-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ArW0OGqUqPqVGOlObi0IEUUwPbTlLrdd7rV5zWlgQTTJaI/29MX76aTgVs5Ubm5s CPcRKSdu8ussMORO3++Bmg== 0000950137-09-001196.txt : 20090220 0000950137-09-001196.hdr.sgml : 20090220 20090220151201 ACCESSION NUMBER: 0000950137-09-001196 CONFORMED SUBMISSION TYPE: 485BPOS PUBLIC DOCUMENT COUNT: 5 FILED AS OF DATE: 20090220 DATE AS OF CHANGE: 20090220 EFFECTIVENESS DATE: 20090220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RIVERSOURCE GOVERNMENT INCOME SERIES INC CENTRAL INDEX KEY: 0000764802 IRS NUMBER: 412021315 STATE OF INCORPORATION: MN FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1933 Act SEC FILE NUMBER: 002-96512 FILM NUMBER: 09624876 BUSINESS ADDRESS: STREET 1: 50606 AMERIPRISE FINANCIAL CENTER STREET 2: H27/5228 CITY: MINNEAPOLIS STATE: MN ZIP: 55474 BUSINESS PHONE: 6126714321 MAIL ADDRESS: STREET 1: 50606 AMERIPRISE FINANCIAL CENTER STREET 2: H27/5228 CITY: MINNEAPOLIS STATE: MN ZIP: 55474 FORMER COMPANY: FORMER CONFORMED NAME: RIVERSOURCE GOVERNMENT INCOME SERIES, INC. DATE OF NAME CHANGE: 20060504 FORMER COMPANY: FORMER CONFORMED NAME: AXP GOVERNMENT INCOME SERIES INC DATE OF NAME CHANGE: 20021118 FORMER COMPANY: FORMER CONFORMED NAME: AXP FEDERAL INCOME FUND INC /MN/ DATE OF NAME CHANGE: 20000829 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RIVERSOURCE GOVERNMENT INCOME SERIES INC CENTRAL INDEX KEY: 0000764802 IRS NUMBER: 412021315 STATE OF INCORPORATION: MN FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 485BPOS SEC ACT: 1940 Act SEC FILE NUMBER: 811-04260 FILM NUMBER: 09624877 BUSINESS ADDRESS: STREET 1: 50606 AMERIPRISE FINANCIAL CENTER STREET 2: H27/5228 CITY: MINNEAPOLIS STATE: MN ZIP: 55474 BUSINESS PHONE: 6126714321 MAIL ADDRESS: STREET 1: 50606 AMERIPRISE FINANCIAL CENTER STREET 2: H27/5228 CITY: MINNEAPOLIS STATE: MN ZIP: 55474 FORMER COMPANY: FORMER CONFORMED NAME: RIVERSOURCE GOVERNMENT INCOME SERIES, INC. DATE OF NAME CHANGE: 20060504 FORMER COMPANY: FORMER CONFORMED NAME: AXP GOVERNMENT INCOME SERIES INC DATE OF NAME CHANGE: 20021118 FORMER COMPANY: FORMER CONFORMED NAME: AXP FEDERAL INCOME FUND INC /MN/ DATE OF NAME CHANGE: 20000829 0000764802 S000003306 RiverSource Short Duration U.S. Government Fund C000076520 CLASS R2 485BPOS 1 c49526be485bpos.txt 485BPOS SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form N-1A REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ ] Pre-Effective Amendment No. ___ Post-Effective Amendment No. 46 (File No. 2-96512) and/or REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 Amendment No. 48 (File No. 811-4260) RIVERSOURCE GOVERNMENT INCOME SERIES, INC. 50606 Ameriprise Financial Center Minneapolis, Minnesota 55474 Scott R. Plummer 5228 Ameriprise Financial Center Minneapolis, MN 55474 (612) 671-1947 Approximate Date of Proposed Public Offering: It is proposed that this filing will become effective (check appropriate box.) [X] immediately upon filing pursuant to paragraph (b) [ ] on (date) pursuant to paragraph (b) [ ] 60 days after filing pursuant to paragraph (a)(1) [ ] on (date) pursuant to paragraph (a)(1) [ ] 75 days after filing pursuant to paragraph (a)(2) [ ] on (date) pursuant to paragraph (a)(2) of rule 485. If appropriate, check the following box: [ ] this post-effective amendment designates a new effective date for a previously filed post-effective amendment. Part A. The prospectus for RiverSource Short Duration U.S. Government Fund is incorporated by reference to that filed in Registrant's Post-Effective Amendment No. 45 to Registration Statement No. 2-96512 on or about July 28, 2008. RIVERSOURCE(R) INVESTMENTS PROSPECTUS SUPPLEMENT -- FEB. 20, 2009 RIVERSOURCE SHORT DURATION U.S. GOVERNMENT FUND -- PROSPECTUS (JULY 30, 2008) S-6042-99 AE THE FRONT COVER OF THE PROSPECTUS IS REVISED