for
the proper application by the Insured first named in Item 1 of the
Declarations of any payment made hereunder to the first named
Insured,
D. for the purposes of Sections 4 and 13, knowledge possessed or
discovery made by any partner, officer or supervisory Employee of
any Insured shall constitute knowledge or discovery by every named
Insured,
E. if the first named Insured ceases for any reason to be covered under
this Bond, then the Insured next named shall thereafter be
considered as the first named Insured for the purposes of this Bond,
and
F. each named Insured shall constitute "the Insured" for all purposes
of this Bond.
SECTION 17. NOTICE AND CHANGE OF CONTROL
Within thirty (30) days after learning that there has been a change in
control of an Insured by transfer of its outstanding voting securities
the Insured shall give written notice to the Underwriter of:
A. the names of the transferors and transferees (or the names of the
beneficial owners if the voting securities are registered in another
name), and
B. the total number of voting securities owned by the transferors and
the transferees (or the beneficial owners), both immediately before
and after the transfer, and
C. the total number of outstanding voting securities.
As used in this Section, "control" means the power to exercise a
controlling influence over the management or policies of the Insured.
SECTION 18. CHANGE OR MODIFICATION
This Bond may only be modified by written Rider forming a part hereof
over the signature of the Underwriter's authorized representative. Any
Rider which modifies the coverage provided by Insuring Agreement A,
Fidelity, in a manner which adversely affects the rights of an Insured
Investment Company shall not become effective until at least sixty (60)
days after the Underwriter has given written notice thereof to the
Securities and Exchange Commission, Washington, D.C., and to each Insured
Investment Company affected thereby.
IN WITNESS WHEREOF, the Underwriter has caused this Bond to be executed on the
Declarations Page.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 1
--------------------------------------------------------------------------------
INSURED BOND NUMBER
REGIONS MORGAN KEEGAN SELECT FUNDS 87035108B
--------------------------------------------------------------------------------
AUTHORIZED
|
EFFECTIVE DATE BOND PERIOD REPRESENTATIVE
JANUARY 15, 2008 JANUARY 15, 2008 TO FEBRUARY 15, 2009 /S/ CATHERINE DALTON
================================================================================
In consideration of the premium charged for this Bond, it is hereby understood
and agreed that Item 1 of the Declarations, Name of Insured, shall include the
following:
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Morgan Asset Management, Inc.
Morgan Keegan & Company, Inc.
Morgan Keegan Select Fund, Inc., a series fund consisting of:
o Regions Morgan Keegan Select High Income Fund
o Regions Morgan Keegan Select Intermediate Bond Fund
o Regions Morgan Keegan Select Short Term Bond Fund
RMK Advantage Income Fund, Inc.
RMK High Income Fund, Inc.
RMK Multi-Sector High Income Fund, Inc.
RMK Strategic Income Fund, Inc.
Regions Morgan Keegan Select Funds, a series fund consisting of:
o Regions Morgan Keegan Select Balanced Fund
o Regions Morgan Keegan Select Core Equity Fund
o Regions Morgan Keegan Select Fixed Income Fund
o Regions Morgan Keegan Select Growth Fund
o Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund
o Regions Morgan Keegan Select Limited Maturity Fixed Income Fund
o Regions Morgan Keegan Select Mid Cap Growth Fund
o Regions Morgan Keegan Select Mid Cap Value Fund
o Regions Morgan Keegan Select Treasury Money Market Fund
o Regions Morgan Keegan Select Value Fund
o Regions Morgan Keegan Select Money Market Fund
Except as above stated, nothing herein shall be held to alter, waive or extend
any of the terms of this Bond.
