Exhibit 10(h)
FORM OF DISTRIBUTION AND SHAREHOLDER SERVICING PLAN
JANUS INVESTMENT FUND
CLASS C SHARES
WHEREAS, Janus Investment Fund ("the Trust") engages in business as an
open-end management investment company and is registered as such under the
Investment Company Act of 1940, as amended (the "Act");
WHEREAS, shares of beneficial interest of the Trust are currently divided
into multiple series ("Funds"), each with multiple classes of shares, one of
which is designated the "Class C Shares;" and
WHEREAS, Janus Distributors LLC ("JD" or "Distributor") serves as the
distributor of Class C Shares pursuant to an Amended and Restated Distribution
Agreement dated July ___, 2009, between Distributor and the Trust;
NOW, THEREFORE, the Trust hereby adopts with respect to the Class C Shares
of each Fund, and the Distributor hereby agrees to the terms of, the Plan, in
accordance with Rule 12b-1 under the Act on the following terms and conditions:
1. A. The Trust shall pay to the Distributor, as the distributor of the
Class C Shares, a fee for distribution of the shares at the rate of up to 0.75%
on an annualized basis of the average daily net assets of the Class C Shares,
provided that, at any time such payment is made, whether or not this Plan
continues in effect, the making thereof will not exceed any applicable
restriction imposed by rules of the Financial Industry Regulatory Authority
("FINRA"). Such fee shall be calculated and accrued daily and paid on the first
business day of each calendar month for the preceding month or at such other
intervals as the Trustees shall determine.
B. The Trust shall pay to the Distributor, as the distributor of the
Class C Shares, a service fee at the rate of up to 0.25% on an annualized basis
of the average daily net assets of the Class C Shares, provided that, at any
time such payment is made, whether or not this Plan continues in effect, the
making thereof will not exceed any applicable restriction imposed by rules of
the FINRA. Such fee shall be calculated and accrued daily and paid on the first
business day of each calendar month for the preceding month or at such other
intervals as the Trustees shall determine.
2. A. The amount set forth in paragraph 1.A. of this Plan shall be paid for
the Distributor's services as distributor of the Class C Shares in connection
with any activities or expenses primarily intended to result in the sale of the
Class C Shares, including, but not limited to, payment of compensation,
including incentive compensation, to securities dealers and other financial
institutions and organizations (collectively, the "Service Providers") for
distribution related services for the Class C Shares.
B. The amount set forth in paragraph 1.B. of this Plan may be used by
the Distributor to pay Service Providers (which may include the Distributor
itself) for servicing shareholder accounts. These services may include, but are
not limited to, the following functions: providing facilities to answer
questions from existing investors about the Funds; receiving and answering
correspondence; assisting investors in changing
dividend and other account options and any other activities for which "service
fees" may be paid under Rule 2830 of the FINRA Conduct Rules.
3. The Distributor is also authorized to engage directly in any activities
relating to the purposes of this Plan. Payments under the Plan are not tied
exclusively to actual distribution and service expenses, and the payments may
exceed distribution and service expenses actually incurred. The Distributor may
retain some or all fees payable under the Plan in certain circumstances,
including when there is no Service Provider of record or when qualification
standards have not been met by the Service Provider of record.
4. This Plan shall not take effect until it, together with any related
agreements, has been approved by votes of a majority of both (a) the Trustees of
the Trust and (b) those Trustees of the Trust who are not "interested persons"
of the Trust (as defined in the Act) and who have no direct or indirect
financial interest in the operation of this Plan or any agreements related to it
(the "Rule 12b-1 Trustees"), cast in person at a meeting (or meetings) called
for the purpose of voting on this Plan and such related agreements.
5. After approval as set forth in paragraph 4, this Plan shall take effect
as of the date of execution. The Plan shall continue in full force and effect as
to the Class C Shares of each Fund for so long as such continuance is
specifically approved at least annually in the manner provided for approval of
this Plan in paragraph 4.
6. The Distributor shall provide to the Trustees of the Trust, and the
Trustees shall review, at least quarterly, a written report of the amounts
expended under the Plan and the purposes for which such expenditures were made.
7. This Plan may be terminated as to the Class C Shares of any Fund at any
time, without payment of any penalty, (a) by vote of a majority of the Rule
12b-1 Trustees, or (b) by a vote of a majority of the outstanding voting
securities (as defined in the Act) of the Class C Shares of the Fund.
8. This Plan may not be amended to increase materially the amount of
distribution fee provided for in paragraph 1.A or the amount of service fee
provided for in paragraph 1.B hereof for any Fund unless such amendment is
approved by a vote of a majority of the outstanding voting securities (as
defined in the Act) of the Class C Shares of that Fund and no material amendment
to the Plan shall be made unless approved in the manner provided for approval
and annual renewal in paragraph 4 hereof.
9. While this Plan is in effect, at least 75% of the Trustees must not be
"interested persons" (as defined in the Act) of the Trust and the selection and
nomination of Trustees who are not "interested persons" (as defined by the Act)
of the Trust shall be committed to the discretion of the Trustees who are not
such interested persons.
10. The Trust shall preserve copies of this Plan and any related agreements
and all reports made pursuant to paragraph 6 hereof, for a period of not less
than six years from the date of this Plan, any such agreement or any such
report, as the case may be, the first two years in an easily accessible place.
IN WITNESS WHEREOF, the Trust, on behalf of the Class C Shares of each Fund
offering Class C Shares, and the Distributor have executed this Distribution and
Shareholder Servicing Plan as of the ____ day of July, 2009.
JANUS INVESTMENT FUND
By:
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Name: Robin C. Beery
Title: President and Chief Executive
Officer
JANUS DISTRIBUTORS LLC
By:
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Name: Dominic Martellaro
Title: President