TO INCLUDE THE FOLLOWING ADDITIONAL CLASS OF SHARES: R2 The information below supplements the relevant sections of the prospectus. The caption headings used in this Supplement correspond to the caption headings used in the prospectus. You may purchase these shares only if you are an eligible investor, as described under the caption "Buying and Selling Shares" in the Fund's prospectus. PAST PERFORMANCE Class R2 is new and therefore performance information is not shown. Please note that you will find performance returns for other classes of shares of the Fund, together with returns of one or more broad measures of market performance, in the performance table of the prospectus. The performance table is intended to indicate some of the risks of investing in the Fund by showing changes in the Fund's performance over time. Past performance for Class R2 for the period prior to the beginning of operations for that class may be calculated based on the performance of Class B. The blended class performance will be adjusted to reflect differences in sales charges, but not differences in annual Fund operating expenses (for example, 12b-1 fees). The use of blended performance generally results in a presentation of higher performance for classes with higher operating expenses than those of the class with which they are blended, and a presentation of lower performance for classes with lower operating expenses than those of the class with which they are blended. FEES AND EXPENSES Fund investors pay various expenses. The table below describes the fees and expenses that you may pay if you buy and hold shares of the Fund. The table is supplemented to include the following: SHAREHOLDER FEES (FEES PAID DIRECTLY FROM YOUR INVESTMENT)
CLASS R2 -------- Maximum sales charge (load) imposed on purchases (as a percentage of offering price) None Maximum deferred sales charge (load) imposed on sales (as a percentage of offering price at time of purchase) None
ANNUAL FUND OPERATING EXPENSES (EXPENSES THAT ARE DEDUCTED FROM FUND ASSETS)
AS A PERCENTAGE OF AVERAGE DAILY NET ASSETS: CLASS R2 - -------------------------------------------- -------- Management fees 0.48% Distribution and/or service (12b-1) fees 0.50% Other expenses(a) 0.42% Total annual fund operating expenses 1.40% Fee waiver/expense reimbursement 0.09% Total annual (net) fund operating expenses(b) 1.31%
(a) Other expenses are based on estimated amounts for the current fiscal year and include an administrative services fee, a transfer agency fee, a custody fee, other nonadvisory expenses and a plan administration services fee. Other expenses may also include fees and expenses of affiliated and unaffiliated funds (acquired funds) which the Fund indirectly bears when it invests in the acquired funds. The impact of these acquired funds fees and expenses is estimated to be less than 0.01% for the current fiscal period. Because acquired funds will have varied expense and fee levels and the Fund may own different proportions of acquired funds at different times, the amount of fees and expenses incurred by the Fund with respect to such investments will vary. (b) The investment manager and its affiliates have contractually agreed to waive certain fees and to absorb certain expenses until May 31, 2009, unless sooner terminated at the discretion of the Fund's Board. Any amounts waived will not be reimbursed by the Fund. Under this agreement, net fund expenses (excluding fees and expenses of acquired funds), will not exceed 1.31% for Class R2. EXAMPLES This example is intended to help you compare the cost of investing in the Fund with the cost of investing in other mutual funds. The table is supplemented as follows: The amounts shown are the same whether or not you redeem your shares at the end of the periods shown.
