As filed with the Securities and Exchange Commission on April 5, 2000
File No. 333-45431
File No. 811-08629
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 / X /
-----
Pre-Effective Amendment No. / /
-----
Post-Effective Amendment No. 6 / X /
-----
and/or
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940 / X /
-----
Amendment No. 6 / X /
-----
HARTFORD SERIES FUND, INC.
(Exact Name of Registrant as Specified in Charter)
P. O. Box 2999, Hartford, Connecticut 06104-2999
(Address of Principal Executive Offices)
Registrant's Telephone Number including Area Code: (860) 297-6443
Kevin J. Carr, Esquire
The Hartford Financial Services Group, Inc.
Investment Law Unit
55 Farmington Avenue
Hartford, Connecticut 06105
(Name and Address of Agent for Service)
Approximate Date of Proposed Public Offering:
Upon this amendment to the Registration Statement being declared
effective.
It is proposed that this filing will become effective (check appropriate box)
immediately upon filing pursuant to paragraph (b) of Rule 485
-------
X on MAY 1, 2000 pursuant to paragraph (b) of Rule 485
-------
60 days after filing pursuant to paragraph (a)(1) of Rule 485
-------
on ______________ pursuant to paragraph (a)(1) of Rule 485
-------
75 days after filing pursuant to paragraph (a)(2) of Rule 485
-------
on ______________ pursuant to paragraph (a)(2) of Rule 485
-------
Pursuant to Rule 24f-2 under the Investment Company Act of 1940, Registrant has
previously elected to register an indefinite number of shares of its Common
Stock.
The Rule 24f-2 Notice for the Registrant's most recent fiscal year was filed on
March 9, 2000.
<PAGE>
This registration statement is being filed for the purpose of changing
its effective date to May 1, 2000 pursuant to Rule 485(b)(1)(iii). Parts A and B
of the Registrant's Post-Effective Amendment No. 5 are incorporated by
reference.
<PAGE>
PART C
OTHER INFORMATION
Item 23. Exhibits
a. Articles of Incorporation(1)
b. By-Laws(1)
c. Not Applicable
d.(i) Form of Investment Management Agreement(1)
d.(ii) Form of Amendment Number 1 to Investment Management
Agreement(2)
d.(iii) Form of Amendment Number 2 to Investment Management
Agreement(7)
d.(iv) Form of Investment Sub-Advisory Agreement with Wellington
Management Company, LLP(1)
d.(v) Form of Amendment Number 1 to Investment Sub-Advisory
Agreement with Wellington Management Company, LLP(2)
d.(vi) Form of Amendment Number 2 to Investment Sub-Advisory
Agreement with Wellington Management Company, LLP(7)
e.(i) Form of Principal Underwriting Agreement(1)
e.(ii) Form of Amendment Number 1 to Principal Underwriting
Agreement(2)
e.(iii) Form of Amendment Number 2 to Principal Underwriting
Agreement(7)
f. Not Applicable
g.(i) Form of Custodian Agreement(1)
g.(ii) Form of Amendment Number 1 to Custodian Agreement(2)
g.(iii) Form of Amendment Number 2 to Custodian Agreement(3)
g.(iv) Form of Letter Amendment to Custodian Agreement(7)
h.(i) Share Purchase Agreement(1)
h.(ii) Form of Amendment Number 1 to Share Purchase Agreement -
Hartford Life Insurance Company and Hartford Life and Annuity
Insurance Company(2)
h.(iii) Form of Amendment Number 2 to Share Purchase Agreement -
Hartford Life Insurance Company and Hartford Life and Annuity
Insurance Company(3)
h.(iv) Form of Amendment Number 3 to Share Purchase Agreement -
Hartford Life Insurance Company and Hartford Life and Annuity
Insurance Company(7)
h.(v) Administrative Services Agreement(6)
h.(vi) Amended and Restated Administrative Services Agreement(6)
- --------
(1) Previously filed with Initial Registration Statement filed on
February 2, 1998.
(2) Previously filed with Post-Effective Amendment Number 1 filed on
July 10, 1998.
(3) Previously filed with Post-Effective Amendment Number 2 filed on
July 16, 1998.
(4) Incorporated by reference to Registrant's filing pursuant to Rule 30d-1 of
the Investment Company Act of 1940.