RN1.0-00(1/02)
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 2
--------------------------------------------------------------------------------
INSURED BOND NUMBER
REGIONS MORGAN KEEGAN SELECT FUNDS 87035108B
--------------------------------------------------------------------------------
AUTHORIZED
|
EFFECTIVE DATE BOND PERIOD REPRESENTATIVE
JANUARY 15, 2008 JANUARY 15, 2008 TO FEBRUARY 15, 2009 /S/ CATHERINE DALTON
================================================================================
In consideration of the premium charged for this Bond, it is hereby understood
and agreed that this Bond (other than Insuring Agreements C and D) does not
cover loss resulting from or in connection with any business, activities, or
acts or omissions of (including services rendered by) any Insured which is not
an Insured Fund ("Non-Fund") or any Employee of a Non-Fund, EXCEPT loss,
otherwise covered by the terms of this Bond, resulting from or in connection
with (1) services rendered by a Non-Fund to an Insured Fund, or to shareholders
of such Fund in connection with the issuance, transfer, or redemption of their
Fund shares, or (2) in the case of a Non-Fund substantially all of whose
business is rendering the services described in (1) above, the general business,
activities or operations of such Non-Fund, EXCLUDING (a) the rendering of
services (other than those described in (1) above) to any person, or (b) the
sale of goods or property of any kind.
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It is further understood and agreed that with respect to any Non-Fund, Insuring
Agreements C and D only cover loss of Property which a Non-Fund uses or holds,
or in which a Non-Fund has an interest, in each case wholly or partially in
connection with the rendering of services by a Non-Fund to an Insured Fund, or
to shareholders of such Fund in connection with the issuance, transfer, or
redemption of their Fund shares.
Except as above stated, nothing herein shall be held to alter, waive or extend
any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 3
--------------------------------------------------------------------------------
INSURED BOND NUMBER
REGIONS MORGAN KEEGAN SELECT FUNDS 87035108B
--------------------------------------------------------------------------------
AUTHORIZED
|
EFFECTIVE DATE BOND PERIOD REPRESENTATIVE
JANUARY 15, 2008 JANUARY 15, 2008 TO FEBRUARY 15, 2009 /S/ CATHERINE DALTON
================================================================================
In consideration of the premium charged for this Bond, it is hereby understood
and agreed that notwithstanding Section 2.Q of this Bond, this Bond is amended
by adding an additional Insuring Agreement J as follows:
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J. COMPUTER SECURITY
Loss (including loss of Property) resulting directly from Computer Fraud;
provided, that the Insured has adopted in writing and generally maintains and
follows during the Bond Period all Computer Security Procedures. The isolated
failure of the Insured to maintain and follow a particular Computer Security
Procedure in a particular instance will not preclude coverage under this
Insuring Agreement, subject to the specific exclusions herein and in the Bond.
1. DEFINITIONS. The following terms used in this Insuring Agreement shall
have the following meanings:
a. "Authorized User" means any person or entity designated by the
Insured (through contract, assignment of User Identification, or
otherwise) as authorized to use a Covered Computer System, or any
part thereof. An individual who invests in an Insured Fund shall not
be considered to be an Authorized User solely by virtue of being an
investor.
b. "Computer Fraud" means the unauthorized entry of data into, or the
deletion or destruction of data in, or change of data elements or
programs within, a Covered Computer System which:
(1) is committed by any Unauthorized Third Party anywhere, alone or
in collusion with other Unauthorized Third Parties; AND
(2) is committed with the conscious manifest intent (a) to cause the
Insured to sustain a loss, AND (b) to obtain financial benefit
for the perpetrator or any other person; AND
(3) causes (x) Property to be transferred, paid or delivered; OR (y)
an account of the Insured, or of its customer, to be added,
deleted, debited or credited; OR (z) an unauthorized or
fictitious account to be debited or credited.
c. "Computer Security Procedures" means procedures for prevention of
unauthorized computer access and use and administration of computer
access and use as provided in writing to the Underwriter.
d. "Covered Computer System" means any Computer System as to which the
Insured has possession, custody and control.
e. "Unauthorized Third Party" means any person or entity that, at the
time of the Computer Fraud, is not an Authorized User.
f. "User Identification" means any unique user name (i.e., a series of
characters) that is assigned to a person or entity by the Insured.
