Common use of Stock Certificates; Increase in Authorized Shares; Clause in Contracts

Stock Certificates; Increase in Authorized Shares;. A. The Funds agree to solicit shareholders and their intermediaries, where known, to surrender all shares issued in certificated form in exchange for shares issued in book entry form and DST agrees to provide reasonable assistance to the Funds in effectuating such solicitations and transactions, the costs of which will be borne solely by the Funds. Such solicitation shall commence as soon as reasonably practicable following the Effective Date, provided that the Funds have adequate information and preparation to commence such solicitation. B. In the event that a Fund that is a Maryland corporation increases its shares, the Fund shall provide to DST: (1) A certified copy of the articles supplementary to the Charter Document of such Fund authorizing the increase of shares, the necessary payment of any taxes due or a certification executed by an Secretary or Assistant Secretary of the Fund that no taxes are due, and deliver an appropriate instruction; and (2) Upon the request of DST, an opinion of counsel for the Fund stating: (a) The status of the additional shares of stock of the Fund under the Securities Act of 1933, as amended, and any other applicable federal or state statute; and (b) That the additional shares are, or when issued will be, validly issued, fully paid and nonassessable.