Exhibit 23 (m) (i) under Form N-1A
Exhibit 1 under Item 601/Reg. S-K
STRATEVEST FUNDS
DISTRIBUTION PLAN
This Distribution Plan ("Plan") is adopted as of September 15, 2000 by
the Board of Trustees of Stratevest Funds (the "Trust"), a Delaware
business trust with respect to certain classes of shares ("Classes") of
the portfolios of the Trust (the "Funds") set forth in exhibits hereto.
1. This Plan is adopted pursuant to Rule 12b-1 under the Investment Company
Act of 1940, as amended ("Act"), so as to allow the Trust to make
payments as contemplated herein, in conjunction with the distribution of
shares of beneficial interest of Classes of the Funds ("Shares").
2. This Plan is designed to finance activities of Edgewood Services, Inc.
("ESI") principally intended to result in the sale of Shares to
include: (a) providing incentives to financial institutions
("Financial Institutions") to sell Shares; (b) advertising and
marketing of Shares to include preparing, printing and distributing
prospectuses and sales literature to prospective shareholders and with
Financial Institutions; and (c) implementing and operating the Plan.
In compensation for services provided pursuant to this Plan, ESI will
be paid a fee in respect of the Classes and in amounts set forth on
exhibits hereto.
3. Any payment to ESI in accordance with this Plan will be made pursuant to
the "Distributor's Contract" entered into by the Trust and ESI. Any
payments made by ESI to Financial Institutions with funds received as
compensation under this Plan will be made pursuant to the "Financial
Institution Agreement" entered into by ESI and the Institution.
4. ESI has the right (i) to select, in its sole discretion, the Financial
Institutions to participate in the Plan and (ii) to terminate without
cause and in its sole discretion any Financial Institution Agreement.
5. Quarterly in each year that this Plan remains in effect, ESI shall
prepare and furnish to the Board of Trustees of the Trust, and the Board
of Trustees shall review, a written report of the amounts expended under
the Plan and the purpose for which such expenditures were made.
6. This Plan shall become effective with respect to each Class (i) after
approval as required by Rule 12b-1 under the Act as in effect on the
date of the execution hereof; and (ii) upon execution of an exhibit
adopting this Plan with respect to such Class.
7. This Plan shall remain in effect with respect to each Class presently
set forth on an exhibit and any subsequent Classes added pursuant to
an exhibit executed during the initial year of this Plan for the
period of one year from the date set forth above and may be continued
thereafter if this Plan is approved with respect to each Class at
least annually by a majority of the Trust's Board of Trustees and a
majority of the Disinterested Trustees, cast in person at a meeting
called for the purpose of voting on such Plan. If this Plan is adopted
with respect to a Class after the first annual approval by the
Trustees as described above, this Plan will be effective as to that
Class upon execution of the applicable exhibit pursuant to the
provisions of paragraph 6(ii) above and will continue in effect until
the next annual approval of this Plan by the Trustees and thereafter
for successive periods of one year subject to approval as described
above.
8. All material amendments to this Plan must be approved by a vote of the
Board of Trustees of the Trust and of the Disinterested Trustees, cast
in person at a meeting called for the purpose of voting on it.
9. This Plan may not be amended in order to increase materially the costs
which the Classes may bear for distribution pursuant to the Plan without
being approved by a majority vote of the outstanding voting securities
of the Classes as defined in Section 2(a)(42) of the Act.
10. This Plan may be terminated with respect to a particular Class at any
time by: (a) a majority vote of the Disinterested Trustees; or (b) a
vote of a majority of the outstanding voting securities of the
particular Class as defined in Section 2(a)(42) of the Act; or (c) by
ESI on 60 days' notice to the Trust.
11. While this Plan shall be in effect, the selection and nomination of
Disinterested Trustees of the Trust shall be committed to the discretion
of the Disinterested Trustees then in office.
12. All agreements with any person relating to the implementation of this
Plan shall be in writing and any agreement related to this Plan shall be
subject to termination, without penalty, pursuant to the provisions of
Paragraph 10 herein.
13. This Plan shall be construed in accordance with and governed by the
laws of the Commonwealth of Pennsylvania.
EXHIBIT A
to the
Distribution Plan
STRATEVEST FUNDS
Stratevest Large Cap Value Fund
Stratevest Large Cap Growth Fund
Stratevest Large Cap Core Fund
Stratevest Mid Cap Core Fund
Stratevest Vermont Municipal Bond Fund
Stratevest Intermediate Bond Fund
This Distribution Plan is adopted by STRATEVEST FUNDS with respect to
the Class of Shares of the Trust's portfolios set forth above.
In compensation for the services provided pursuant to this Plan, ESI
will be paid a monthly fee computed at the annual rate of 0.25% of the
average aggregate net asset value of the Shares of the above Classes of
the Trust's portfolios held during the month.
Witness the due execution hereof this 15th day of September, 2000.
STRATEVEST FUNDS
By: /S/ BETH S. BRODERICK
--------------------------------
Name: BETH S. BRODERICK
------------------------------
Title: VICE PRESIDENT
-----------------------------