(5) Incorporated by reference to Registrant's Form NSAR-B filed on
February 29, 2000.
(6) Previously filed with Post-Effective Amendment Number 3 filed on
February 10, 1999.
(7) Previously filed with Post-Effective Amendment Number 5 filed on
January 28, 2000.
(8) To be filed by amendment.
<PAGE>
h.(vii) Form of Amendment Number 1 to Amended and Restated
Administrative Services Agreement(7)
i. Opinion and Consent of Counsel(8)
j. Consent of Independent Public Accountants(8)
k. 1999 Annual Report to Shareholders' Financial Statements(4)
l. Not Applicable
m.(i) Form of Rule 12b-1 Distribution Plan(1)
m.(ii) Form of Amendment Number 1 to Rule 12b-1 Plan(2)
m.(iii) Form of Amendment Number 2 to Rule 12b-1 Plan(7)
n. Financial Data Schedules(5)
o.(i) Form of Multi-Class Plan Pursuant to Rule 18f-3(1)
o.(ii) Form of Amendment Number 1 to Multi-Class Plan Pursuant
to Rule 18f-3(2)
o.(iii) Form of Amendment Number 2 to Multi-Class Plan Pursuant to
Rule 18f-3(3)
o.(iv) Form of Amendment Number 3 to Multi-Class Plan Pursuant to
Rule 18f-3(7)
p. Powers of Attorney(7)
<PAGE>
Item 24. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
Inapplicable
Item 25. INDEMNIFICATION
Article EIGHTH of the Articles of Incorporation provides:
EIGHTH: (a) The Corporation shall indemnify any person who was or is a
party or is threatened to be made a party to any threatened, pending or
completed action, suit or proceeding, whether civil, criminal,
administrative or investigative (other than an action by or in the
right of the corporation) by reason of the fact that he is or was a
Director, Officer, employee or agent of the Corporation, or is or was
serving at the request of the Corporation as a Director or Officer of
another corporation, partnership, joint venture, trust or other
enterprise, against expenses (including attorneys' fees), judgments,
fines and amounts paid in settlement actually and reasonably incurred
by him in connection with such action, suit or proceeding if he acted
in good faith and in a manner he reasonably believed to be in or not
opposed to the best interests of the Corporation, and, with respect to
any criminal action or proceeding, has no reasonable cause to believe
his conduct was unlawful. The termination of any action, suit or
proceeding by judgment, order, settlement, conviction, or upon a plea
of nolo contendere or its equivalent, creates a rebuttable presumption
that the person did not act in good faith and in a manner which he
reasonably believed to be in or not opposed to the best interest of the
Corporation, and, with respect to any criminal action or proceeding,
had reasonable cause to believe that his conduct was unlawful.
(b) The Corporation shall indemnify any person who was or is party or
is threatened to be made a party to any threatened, pending or
completed action or suit by or in the right of the Corporation to
procure, a judgment in its favor by reason of the fact that he is or
was a Director, Officer, employee or agent of the Corporation, or is or
was serving at the request of the Corporation as a Director, Officer,
employee or agent of another corporation, partnership, joint venture,
trust or other enterprise against expenses (including attorney's fees)
actually and reasonably incurred by him in connection with the defense
or settlement of such action or suit if he acted in good faith and in a
manner he reasonably believed to be in or not opposed to the best
interests of the Corporation. No indemnification shall be made in
respect of any claim, issue or matter as to which such person shall
have been adjudged to be liable for negligence or misconduct in the
performance of his duty to the Corporation.
(c) To the extent that a Director, Officer, employee or agent of the
Corporation has been successful on the merits or otherwise in defense
of any action, suit or proceeding referred to in subsections (a) and
(b), or in defense of any claim, issue
<PAGE>
or matter therein, he shall be indemnified against expenses (including
attorney's fees) actually and reasonably incurred by him in connection
therewith.
(d) Any indemnification under subsections (a) and (b) (unless ordered
by a court) shall be made by the Corporation only as authorized in the
specific case upon a determination that indemnification of the
Director, Officer, employee or agent is proper in the circumstances
because he has met the applicable standard of conduct set forth in
subsections (a) and (b). Such determination shall be made (1) by the
Board of Directors by a majority vote of a quorum consisting of
Directors who were neither interested persons nor parties to such
action suit or proceeding, or (2) if such quorum is not obtainable, or
even if obtainable a quorum of disinterested Directors so directs, by
independent legal counsel in a written opinion.