1 YEAR 3 YEARS 5 YEARS 10 YEARS ------ ------- ------- -------- Class R2 $133 $435 $758 $1,677
Part B. The Statement of Additional Information for RiverSource Short Duration U.S. Government Fund is incorporated by reference to that filed in Registrant's 497 filing filed on or about Feb. 2, 2009. The information in Part A of this Registration Statement that relates to the Statement of Additional Information of the Registrant is incorporated herein by reference. The financial statements for RiverSource Short Duration U.S. Government Fund are incorporated by reference to that filed in Registrant's Post-Effective Amendment No. 45 to Registration Statement No. 2-96512 on or about July 28, 2008. The financial statements for RiverSource Short Duration U.S. Government Fund for the six-month period ended Nov. 30, 2008 are incorporated by reference to that filed on Form N-CSRS on or about Feb. 3, 2009. PART C. OTHER INFORMATION Item 23. Exhibits (a)(1) Articles of Incorporation, as amended October 17, 1988, filed as Exhibit 1 to Registrant's Post-Effective Amendment No. 7 to Registration Statement No. 2-96512, are incorporated by reference. (a)(2) Articles of Amendment to the Articles of Incorporation, dated June 16, 1999, filed as Exhibit (a)(2) to Registrant's Post-Effective Amendment No. 31 are incorporated by reference. (a)(3) Articles of Amendment, dated Nov. 14, 2002, filed electronically on or about May 22, 2003 as Exhibit (a)(3) to Registrant's Post-Effective Amendment No. 36 to Registration Statement No. 2-96512 are incorporated by reference. (a)(4) Articles of Amendment, dated April 21, 2006, filed electronically on or about July 25, 2007 as Exhibit (a)(4) to Registrant's Post-Effective Amendment No. 42 to Registration Statement No. 2-96512 are incorporated by reference. (a)(5) Certificate of Designation, dated Oct. 5, 2006, is filed electronically herewith as Exhibit (a)(5) to Registrant's Post-Effective Amendment No. 46 to Registration Statement No. 2-96512. (a)(6) Certificate of Designation reflecting the addition of Class R2 shares to RiverSource Short Duration U.S. Government Fund to be filed by Amendment. (b) By-laws, as amended April 13, 2006 filed electronically filed electronically as Exhibit (b) to Registrant's Post-Effective Amendment No. 45 to Registration Statement No. 2-96512 are incorporated by reference. (c) Stock Certificate for common stock, filed as Exhibit No. 4 to Registration Statement No. 2-96512, is incorporated by reference. (d) Investment Management Services Agreement, amended and restated, dated May 1, 2006, between Registrant and RiverSource Investments, LLC filed electronically on or about July 25, 2006 as Exhibit (d) to Registrant's Post-Effective Amendment No. 42 to Registration Statement No. 2-96512 is incorporated by reference. (e)(1) Distribution Agreement, effective Aug. 1, 2006, amended and restated as of Sept. 11, 2007, between Registrant and RiverSource Distributors, Inc. filed electronically on or about Oct. 30, 2007 as Exhibit (e)(2) to Diversified Income Series, Inc. Post-Effective Amendment No. 63 to Registration Statement No. 2-51586 is incorporated by reference. (e)(2) Distribution Agreement, effective Nov. 7, 2008, between Registrant and Seligman Advisors, Inc. filed electronically on or about Nov. 25, 2008 as Exhibit (e)(2) to RiverSource Investment Series, Inc. Post-Effective Amendment No. 121 to Registration Statement No. 2-11328 is incorporated by reference. (e)(3) Form of Service Agreement for RiverSource Distributors, Inc. and RiverSource Service Corporation filed electronically on or about Aug. 27, 2007 as Exhibit (e)(3) to RiverSource Sector Series, Inc. Post-Effective Amendment No. 39 to Registration Statement No. 33-20872 is incorporated by reference. (e)(4) Form of RiverSource Funds Dealer Agreement filed electronically on or about Aug. 27, 2007 as Exhibit (e)(4) to RiverSource Sector Series, Inc. Post-Effective Amendment No. 39 to Registration Statement No. 33-20872 is incorporated by reference. (f) Deferred Compensation Plan, amended and restated Jan. 1, 2009, filed electronically on or about Jan. 27, 2009 as Exhibit (f) to RiverSource Equity Series, Inc. Post-Effective Amendment No. 105 to Registration Statement No. 2-13188 is incorporated by reference. (g) Form