2. EXCLUSIONS. It is further understood and agreed that this Insuring
Agreement J shall not cover:
a. Any loss covered under Insuring Agreement A, "Fidelity," of this
Bond; and
b. Any loss resulting directly or indirectly from Theft or
misappropriation of confidential or proprietary information, material
or data (including but not limited to trade secrets, computer
programs or customer information); and
c. Any loss resulting from the intentional failure to adhere to one or
more Computer Security Procedures; and
d. Any loss resulting from a Computer Fraud committed by or in collusion
with:
(1) any Authorized User (whether a natural person or an entity); or
(2) in the case of any Authorized User which is an entity, (a) any
director, officer, partner, employee or agent of such Authorized
User, or (b) any entity which controls, is controlled by, or is
under common control with such Authorized User ("Related
Entity"), or (c) any director, officer, partner, employee or
agent of such Related Entity; or
(3) in the case of any Authorized User who is a natural person, (a)
any entity for which such Authorized User is a director,
officer, partner, employee or agent ("Employer Entity"), or (b)
any director, officer, partner, employee or agent of such
Employer Entity, or (c) any entity which controls, is controlled
by, or is under common control with such Employer Entity
("Employer-Related Entity"), or (d) any director, officer,
partner, employee or agent of such Employer-Related Entity;
AND
e. Any loss resulting from physical damage to or destruction of any
Covered Computer System, or any part thereof, or any data, data
elements or media associated therewith; AND
f. Any loss resulting from Computer Fraud committed by means of wireless
access to any Covered Computer System, or any part thereof, or any
data, data elements or media associated therewith; AND
g. Any loss not directly and proximately caused by Computer Fraud
(including, without limitation, disruption of business and extra
expense); AND
h. Payments made to any person(s) who has threatened to deny or has
denied authorized access to a Covered Computer System or otherwise
has threatened to disrupt the business of the Insured.
For purposes of this Insuring Agreement, "Single Loss," as defined in Section
1.X of this Bond, shall also include all loss caused by Computer Fraud(s)
committed by one person, or in which one person is implicated, whether or not
that person is specifically identified. A series of losses involving
unidentified individuals, but arising from the same method of operation, may be
deemed by the Underwriter to involve the same individual and in that event shall
be treated as a Single Loss.
It is further understood and agreed that nothing in this Rider shall affect the
exclusion set forth in Section 2.0 of this Bond.
Coverage under this Insuring Agreement shall terminate upon termination of this
Bond. Coverage under this Insuring Agreement may also be terminated without
terminating this Bond as an entirety:
(a) by written notice from the Underwriter not less than sixty (60) days
prior to the effective date of termination specified in such notice;
or
(b) immediately by written notice from the Insured to the Underwriter.
Except as above stated, nothing herein shall be held to alter, waive or extend
any of the terms of this Bond.
RN19.0-04(12/03)
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 4
--------------------------------------------------------------------------------
INSURED BOND NUMBER
REGIONS MORGAN KEEGAN SELECT FUNDS 87035108B
--------------------------------------------------------------------------------
AUTHORIZED
|
EFFECTIVE DATE BOND PERIOD REPRESENTATIVE
JANUARY 15, 2008 JANUARY 15, 2008 TO FEBRUARY 15, 2009 /S/ CATHERINE DALTON
================================================================================
In consideration of the premium charged for this Bond, it is hereby understood
and agreed that the Deductible Amount for Insuring Agreement E, Forgery or
Alteration, and Insuring Agreement F, Securities, shall not apply with respect
to loss through Forgery of a signature on the following documents:
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(1) letter requesting redemption of $50,000 or less payable by
check to the shareholder of record and addressed to the
address of record; or,
(2) letter requesting redemption of $50,000 or less by wire
transfer to the record shareholder's bank account of record;
or
(3) written request to a trustee or custodian for a Designated
Retirement Account ("DRA") which holds shares of an Insured
Fund, where such request (a) purports to be from or at the
instruction of the Owner of such DRA, and (b) directs such
trustee or custodian to transfer $50,000 or less from such DRA
to a trustee or custodian for another DRA established for the
benefit of such Owner;
PROVIDED, that the Limit of Liability for a Single Loss as described above shall
be $50,000 and that the Insured shall bear 20% of each such loss. This Rider
shall not apply in the case of any such Single Loss which exceeds $50,000; in
such case the Deductible Amounts and Limits of Liability set forth in Item 3 of
the Declarations shall control.