(e) Expenses incurred in defending civil or criminal action, suit or
proceeding may be paid by the Corporation in advance of the final
disposition of such action, suit or proceeding as authorized by the
Board of Directors in the specific case upon receipt of an undertaking
by or on behalf of the Director, Officer, employee or agent to repay
such amount unless it shall ultimately be determined that he is
entitled to be indemnified by the Corporation as authorized in this
Article and upon meeting one of the following conditions:
(i) the indemnitee shall provide a security for his
undertaking, (ii) the investment company shall be insured
against losses arising by reason of any lawful advances, or
(iii) a majority of a quorum of the disinterested, non-party
Directors of the investment company, or an independent legal
counsel in a written opinion, shall determine, based on a
review of readily available facts (as opposed to a full
trial-type inquiry), that there is reason to believe that the
indemnitee ultimately will be found entitled to
indemnification.
(f) The corporation may purchase and maintain insurance on behalf of
any person who is or was a Director, Officer, employee or agent of the
Corporation, or is or was serving at the request of the Corporation as
a Director, Officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise against any
liability asserted against him and incurred by him in any such
capacity, or arising out of his status as such.
(g) Anything to the contrary in the foregoing clauses (a) through (f)
notwithstanding, no Director or Officer shall be indemnified by the
Corporation and no insurance policy obtained by the Corporation will
protect or attempt to protect any such person against any liability to
the Corporation or to its security holders to which he would otherwise
be subject by reason of willful misfeasance, bad faith, gross
negligence or reckless disregard of the duties involved in the conduct
of his office, or in a manner inconsistent with Securities and Exchange
Commission Release 11330 under the Investment Company Act of 1940.
<PAGE>
Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or
otherwise, the registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against
public policy as expressed in the Act and is, therefore, unenforceable.
In the event that a claim for indemnification against such liabilities
(other than the payment by the registrant of expenses incurred or paid
by a director, officer or controlling person in connection with the
securities being registered), the registrant undertakes that it will,
unless in the opinion of its counsel the matter has been settled by
controlling precedent submit to a court of appropriate jurisdiction the
questions whether such indemnification by it is against public policy
as expressed in the Act and will be governed by the final adjudication
of such issue.
Item 26. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER.
HL Investment Advisors, LLC serves as investment adviser to each of the
investment companies included in this Registration Statement.
<TABLE>
<CAPTION>
Position With HL
Name Investment Advisors, LLC Other Business
- ---- ------------------------ --------------
<S> <C> <C>
Lowndes A. Smith Manager, President and President and Chief Executive Officer of
Chief Executive Officer Hartford Life, Inc. ("H. L. Inc.")
Thomas M. Marra Manager and Executive Vice Chief Operating Officer of H. L. Inc.
President
David Znamierowski Manager and Senior Vice Chief Investment Officer of H. L. Inc.
President
Peter W. Cummins Manager and Senior Vice Senior Vice President of H. L. Inc.
President
Andrew W. Kohnke Manager and Senior Vice Managing Director of Hartford Investment
President Management Company ("HIMCO")(1)
Lynda Godkin Senior Vice President, General Counsel of H. L. Inc.
General Counsel and Secretary
David Foy Senior Vice President and Chief Financial Officer of H. L. Inc.
Treasurer
George R. Jay Controller Assistant Vice President of H. L. Inc.
David A. Carlson Vice President and Director Vice President and Director of Taxes of
of Taxes H. L. Inc.
- ----------
(1) The principal business address for HIMCO is 55 Farmington Avenue, Hartford, CT
06105.