of Master Global Custody Agreement with JP Morgan Chase Bank, N.A. filed electronically on or about Dec. 23, 2008 as Exhibit (g) to RiverSource International Mangers, Inc. Post-Effective Amendment No. 18 to Registration Statement No. 333-64010 is incorporated by reference. (h)(1) Administrative Services Agreement, dated Oct. 1, 2005, amended and restated June 12, 2008, between Registrant and Ameriprise Financial, Inc. filed electronically on or about July 28, 2008 as Exhibit (h)(1) to RiverSource High Yield Income Series, Inc. Post-Effective Amendment No. 45 to Registration Statement No. 2-86637 is incorporated by reference. (h)(2) Transfer Agency Agreement, dated Oct. 1, 2005, amended and restated June 12, 2008, between Registrant and RiverSource Service Corporation filed electronically on or about July 28, 2008 as Exhibit (h)(2) to RiverSource High Yield Income Series, Inc. Post-Effective Amendment No. 45 to Registration Statement No. 2-86637 is incorporated by reference. (h)(3) Plan Administration Services Agreement, dated Dec. 1, 2006, amended and restated June 12, 2008, between Registrant and RiverSource Service Corporation filed electronically on or about July 28, 2008 as Exhibit (h)(3) to RiverSource High Yield Income Series, Inc. Post-Effective Amendment No. 45 to Registration Statement No. 2-86637 is incorporated by reference. (h)(4) Agreement and Plan of Reorganization, dated Sept. 8, 1994, between IDS Strategy Fund, Inc, and IDS Federal Income Fund, Inc., filed electronically as Exhibit 4 to Registrant's Pre-Effective Amendment No.1, on Form N-14, is incorporated by reference. (h)(5) Agreement and Plan of Reorganization, dated March 10, 2000, between Strategist Income Fund, Inc. on behalf of Strategist Government Income Fund and AXP Federal Income Fund, Inc. is incorporated by reference to Exhibit (h)(8) to Registrant's Post-Effective Amendment No. 30 filed on or about July 28, 2000. (h)(6) Master Fee Cap/Fee Waiver Agreement, dated Oct. 1, 2005, amended and restated June 12, 2008, between RiverSource Investments, LLC, Ameriprise Financial, Inc., RiverSource Service Corporation, RiverSource Distributors, Inc. and the Registrant filed electronically on or about July 28, 2008 as Exhibit (h)(5) to RiverSource High Yield Income Series, Inc. Post-Effective Amendment No. 45 to Registration Statement No. 2-86637 is incorporated by reference. (h)(7) License Agreement, effective May 1, 2006, amended and restated as of Sept. 11, 2007, between Ameriprise Financial, Inc. and RiverSource Funds filed electronically on or about Oct. 30, 2007 as Exhibit (h)(7) to RiverSource Diversified Income Series, Inc. Post-Effective Amendment No. 63 to Registration Statement No. 2-51586 is incorporated by reference. (i) Opinion and consent of counsel as to the legality of the securities being registered is filed electronically herewith. (j) Consent of Independent Registered Public Accounting Firm (Ernst & Young LLP) is filed electronically herewith. (k) Omitted Financial Statements: Not Applicable. (l) Initial Capital Agreement: Not Applicable. (m)(1) Plan of Distribution and Agreement of Distribution, dated Aug. 1, 2006, amended and restated June 12, 2008, between Registrant and RiverSource Distributors, Inc. filed electronically on or about July 28, 2008 as Exhibit (m) to RiverSource High Yield Income Series, Inc. Post-Effective Amendment No. 45 to Registration Statement No. 2-86637 is incorporated by reference. (m)(2) Plan of Distribution and Agreement of Distribution, effective Nov. 7, 2008, between Registrant and Seligman Advisors, Inc. filed electronically on or about Nov. 25, 2008 as Exhibit (m)(2) to RiverSource Investment Series, Inc. Post-Effective Amendment No. 121 to Registration Statement No. 2-11328 is incorporated by reference. (n) Rule 18f - 3(d) Plan, amended and restated as of June 12, 2008, filed electronically on or about June 30, 2008 as Exhibit (n) to RiverSource Investment Series, Inc. Post-Effective Amendment No. 120 to Registration Statement No. 2-11328 is incorporated by reference. (o) Reserved. (p)(1) Code of Ethics adopted under Rule 17j-1 for Registrant filed electronically on or about Aug. 27, 2007 as Exhibit (p)(1) to RiverSource Sector Series, Inc. Post-Effective Amendment No. 39 to Registration