For purposes of this Rider:
(A) "Designated Retirement Account" means any retirement plan or
account described or qualified under the Internal Revenue Code
of 1986, as amended, or a subaccount thereof.
(B) "Owner" means the individual for whose benefit the DRA, or a
subaccount thereof, is established.
Except as above stated, nothing herein shall be held to alter, waive or extend
any of the terms of this Bond.
RN27.0-02(1/02)
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 5
--------------------------------------------------------------------------------
INSURED BOND NUMBER
REGIONS MORGAN KEEGAN SELECT FUNDS 87035108B
--------------------------------------------------------------------------------
AUTHORIZED
|
EFFECTIVE DATE BOND PERIOD REPRESENTATIVE
JANUARY 15, 2008 JANUARY 15, 2008 TO FEBRUARY 15, 2009 /S/ CATHERINE DALTON
================================================================================
In consideration of the premium charged for this Bond, it is hereby understood
and agreed that this Bond does not cover any loss resulting from or in
connection with the acceptance of any Third Party Check, unless
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(1) such Third Party Check is used to open or increase an account which
is registered in the name of one or more of the payees on such Third
Party Check, and
(2) reasonable efforts are made by the Insured, or by the entity
receiving Third Party Checks on behalf of the Insured, to verify all
endorsements on all Third Party Checks made payable in amounts
greater than $100,000 (provided, however, that the isolated failure
to make such efforts in a particular instance will not preclude
coverage, subject to the exclusions herein and in the Bond),
and then only to the extent such loss is otherwise covered under this Bond.
For purposes of this Rider, "Third Party Check" means a check made payable to
one or more parties and offered as payment to one or more other parties.
It is further understood and agreed that notwithstanding anything to the
contrary above or elsewhere in the Bond, this Bond does not cover any loss
resulting from or in connection with the acceptance of a Third Party Check
where:
(1) any payee on such Third Party Check reasonably appears to be a
corporation or other entity; or
(2) such Third Party Check is made payable in an amount greater than
$100,000 and does not include the purported endorsements of all
payees on such Third Party Check.
It is further understood and agreed that this Rider shall not apply with respect
to any coverage that may be available under Insuring Agreement A, "Fidelity."
Except as above stated, nothing herein shall be held to alter, waive or extend
any of the terms of this Bond.
RN30.0-01(1/02)
ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 6
--------------------------------------------------------------------------------
INSURED BOND NUMBER
REGIONS MORGAN KEEGAN SELECT FUNDS 87035108B
--------------------------------------------------------------------------------
AUTHORIZED
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EFFECTIVE DATE BOND PERIOD REPRESENTATIVE
JANUARY 15, 2008 JANUARY 15, 2008 TO FEBRUARY 15, 2009 /S/ CATHERINE DALTON
================================================================================
Most property and casualty insurers, including ICI Mutual Insurance Company
("ICI Mutual"), are subject to the requirements of the Terrorism Risk Insurance
Act of 2002, as amended (the "Act"). The Act establishes a Federal insurance
backstop under which ICI Mutual and these other insurers will be partially
reimbursed for future "INSURED LOSSES" resulting from certified "ACTS OF
TERRORISM." (Each of these BOLDED TERMS is defined by the Act.) The Act also
places certain disclosure and other obligations on ICI Mutual and these other
insurers.
|
Pursuant to the Act, any future losses to ICI Mutual caused by certified "ACTS
OF TERRORISM" will be partially reimbursed by the United States government under
a formula established by the Act. Under this formula, the United States
government will reimburse ICI Mutual for 90% of ICI Mutual's "INSURED LOSSES" in
excess of a statutorily established deductible until total insured losses of all
participating insurers reach $100 billion. If total "insured losses" of all
property and casualty insurers reach $100 billion during any applicable period,
the Act provides that the insurers will not be liable under their policies for
their portions of such losses that exceed such amount. Amounts otherwise
payable under this bond may be reduced as a result.