<PAGE>
Mark E. Hunt Vice President Vice President of Hartford Life Insurance
Company ("HLIC")(2)
Thomas A. Klee Assistant Corporate Secretary Counsel of HLIC
Kevin J. Carr Assistant Secretary and Assistant General Counsel of The Hartford
Counsel Financial Services Group, Inc.(3)
("The Hartford");
Dawn M. Cormier Assistant Secretary Assistant Secretary HLIC
Diane E. Tatelman Assistant Secretary Assistant Secretary HLIC
</TABLE>
Item 27. PRINCIPAL UNDERWRITERS
Hartford Securities Distribution Company, Inc. ("HSD") is an
indirect wholly owned subsidiary of The Hartford Financial Services Group,
Inc. HSD is the principal underwriter for the following registered investment
companies:
<TABLE>
<S> <C>
Hartford Life Insurance Company DC Variable Account I
Separate Account Two (DC Variable Account II)
Separate Account Two (Variable Account "A")
Separate Account Two (QP Variable Account)
Separate Account Two (NQ Variable Account)
Putnam Capital Manager Trust Separate Account
Separate Account One
Separate Account Two
Separate Account Three
Separate Account Five
Hartford Life and Annuity Insurance Company Separate Account One
Separate Account Three
Separate Account Five
Separate Account Six
Putnam Capital Manager Trust Separate Account Two
American Maturity Life Insurance Company Separate Account American Maturity Life Variable Annuity
</TABLE>
The Directors and principal officers of HSD and their position with the
Registrant are as follows:
<TABLE>
<CAPTION>
Name and Principal Position and Offices
Business Address* Positions and Offices With Underwriter With Registrant
- ----------------- -------------------------------------- ---------------
<S> <C> <C>
David A. Carlson Vice President None
Peter Cummins Senior Vice President Vice President
- ----------
(2) The principal business address for Hartford Life is 200 Hopmeadow Street,
Simsbury, CT 06089.
(3) The principal business address for The Hartford is Hartford Plaza,
Hartford, CT 06115.
<PAGE>
David T. Foy Treasurer None
Lynda Godkin Senior Vice President, General Counsel and None
Corporate Secretary
George Jay Controller & Financial Principal Controller & Treasurer
Robert A. Kerzner Executive Vice President None
Thomas A. Klee Assistant Corporate Secretary None
Stephen T. Joyce Assistant Secretary None
Glen J. Kvadus Assistant Secretary None
Thomas M. Marra Executive Vice President Vice President
Paul Eugene Olson Supervisory Registered Principal None
Edward M. Ryan, Jr. Assistant Secretary None
Lowndes A. Smith President and Chief Executive Officer Chairman
</TABLE>
*Principal business address is 200 Hopmeadow Street, Simsbury, CT 06089
Item 28. LOCATION OF ACCOUNTS AND RECORDS
Hartford Life Insurance Company
200 Hopmeadow Street
Simsbury, CT 06089
AND
State Street Bank and Trust Company
225 Franklin Street
Boston, MA 02110
Item 29. MANAGEMENT SERVICES
Not Applicable
Item 30. UNDERTAKINGS
The Registrant undertakes to furnish to each person to whom a
prospectus has been delivered a copy of the Registrant's latest annual
report to shareholders, upon request and without charge.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940 the Registrant certifies that it meets all of the
requirements for effectiveness of this Registration Statement pursuant to Rule
485(b) under the Securities Act of 1933 and has caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Hartford, State of Connecticut, on the 5th day of
April, 2000.
HARTFORD SERIES FUND, INC.
By: *
-----------------------------
David M. Znamierowski
Its: President
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in the
capacities and on the date indicated.
<TABLE>
<CAPTION>
SIGNATURE TITLE DATE
- --------- ----- ----
<S> <C> <C>
* President April 5, 2000
- --------------------------- (Chief Executive Officer
David M. Znamierowski & Director)
* Controller & Treasurer April 5, 2000
- --------------------------- (Chief Accounting Officer &
George R. Jay Chief Financial Officer)
* Director April 5, 2000
- ---------------------------
Robert J. Clark
* Director April 5, 2000
- ---------------------------
Winifred E. Coleman
* Director April 5, 2000
- ---------------------------
William A. O'Neill
<PAGE>
* Director April 5, 2000
- ---------------------------
Millard H. Pryor, Jr.
* Director April 5, 2000
- ---------------------------
Lowndes A. Smith
* Director April 5, 2000
- ---------------------------
John K. Springer
/s/ Kevin J. Carr April 5, 2000
- ---------------------------
* By Kevin J. Carr
Attorney-in-fact
</TABLE>