Statement No. 33-20872 is incorporated by reference. (p)(2) Code of Ethics adopted under Rule 17j-1 for Registrant's principal underwriter, dated April 2008, filed electronically on or about April 25, 2008 as Exhibit (p)(2) to RiverSource Variable Series Trust Post-Effective Amendment No. 3 to Registration Statement No. 333-146374 is incorporated by reference. (p)(3) Code of Ethics adopted under Rule 17j-1 for Registrant's investment adviser, dated Nov. 15, 2008, filed electronically on or about Nov. 25, 2008 as Exhibit (p)(3) to RiverSource Investment Series, Inc. Post-Effective Amendment No. 121 to Registration Statement No. 2-11328 is incorporated by reference. (q) Directors/Trustees Power of Attorney to sign Amendments to this Registration Statement, dated Jan. 8, 2009, is filed electronically herewith as Exhibit (q) to Registrant's Post-Effective Amendment No. 46 to Registration Statement No. 2-96512. SIGNATURES Pursuant to the requirements of the Securities Act and the Investment Company Act, the Registrant, RIVERSOURCE GOVERNMENT INCOME SERIES, INC., certifies that it meets all of the requirements for effectiveness of this Amendment to its Registration Statement pursuant to Rule 485(b) under the Securities Act and has duly caused this Amendment to its Registration Statement to be signed on its behalf by the undersigned, duly authorized, in the City of Minneapolis, and State of Minnesota on the 20th day of Feb., 2009. RIVERSOURCE GOVERNMENT INCOME SERIES, INC. By /s/ Patrick T. Bannigan ----------------------------------- Patrick T. Bannigan President By /s/ Jeffrey P. Fox ----------------------------------- Jeffrey P. Fox Treasurer Pursuant to the requirements of the Securities Act, this Amendment to the Registration Statement has been signed below by the following persons in the capacities indicated on the 20th day of Feb., 2009.
Signature Capacity - --------- -------- /s/ Stephen R. Lewis, Jr.* Chair of the Board - -------------------------------------- Stephen R. Lewis, Jr. /s/ Kathleen A. Blatz* Director - -------------------------------------- Kathleen A. Blatz /s/ Arne H. Carlson* Director - -------------------------------------- Arne H. Carlson /s/ Pamela G. Carlton* Director - -------------------------------------- Pamela G. Carlton /s/ Patricia M. Flynn* Director - -------------------------------------- Patricia M. Flynn /s/ Anne P. Jones* Director - -------------------------------------- Anne P. Jones /s/ Jeffrey Laikind* Director - -------------------------------------- Jeffrey Laikind /s/ John F. Maher* Director - -------------------------------------- John F. Maher /s/ Catherine James Paglia* Director - -------------------------------------- Catherine James Paglia /s/ Leroy C. Richie* Director - -------------------------------------- Leroy C. Richie /s/ Alison Taunton-Rigby* Director - -------------------------------------- Alison Taunton-Rigby /s/ William F. Truscott* Director - -------------------------------------- William F. Truscott
* Signed pursuant to Directors/Trustees Power of Attorney, dated Jan. 8, 2009, filed electronically herewith as Exhibit (q) to Registrant's Post-Effective Amendment No. 46 to Registration Statement No. 2-96512, by: /s/ Scott R. Plummer - -------------------------------------- Scott R. Plummer CONTENTS OF THIS POST-EFFECTIVE AMENDMENT NO. 46 TO REGISTRATION STATEMENT NO. 2-96512 This Post-Effective Amendment comprises the following papers and documents: The facing sheet. Part A and Part B. Class R2 Supplement for RiverSource Short Duration U.S. Government Fund prospectus. Part C. Other information. The signatures. EXHIBIT INDEX (a)(5) Certificate of Designation, dated Oct. 5, 2006. (i) Opinion and consent of counsel as to the legality of the securities being registered. (j) Consent of Independent Registered Public Accounting Firm (Ernst & Young LLP). (q) Directors/Trustees Power of Attorney to sign Amendments to this Registration Statement, dated Jan. 8, 2009. EX-99.A.5 2 c49526bexv99waw5.txt EX-99.A.5 STATEMENT OF RIVERSOURCE GOVERNMENT INCOME SERIES, INC. CERTIFYING RESOLUTION CREATING RIGHTS AND PREFERENCES FOR SERIES AND CLASSES OF CAPITAL STOCK ADOPTED BY BOARD OF DIRECTORS SEPTEMBER 13-14, 2006 I, duly elected Secretary of RiverSource Government Income