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EXHIBIT (n)
EXCELSIOR INSTITUTIONAL TRUST
(the "Trust")
AMENDED AND RESTATED PLAN PURSUANT TO RULE 18f-3 FOR OPERATION OF
A MULTI-CLASS SYSTEM
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I. INTRODUCTION
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On February 23, 1995, the Securities and Exchange Commission (the
"Commission") promulgated Rule 18f-3 under the Investment Company Act of 1940,
as amended (the "1940 Act"), which permits the creation and operation of a
multi-class distribution structure without the need to obtain an exemptive order
under Section 18 of the 1940 Act. Rule 18f-3, which became effective on April
3, 1995, requires an investment company to file with the Commission a written
plan specifying all of the differences among the classes, including the various
services offered to shareholders, the different distribution arrangements for
each class, the methods for allocating expenses relating to those differences
and any conversion features or exchange privileges. On May 7, 1996, the Board
of Trustees of the Trust initially authorized the Trust to operate a multi-class
distribution structure in compliance with Rule 18f-3. This Plan pursuant to
Rule 18f-3 for operation of a multi-class system is hereby amended and restated
as of July 28, 2000.
II. ATTRIBUTES OF CLASSES
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A. Generally
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The Trust is authorized to offer two classes of shares -- Shares and
Institutional Shares -- in each of the Equity, Value Equity, Optimum Growth,
Income, Total Return Bond, High Yield and International Equity Funds (each, a
"Fund" and, collectively, the "Funds").
In general, shares of each class shall be identical except for different
expense variables (which may result in different yields or total returns for
each class), certain related rights and certain shareholder services. More
particularly, the Shares and Institutional Shares of each Fund shall represent
interests in the same portfolio of investments of the particular Fund, and shall
be identical in all respects, except for: (a) the impact of (i) expenses
assessed to the Shares pursuant to the Distribution Plan adopted for such class
and (ii) other incremental expenses identified from time to time that should be
properly allocated to one class so long as any changes in expense allocations
are reviewed and approved by a vote of the Board of Trustees, including a
majority of the non-interested trustees; (b) the fact that (i) each class shall
vote separately on any matter submitted to shareholders that pertains to the
Distribution Plan adopted for such class and (ii) each class shall vote
separately on any matter submitted to shareholders that pertains to the class
expenses borne by such class; (c) the exchange privileges
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of each class of shares; (d) the designation of each class of shares of the
Funds; and (e) the different shareholder services relating to each class of
shares.
B. Expenses and Distribution Arrangements
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Shares
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Shares of each Fund shall be available for purchase by individual
investors.
Shares of each Fund initially shall not be subject to a sales charge but
shall be subject to a fee payable pursuant to the Distribution Plan adopted for
that class which shall not initially exceed .25% (on an annual basis) of the
average daily net asset value of the Fund's outstanding Shares. Payments under
the Distribution Plan will be used to compensate the Trust's distributor for its
services which are intended to result in the sale of Shares.
Shares of each Fund shall initially be subject to a fee payable pursuant to
the Administrative Services Plan adopted for such Shares which shall not
initially exceed .40% (on an annual basis) of the average daily net asset value
of the Fund's Shares held by customers of institutions that have entered into
agreements with the Trust pursuant to such Plan. Shareholder services provided
under the Administrative Services Plan may include: (i) assisting in processing
purchase, exchange and redemption requests; (ii) transmitting and receiving
funds in connection with customer orders to purchase, exchange or redeem Shares;
and (iii) providing periodic statements.
Institutional Shares
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Institutional Shares of each Fund shall be available for purchase by
institutional investors.
Institutional Shares of each Fund initially shall not be subject to any
sales charge or fee payable pursuant to a distribution plan.
Institutional Shares of each Fund shall initially be subject to a fee
payable pursuant to the Administrative Services Plan adopted for such Shares
which shall not initially exceed .40% (on an annual basis) of the average daily
net asset value of the Fund's Institutional Shares held by customers of
institutions that have entered into agreements with the Trust pursuant to such
Plan. Shareholder services provided under the Administrative Services Plan may
include: (i) assisting in processing purchase, exchange and redemption requests;
(ii) transmitting and receiving funds in connection with customer orders to
purchase, exchange or redeem Shares; and (iii) providing periodic statements.
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C. Exchange Privileges
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Shares
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Holders of Shares generally shall be permitted to exchange those Shares
for: (i) Shares of another Fund offered by the Trust; and (ii) Shares of any
investment portfolio of Excelsior Funds, Inc. and Excelsior Tax-Exempt Funds,
Inc.
Institutional Shares
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Holders of Institutional Shares generally shall be permitted to exchange
those Shares for: (i) Institutional Shares of another Fund offered by the Trust;
and (ii) Institutional Shares of the Government Money and Money Funds of
Excelsior Funds, Inc.
D. Conversion Features
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The Trust shall not initially offer a conversion feature to holders of
Shares.
E. Shareholder Services
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1. Automatic Investment Program
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The Trust shall initially offer an automatic investment program
whereby, in general, an individual investor may arrange to have Shares purchased
automatically by authorizing the Trust's transfer agent to withdraw funds from
the investor's bank account.
2. Systematic Withdrawal Plan
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The Trust shall initially offer a systematic withdrawal plan whereby,
in general, an individual investor may arrange to have Shares redeemed
automatically.
F. Methodology for Allocating Expenses Between Classes
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Class-specific expenses of a Fund shall be allocated to the specific class
of shares of that Fund. Non-class-specific expenses of the Funds shall be
allocated in accordance with paragraph (c) of Rule 18f-3.
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