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Exhibit 99N
LEADER MUTUAL FUNDS
(formerly, "Magna Funds")
(THE "TRUST")
MULTI-CLASS PLAN PURSUANT TO RULE 18f-3
UNDER THE INVESTMENT COMPANY ACT OF 1940
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I. INTRODUCTION
This Multi-Class Plan is adopted by Leader Mutual Funds (the "Trust")
pursuant to Rule 18f-3 under the Investment Company Act of 1940 (the "1940 Act")
and sets forth the general characteristics of, and the general conditions under
which the Trust may offer, multiple classes of shares of its now existing and
hereafter created portfolios ("Funds"). This Plan shall become effective upon
its approval by the Board of Trustees of the Trust and may be revised or amended
from time to time as provided below.
II. ATTRIBUTES OF CLASSES
A. GENERALLY
MONEY MARKET FUNDS
The Leader Money Market Fund, Leader Tax-Exempt Money Market Fund and
Leader Treasury Money Market Fund (collectively, the "Money Market Funds") may
each from time to time offer one or more of the following classes of shares --
Institutional Shares, Investor Shares and Sweep Shares.
NON-MONEY MARKET FUNDS
The Leader Growth & Income Fund, Leader Intermediate Government Bond
Fund and Leader Tax-Exempt Bond Fund (collectively, the "Non-Money Market
Funds") may each offer one or more of the following classes of shares --
Institutional Shares and Investor Shares.
Each of the classes of shares of any Fund will represent interests in
the same portfolio of investments and, except as described herein, shall have
the same rights and obligations as
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each other class. In general, shares of each class shall be identical except for
different expense variables (which will result in different returns for each
class), certain related rights and certain shareholder services. More
particularly, the Institutional Shares, Investor Shares and/or Sweep Shares of
each Fund shall represent interests in the same fund of investments of the
particular Fund, and shall be identical in all respects, except for: (a) the
impact of (i) expenses assessed to a class pursuant to the Administrative
Services Plan or Distribution and Services Plan, if any, adopted for the class;
(ii) certain sub-transfer agency fees; and (iii) any 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 independent Trustees, (b)
the fact that (i) Institutional Shares and Sweep Shares shall each vote
separately, as a class, on any matter submitted to holders of Institutional
Shares or Sweep Shares that pertains to the Administrative Services Plan adopted
for that class; (ii) Investor Shares shall vote separately, as a class, on any
matter submitted to holders of Investor Shares that pertains to the Distribution
and Services Plan adopted for that class; and (iii) each class shall vote
separately on any matter submitted to shareholders that pertains to the class
expenses borne by the class; (c) the exchange privileges of each class of
shares; (d) the designation of each class of shares; and (e) the different
shareholder services relating to a class of shares.
B. DISTRIBUTION ARRANGEMENTS, EXPENSES AND SALES CHARGES
1. MONEY MARKET FUNDS
INSTITUTIONAL SHARES
Institutional Shares of the Money Market Funds are sold to financial
institutions, such as banks, trust companies, thrift institutions and mutual
funds and other financial institutions that are purchasing shares on their own
behalf or on behalf of discretionary accounts for which they may receive account
level asset-based management fees.
Institutional Shares of a Money Market Fund shall not be subject to a
sales charge but shall be subject to a fee payable pursuant to an Administrative
Services Plan which shall not initially exceed 0.25% (on an annual basis) of the
average daily net asset value of the Money Market Fund's outstanding
Institutional Shares owned of record or beneficially by customers of securities
dealers, brokers, financial institutions and other industry professionals
("Service Organizations") that provide administrative support services with
respect to such customers' Institutional Shares.
Administrative support services provided under the Administrative
Services Plan adopted for the class may include, but are not limited to, (i)
establishing and maintaining accounts and records for customers who invest in
Institutional Shares; (ii) assisting customers in processing purchase, exchange
and redemption requests; (iii) providing sub-accounting with respect to
Institutional Shares beneficially owned by customers; and (iv) responding to
customer inquiries concerning their investments.
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INVESTOR SHARES
Investor Shares of each Money Market Fund shall be available for
purchase through selected broker-dealers and other financial intermediaries
acting on behalf of their individual or institutional customers.