Series, Inc. a Minnesota corporation, file this Statement and certify that the following is a true and correct copy of the resolution adopted by the Board of RiverSource Government Income Series, Inc. on September 13-14, 2006, and replaces the resolution adopted January 11-12, 2006 which was filed with the Secretary of State on April 27, 2006. The resolution was adopted by the affirmative vote of a majority of the directors present pursuant to Section 302A.401, subsection 2(a) of the Minnesota Business Corporation Act and Article III, Section 1, of the Corporation's Articles of Incorporation. RESOLVED, That capital stock shall be issued in series with each series of stock evidencing an interest in a separate portfolio of investment securities and cash; and RESOLVED, That the series of capital stock shall be a separate investment company established and offered to investors pursuant to registration statement filed with the Securities and Exchange Commission and each series shall have those rights and preferences as set forth in the registration statements, declared effective by the Securities and Exchange Commission, and as required under the provisions of the Investment Company Act of 1940, as amended, and all rules and regulations promulgated thereunder, effective on the date the stock was purchased or exchanged, or as subsequently changed as permitted by law; and RESOLVED, That the series shall be: RiverSource Short Duration U.S. Government Fund and RiverSource U.S. Government Mortgage Fund and all additional series that may be subsequently established and offered. RESOLVED, That capital stock of RiverSource U.S. Government Mortgage Fund shall be issued pursuant to a class designation A, B, C, I or R4; and one series RiverSource Short Duration U.S. Government Fund shall be issued pursuant to a class designation A, B, C, I, R4 or W; and any series can have such other class designation as shall be established by the Board, such class designation as shall be determined by the difference in the amount of distribution costs, shareholder service fees, transfer agent fees, voting rights and exchange privileges as those differences are set out in the registration statements filed with the Securities and Exchange Commission pursuant to which the shares are offered to investors and effective on the date the shares were purchased or as subsequently changed as permitted by law; and in all other manner the classes shall be the same; and RESOLVED, That all monies received by the corporation for the issuance and sale of stock of a series, together with all assets, income, earnings, profits and proceeds derived therefrom, shall be the assets solely of the series to which the stock relates and any monies received not specifically identified as belonging to a series shall be allocated between or among all series of the corporation in proportion to the respective net assets of the series or as the Board shall determine; and RESOLVED, That all liabilities and expenses incurred on behalf of a series shall be charged against the assets of that series and be solely the obligations of that series to which they relate and all liabilities and expenses of the corporation not specifically pertaining to a series shall be charged against all series in proportion to the respective net assets of each series or as the Board determines; and RESOLVED, That assets identified as relating to a class shall belong solely to the shareholders of that class and liabilities, costs and expenses applicable to a class shall be the obligations solely of that class and it being understood that dividends and distributions may vary between and among classes to reflect different allocations of liabilities, costs and expenses and the resultant differences in net asset values of the classes; and RESOLVED, That each series may convert the class designation on any share to another class designation automatically in accordance with the terms set forth in the registration statements filed with the Securities and Exchange Commission and effective on the date the stock was purchased or exchanged or as subsequently changed as permitted by law; and RESOLVED, That dividends and distributions shall be determined and paid by each series out of the assets, earnings or surplus of that