This bond has no express exclusion for "ACTS OF TERRORISM." However, coverage
under this bond remains subject to all applicable terms, conditions and
limitations of the bond (including exclusions) that are permissible under the
Act. The portion of the premium that is attributable to any coverage
potentially available under the bond for "ACTS OF TERRORISM" is one percent
(1%).
RN53.0-01(7/06)
EXHIBIT B
SECRETARY'S CERTIFICATE
The undersigned is the Secretary of Morgan Keegan Select Fund, Inc.,
Regions Morgan Keegan Select Funds, RMK Advantage Income, Inc., RMK High Income
Fund, Inc., RMK Multi-Sector High Income Fund, Inc. and RMK Strategic Income
Fund, Inc. (each a "Fund"). The undersigned hereby certifies that the following
resolutions were duly adopted by the Board of Directors/Trustees ("Board") of
each Fund, including a majority of the Directors/Trustees who are not
"interested persons" (as that term is defined in the Investment Company Act of
1940). Said resolutions were adopted at a Board meeting held on September 12,
2007 and are in full force and effect on the date hereof and relate to the
currently effective joint fidelity bond for each Fund:
RESOLVED: That having taken into consideration all relevant factors,
including the number of other Covered Parties, the nature of
the business activities of such other parties, the amount of
the fidelity bond, the amount of the premiums for such bond,
the ratable allocation of the premium among all Covered
Parties and the extent to which the share of the premium
allocated to the Fund is less than the premium the Fund would
have to pay if it maintained a single fidelity bond, the Board
finds that it is in the best interest of the Fund to approve
the Fund's joint fidelity bond; and further
RESOLVED: That the premiums to be paid by the Fund under the fidelity
bond be, and they hereby are, approved; and further
RESOLVED: That the President or any Vice President and the Secretary of
the Fund be, and each of them hereby is, authorized to
negotiate and execute documents as may be necessary to carry
out the intent or purpose of the foregoing resolutions; and
further
RESOLVED: That the Secretary of the Fund, or any Assistant Secretary be,
and each hereby is, designated as an officer directed to make
filings and give the notices required of the Fund by Rule 17g-
1 under the Investment Company Act of 1940.
Dated as of this 11th day of February, 2008.
MORGAN KEEGAN SELECT FUND, INC. By /s/ Charles D. Maxwell
-------------------------------
Charles D. Maxwell, Secretary
REGIONS MORGAN KEEGAN SELECT FUNDS By /s/ Charles D. Maxwell
-------------------------------
Charles D. Maxwell, Secretary
RMK ADVANTAGE INCOME FUND, INC. By /s/ Charles D. Maxwell
-------------------------------
Charles D. Maxwell, Secretary
RMK HIGH INCOME FUND, INC. By /s/ Charles D. Maxwell
-------------------------------
Charles D. Maxwell, Secretary
RMK MULTI-SECTOR HIGH INCOME FUND, INC. By /s/ Charles D. Maxwell
-------------------------------
Charles D. Maxwell, Secretary
RMK STRATEGIC INCOME FUND, INC. By /s/ Charles D. Maxwell
-------------------------------
Charles D. Maxwell, Secretary
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EXHIBIT C
(Amount of a Single Insured Bond which each Investment Company would have
provided, had it not been named as an Insured under the Joint Bond)
Morgan Keegan Select Fund, Inc. $750,000
RMK Advantage Income Fund, Inc. $600,000
RMK High Income Fund, Inc. $525,000
RMK Multi-Sector High Income Fund, Inc. $600,000
RMK Strategic Income Fund, Inc. $600,000
Regions Morgan Keegan Select Funds $1,900,000
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EXHIBIT D
AGREEMENT
Agreement made as of August 21, 2006, by and among the registered
investment companies listed on Appendix A, as amended from time to time (each a
"Fund" and collectively, the "Funds"), on behalf of their respective series
