Sub-Item 77Q1(a)
AMENDMENT NO. 5
TO AMENDED AND RESTATED
AGREEMENT AND DECLARATION OF TRUST OF
AIM FUNDS GROUP
This Amendment No. 5 (the "Amendment") to the Amended and Restated
Agreement and Declaration of Trust of AIM Funds Group (the "Trust") amends,
effective June 19, 2008, the Amended and Restated Agreement and Declaration of
Trust of the Trust dated as of September 14, 2005, as amended (the "Agreement").
Under Section 9.7 of the Agreement, this Amendment may be executed by
a duly authorized officer of the Trust.
WHEREAS, the Trust desires to amend the Agreement to reflect the
addition of Class Y Shares;
NOW, THEREFORE, the Agreement is hereby amended as follows:
1. Schedule A of the Agreement is hereby amended and restated to read in
its entirety as set forth on Exhibit 1 to this Amendment.
2. All references in the Agreement to "this Agreement" shall mean the
Agreement as amended by this Amendment.
3. Except as specifically amended by this Amendment, the Agreement is
hereby confirmed and remains in full force and effect.
IN WITNESS WHEREOF, the undersigned, a duly authorized officer of the
Trust, has executed this Amendment as of June 19, 2008.
By: /s/ Xxxx X. Xxxx
------------------------------------
Name: Xxxx X. Xxxx
Title: Senior Vice President
EXHIBIT 1
TO AMENDMENT NO. 5 TO
AMENDED AND RESTATED
AGREEMENT AND DECLARATION OF TRUST
OF AIM FUNDS GROUP
"SCHEDULE A
AIM FUNDS GROUP
PORTFOLIOS AND CLASSES THEREOF
PORTFOLIO CLASSES OF EACH PORTFOLIO
--------- -------------------------
AIM Basic Balanced Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Investor Class Shares
AIM European Small Company Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Institutional Class Shares
AIM Global Value Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Institutional Class Shares
AIM International Small Company Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Institutional Class Shares
AIM Mid Cap Basic Value Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
AIM Select Equity Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Institutional Class Shares
PORTFOLIO CLASSES OF EACH PORTFOLIO
--------- -------------------------
AIM Small Cap Equity Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares"