series in an amount solely at the discretion of the Board as permitted by Minnesota law; and RESOLVED, That in the event of liquidation or dissolution of the corporation, holders of shares of a series shall have priority and shall be entitled to the assets belonging to that series; and RESOLVED, That the Board may invest the assets of a series in shares of another open-end management investment company for the purpose of having those assets managed as part of a combined pool; and RESOLVED, That each share of capital stock shall be voted by series and/or by class (a) as required by the provisions of the Investment Company Act of 1940, as amended, and all rules and regulations promulgated thereunder; (b) when the Board determines that a matter affects series or classes in a materially different way; or (c) when the Board determines a matter affects only one or some of the series or classes; and further RESOLVED, That all provisions pertaining to capital stock as set forth in Article III of the Corporation's Articles of Incorporation apply to each series and to each class. IN WITNESS WHEREOF, this statement is signed on behalf of the Corporation on October 5, 2006. RIVERSOURCE GOVERNMENT INCOME SERIES, INC. /s/ Leslie L. Ogg ---------------------------------------- Leslie L. Ogg Secretary SEAL: STATE OF MINNESOTA DEPARTMENT OF STATE FILED OCT. 09 2006 /s/ Mary Kiffmeyer Secretary of State EX-99.I 3 c49526bexv99wi.txt EX-99.I Consent of Independent Registered Public Accounting Firm We consent to the references to our firm under the captions "Financial Highlights" in the Prospectus and "Independent Registered Public Accounting Firm" in the Statement of Additional Information and to the incorporation by reference of our report dated July 22, 2008 on the financial statements and financial highlights of the RiverSource Short Duration U.S. Government Fund of the RiverSource Government Income Series, Inc. included in the annual report for the fiscal year ended May 31, 2008 as filed with the Securities and Exchange Commission in Post-Effective Amendment No. 46 to the Registration Statement (Form N-1A, No. 2-96512) of the RiverSource Government Income Series, Inc. /s/ Ernst & Young LLP Minneapolis, Minnesota February 17, 2009 EX-99.J 4 c49526bexv99wj.txt EX-99.J February 20, 2009 RiverSource Government Income Series, Inc. 50606 Ameriprise Financial Center Minneapolis, MN 55474 Gentlemen: I have examined the Articles of Incorporation and the By-Laws of RiverSource Government Income Series, Inc. (the Company) and all necessary certificates, permits, minute books, documents and records of the Company, and the applicable statutes of the State of Minnesota, and it is my opinion that the shares sold in accordance with applicable federal and state securities laws will be legally issued, fully paid, and nonassessable. This opinion may be used in connection with the Post-Effective Amendment. Sincerely, /s/ Scott R. Plummer - --------------------------------- Scott R. Plummer General Counsel RiverSource Government Income Series, Inc. EX-99.Q 5 c49526bexv99wq.txt EX-99.Q DIRECTORS/TRUSTEES POWER OF ATTORNEY City of Minneapolis State of Minnesota Each of the undersigned, as directors and trustees of the below listed open-end investment companies that previously have filed registration statements and amendments thereto pursuant to the requirements of the Securities Act of 1933 and/or the Investment Company Act of 1940 with the Securities and Exchange Commission:
1933 Act 1940 Act Reg. Number Reg. Number ----------- ----------- RiverSource Bond Series, Inc. 2-72174 811-3178 RiverSource California Tax-Exempt Trust 33-5103 811-4646 RiverSource Dimensions Series, Inc. 2-28529 811-1629 RiverSource Diversified Income Series, Inc. 2-51586 811-2503 RiverSource Equity Series, Inc. 2-13188 811-772 RiverSource Global Series, Inc. 33-25824 811-5696 RiverSource Government Income Series, Inc. 2-96512 811-4260 RiverSource High Yield Income Series, Inc. 2-86637 811-3848 RiverSource Income Series, Inc. 2-10700 811-499 RiverSource International Managers Series, Inc. 333-64010 811-10427 RiverSource International Series, Inc. 2-92309 811-4075 RiverSource Investment Series, Inc. 2-11328 811-54 RiverSource Large Cap Series, Inc. 2-38355 811-2111 RiverSource