Investor Shares of each Money Market Fund shall not be subject to a
front-end sales charge. Investor Shares of each Money Market Fund shall be
subject to a fee payable pursuant to the Distribution and Services Plan adopted
for the class for distribution and/or service expenses which shall not initially
exceed .50% (on an annual basis) of the average daily net asset value of the
Money Market Fund's outstanding Investor Shares.
Administrative support services provided under the Distribution and
Services Plan adopted for the class may include, but are not limited to, (i)
establishing and maintaining accounts and records for customers who invest in
Investor Shares; (ii) assisting customers in processing purchase, exchange and
redemption requests; and (iii) responding to customer inquiries concerning their
investments.
SWEEP SHARES
Sweep Shares of each Money Market Fund shall be available for purchase
by financial institutions, such as banks, trust companies, thrift institutions,
mutual funds or other financial institutions acting on their own behalf or on
behalf of their qualified fiduciary accounts, employee benefit, retirement plan,
or other such qualified accounts. Sweep Shares shall also be available for
purchase by customers who purchase such shares through cash management services,
such as a sweep account offered by a financial institution such as a bank or
broker-dealer.
Sweep Shares of each Money Market Fund shall not be subject to a sales
charge but shall be subject to a fee payable pursuant to the Administrative
Services Plan adopted for the class which shall not initially exceed 0.25% (on
an annual basis) of the average daily net asset value of the Money Market Fund's
outstanding Sweep Shares owned of record or beneficially by customers of Service
Organizations that provide administrative support services with respect to such
customers' Sweep Shares.
Administrative support services provided under the Administrative
Services Plan adopted for the class may include, but are not limited to, (i)
establishing and maintaining accounts and records for customers who invest in
Sweep Shares; (ii) assisting customers in processing purchase, exchange and
redemption requests; (iii) providing sub-accounting with respect to Sweep Shares
beneficially owned by customers; and (iv) responding to customer inquiries
concerning their investments.
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2. NON-MONEY MARKET FUNDS
INSTITUTIONAL SHARES
Institutional Shares of a Non-Money Market Fund are sold to financial
institutions, such as banks, trust companies, thrift institutions and mutual
funds and other financial institutions that are purchasing shares on their own
behalf or on behalf of discretionary accounts for which they may receive account
level asset-based management fees.
Institutional Shares of a Non-Money Market Fund shall not be subject to
a sales charge but shall be subject to a fee payable pursuant to the
Administrative Services Plan adopted for the class which shall not initially
exceed 0.30% (on an annual basis) of the average daily net asset value of the
Fund's outstanding Institutional Shares owned or record or beneficially by
customers of Service Organizations that provide administrative support services
with respect to such customers' Institutional Shares.
Administrative support services provided under the Administrative
Services Plan adopted for the class may include, but are not limited to, (i)
establishing and maintaining accounts and records for customers who invest in
Institutional Shares; (ii) assisting customers in processing purchase, exchange
and redemption requests; (iii) providing sub-accounting with respect to
Institutional Shares beneficially owned by customers; and (iv) responding to
customer inquiries concerning their investments.
INVESTOR SHARES
Investor Shares of each Non-Money Market Fund shall be available for
purchase through selected broker-dealers and other organizations acting on
behalf of their individual or institutional customers.
Investor Shares of each Non-Money Market Fund shall be subject to a
front-end sales charge which shall not initially exceed [5.0]% of the offering
price. This sales charge may be waived in connection with purchases of Investor
Shares by certain qualified fiduciary accounts, employee benefit, retirement
plan or other qualified accounts and under certain circumstances as described
from time to time in the Investor Shares prospectus. Investor Shares of each
Non-Money Market Fund shall be further subject to a fee payable pursuant to the
Distribution and Services Plan adopted for the class for distribution and/or
service expenses which shall not initially exceed 0.30% (on an annual basis) of
the average daily net asset value of the Fund's outstanding Investor Shares.
Administrative support services provided under the Distribution and
Services Plan adopted for the class may include, but are not limited to, (i)
establishing and maintaining accounts and records for customers who invest in
shares; (ii) assisting customers in processing purchase, exchange and redemption
requests and (iii) responding to customer inquiries concerning their
investments.
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C. EXCHANGE PRIVILEGES
INSTITUTIONAL SHARES
Holders of Institutional Shares generally shall be permitted to
exchange those shares for Institutional Shares of another Fund offered by the
Trust without paying any exchange fee or sales charge. In addition,
Institutional Shares may also be exchanged for Investor Shares of the same Fund
in connection with the distribution of assets held in a qualified trust, agency
or custodian account with the trust department of Union Planters Bank or any of
its affiliated or correspondent banks without paying any exchange fee or sales
charge.