listed on Appendix A, as applicable; and the investment adviser, investment
manager, administrator and/or distributor of the Funds, Morgan Asset Management,
Inc. ("MAM") and Morgan Keegan & Company, Inc. ("Morgan Keegan"); all of which
are named insureds on a certain fidelity bond policy underwritten by ICI Mutual
Insurance Company covering certain acts relating to the Funds (the "Joint
Fidelity Bond"):
WHEREAS, each Fund has registered under the Investment Company Act of
1940, as amended (the "1940 Act"), as a management investment company; and
WHEREAS, Rule 17g-1(f) under the 1940 Act requires that a registered
management investment company named as an insured in a joint fidelity bond enter
into a certain agreement with all of the other named insureds; and
WHEREAS, the Funds, MAM and Morgan Keegan each will benefit from their
respective participations in the Joint Fidelity Bond in compliance with Rule
17g-1:
NOW, THEREFORE, it is agreed as follows:
1. In the event any recovery under the Joint Fidelity Bond is received
as a result of a loss sustained by any Fund and by one or more other named
insureds, then each Fund sustaining such loss shall receive an equitable and
proportionate share of the recovery, said proportion to be established by the
ratio that its claim bears to the total amount claimed by all insureds
sustaining a loss; provided, however, that such share of the recovery shall at
least equal the amount which such Fund would have received had it provided and
maintained a single insured bond with the minimum coverage required by Rule 17g-
1(d)(1) under the 1940 Act.
2. A copy of the Declaration of Trust of Regions Morgan Keegan Select
Funds (the "Trust") is on file with the Secretary of State of the Commonwealth
of Massachusetts, and it is expressly agreed that this Agreement has been
executed on behalf of the Trustees of the Trust as Trustees and not individually
and that this Agreement shall not be deemed to have been made by any of them
individually or to impose any liability on any of them personally, but shall
bind only the trust property of the Trust as provided in the Trust's Declaration
of Trust.
3. This Agreement may not be amended or modified in any manner except
by a written agreement executed by the parties.
4. This Agreement may be executed in counterparts.
Signed on behalf of the following entities:
MORGAN KEEGAN SELECT FUND, INC.
REGIONS MORGAN KEEGAN SELECT FUNDS
RMK ADVANTAGE INCOME FUND, INC.
RMK HIGH INCOME FUND, INC.
RMK MULTI-SECTOR HIGH INCOME FUND, INC.
RMK STRATEGIC INCOME FUND, INC.
MORGAN ASSET MANAGEMENT, INC.
MORGAN KEEGAN & COMPANY, INC.
By: /s/ Charles D. Maxwell
---------------------------------
Charles D. Maxwell, Secretary
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- 2 -
APPENDIX A
The Funds currently subject to this Agreement are as follows:
Morgan Keegan Select Fund, Inc., a series fund consisting of:
o Regions Morgan Keegan Select High Income Fund
o Regions Morgan Keegan Select Intermediate Bond Fund
o Regions Morgan Keegan Select Short Term Bond Fund
Regions Morgan Keegan Select Funds, a series fund consisting of:
o Regions Morgan Keegan Select Balanced Fund
o Regions Morgan Keegan Select Core Equity Fund
o Regions Morgan Keegan Select Fixed Income Fund
o Regions Morgan Keegan Select Growth Fund
o Regions Morgan Keegan Select Intermediate Tax Exempt Bond Fund
o Regions Morgan Keegan Select Limited Maturity Fixed Income
o Regions Morgan Keegan Select Mid Cap Growth Fund
o Regions Morgan Keegan Select Mid Cap Value Fund
o Regions Morgan Keegan Select Treasury Money Market Fund
o Regions Morgan Keegan Select Value Fund
o Regions Morgan Keegan Select Money Market Fund
RMK Advantage Income Fund, Inc.
RMK High Income Fund, Inc.
RMK Multi-Sector High Income Fund, Inc.
RMK Strategic Income Fund, Inc.
- 3 -
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