Managers Series, Inc. 333-57852 811-10321 RiverSource Market Advantage Series, Inc. 33-30770 811-5897 RiverSource Money Market Series, Inc. 2-54516 811-2591 RiverSource Sector Series, Inc. 33-20872 811-5522 RiverSource Selected Series, Inc. 2-93745 811-4132 RiverSource Series Trust 333-131683 811-21852 RiverSource Short Term Investments Series, Inc. N/A 811-21914 RiverSource Special Tax-Exempt Series Trust 33-5102 811-4647 RiverSource Strategic Allocation Series, Inc. 2-93801 811-4133 RiverSource Strategy Series, Inc. 2-89288 811-3956 RiverSource Tax-Exempt Series, Inc. 2-57328 811-2686 RiverSource Tax-Exempt Income Series, Inc. 2-63552 811-2901 RiverSource Tax-Exempt Money Market Series, Inc. 2-66868 811-3003 RiverSource Variable Portfolio-Income Series, Inc. 2-73113 811-3219 RiverSource Variable Portfolio-Investment Series, Inc. 2-73115 811-3218 RiverSource Variable Portfolio-Managed Series, Inc. 2-96367 811-4252 RiverSource Variable Portfolio-Managers Series, Inc 333-61346 811-10383 RiverSource Variable Portfolio-Money Market Series, Inc. 2-72584 811-3190 RiverSource Variable Portfolio-Select Series, Inc. 333-113780 811-21534 RiverSource Variable Series Trust 333-146374 811-22127
Seligman Capital Fund, Inc. 002-33566 811-01886 Seligman Cash Management Fund, Inc. 002-56805 811-02650 Seligman Common Stock Fund, Inc. 002-10835 811-00234 Seligman Communications and Information Fund, Inc. 002-80168 811-03596 Seligman Core Fixed Income Fund, Inc. 333-63546 811-10423 Seligman Frontier Fund, Inc. 002-92487 811-04078 Seligman Global Fund Series, Inc. 033-44186 811-06485 Seligman Growth Fund, Inc. 002-10836 811-00229 Seligman High Income Fund Series 002-93076 811-04103 Seligman Income and Growth Fund, Inc. 002-10837 811-00525 Seligman LaSalle Real Estate Fund Series, Inc. 333-105799 811-21365 Seligman Municipal Fund Series, Inc. 002-86008 811-03828 Seligman Municipal Series Trust 002-92569 811-04250 Seligman New Jersey Municipal Fund, Inc. 033-13401 811-05126 Seligman Pennsylvania Municipal Fund Series 033-05793 811-04666 Seligman Portfolios, Inc. 033-15253 811-05221 Seligman TargetHorizon ETF Portfolios, Inc. 333-126647 811-21788 Seligman Asset Allocation Series, Inc. 333-85111 811-09545 Seligman Value Fund Series, Inc. 333-20621 811-08031 Seligman LaSalle International Real Estate Fund, Inc. 333-141258 811-22031 Seligman Select Municipal Fund, Inc. 033-32582 811-05976 (common) 033-33727 (preferred) Tri-Continental Corporation * 811-00266 (Common, Preferred, Warrants)
* Each time additional shares are registered for Tri-Continental Corporation, the SEC assigns a new '33 Act file number. hereby constitutes and appoints Stephen R. Lewis, Jr., any other member of the Boards who is not an interested person of the investment manager, and Scott R. Plummer or any one of these persons individually as her or his attorney-in-fact and agent to file and sign for her or him in her or his name, place and stead any and all further amendments to said registration statements with all exhibits and other documents thereto pursuant to said Acts and any rules and regulations thereunder and grants them the full power and authority to do and perform each and every act required and necessary to be done in connection therewith. Dated the 8th day of January, 2009. /s/ Kathleen A. Blatz /s/ Stephen R. Lewis, Jr. - ------------------------------------- ---------------------------------------- Kathleen A. Blatz Stephen R. Lewis, Jr. /s/ Arne H. Carlson /s/ John F. Maher - ------------------------------------- ---------------------------------------- Arne H. Carlson John F. Maher /s/ Pamela G. Carlton /s/ Catherine James Paglia - ------------------------------------- ---------------------------------------- Pamela G. Carlton Catherine James Paglia /s/ Patricia M. Flynn /s/ Leroy C. Richie - ------------------------------------- ---------------------------------------- Patricia M. Flynn Leroy C. Richie /s/ Anne P. Jones /s/ Alison Taunton-Rigby - ------------------------------------- ---------------------------------------- Anne P. Jones Alison Taunton-Rigby /s/ Jeffrey Laikind /s/ William F. Truscott - ------------------------------------- ---------------------------------------- Jeffrey Laikind William F. Truscott -----END PRIVACY-ENHANCED MESSAGE-----