INVESTOR SHARES
Holders of Investor Shares who paid a front-end sales charge ("load")
generally shall be permitted to exchange those shares for Investor Shares of
another Fund offered by the Trust without paying an exchange fee or sales load
on shares acquired through the exchange; provided, however, that holders of
Investor Shares of a Fund with a lower sales load may be charged an additional
sales load on exchanges of those shares for Investor Shares of a Fund with a
higher sales load. Holders of Investor Shares of a no-load Fund generally shall
be permitted to exchange those shares for Investor Shares of another no-load
Fund offered by the Trust without paying a sales load. Holders of Investor
Shares of a no-load Fund generally shall be permitted to exchange those shares
for Investor Shares of a load Fund but shall be subject to the sales load
applicable to the load Fund. However, holders of Investor Shares of a no-load
Fund who acquired those shares through a previous exchange involving shares on
which a load was paid, generally shall not be required to pay an additional
sales load upon the reinvestment of the equivalent investment into a load Fund.
In addition, holders of Investor Shares who have a qualified trust, agency or
custodian account with the trust department of Union Planters Bank or any of its
affiliated or correspondent banks, and whose Shares are to be held in that
account, may exchange Investor Shares for Sweep Shares or Institutional Shares
of the same Fund without paying any exchange fee or sales charge.
SWEEP SHARES
Holders of Sweep Shares generally shall be permitted to exchange those
shares for Sweep Shares of another Fund offered by the Trust without paying any
exchange fee or sales charge. [In addition, Sweep Shares may also be exchanged
for Investor Shares of the same Fund in connection with the distribution of
assets held in a qualified trust, agency or custodian account with the trust
department of Union Planters Bank or any of its affiliated or correspondent
banks without paying any exchange fee or sales charge.]
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D. CONVERSION FEATURES
INSTITUTIONAL, INVESTOR AND SWEEP SHARES
The Trust shall not initially offer a conversion feature to holders of
Institutional Shares, Investor Shares or Sweep Shares.
E. SHAREHOLDER SERVICES
1. AUTOMATIC INVESTMENT PROGRAM
SWEEP SHARES AND INSTITUTIONAL SHARES
The Trust shall not initially offer an automatic investment program to
holders of Sweep Shares and Institutional Shares.
INVESTOR SHARES
Holders of Investor Shares shall initially be offered an automatic
investment program whereby, in general, a shareholder's bank account will be
debited in an amount specified by the shareholder and shares in a Fund will be
automatically purchased at regular intervals.
2. AUTOMATIC WITHDRAWAL PLAN
SWEEP SHARES AND INSTITUTIONAL SHARES
The Trust shall not initially offer an automatic withdrawal plan to
holders of Sweep Shares and Institutional Shares.
INVESTOR SHARES
Holders of Investor Shares shall initially be offered an automatic
withdrawal plan which generally allows a shareholder to request regular account
withdrawals of a fixed sum of money.
3. CHECKWRITING PRIVILEGE
SWEEP SHARES AND INSTITUTIONAL SHARES
The Trust shall not initially offer a checkwriting privilege to holders
of Sweep and Institutional Shares.
INVESTOR SHARES
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Holders of Investor Shares of the Money Market Funds shall initially be
offered a checkwriting privilege whereby a shareholder may write checks against
amounts in the shareholder's Money Market Fund account. The Trust shall not
initially offer a checkwriting privilege to holders of Investor Shares of the
Non-Money Market Funds.
4. AUTOMATIC EXCHANGE PROGRAM
SWEEP SHARES AND INSTITUTIONAL SHARES
The Trust shall not initially offer an automatic exchange program to
holders of Sweep Shares and Institutional Shares.
INVESTOR SHARES
Holders of Investor Shares shall initially be offered an automatic
exchange program whereby a shareholder may make regular, automatic withdrawals
from a Fund account and use the proceeds to purchase Shares of the same class in
another Fund.
F. METHODOLOGY FOR ALLOCATING EXPENSES BETWEEN CLASSES
Class-specific expenses of a Fund shall be allocated to the specific
class of shares of that Fund. Non-class-specific expenses of a Fund shall be
allocated in accordance with Rule 18f-3(c) under the 1940 Act.
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