CALAMOS INVESTMENT TRUST AMENDMENT NO. 4 TO THE FOURTH AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST
Exhibit (a)(5)
CALAMOS INVESTMENT TRUST
AMENDMENT NO. 4
TO
THE FOURTH AMENDED AND RESTATED AGREEMENT
AND DECLARATION OF TRUST
AMENDMENT NO. 4 to the Fourth Amended and Restated Agreement and Declaration of Trust dated as of May 15, 2012 (the “Declaration of Trust”) of Calamos Investment Trust (the “Trust”), made as of the 6th day of November, 2013.
WITNESSETH:
WHEREAS, Article VII, Section 7.3 of the Declaration of Trust provides that the Declaration of Trust may be amended at any time, so long as such amendment does not adversely affect the rights of any shareholder and so long as such amendment is not in contravention of applicable law, including the Investment Company Act of 1940, as amended, by an instrument in writing signed by an officer of the Trust pursuant to a vote of a majority of the Trustees; and
WHEREAS, Article IV, Section 4.1 of the Declaration of Trust provides that the Trustees of the Trust may establish and designate Sub-Trusts of the Trust and classes thereof; and
WHEREAS, the Trustees have previously established and designated sixteen Sub-Trusts of the Trust (the “Series”), being Calamos Convertible Fund; Calamos Growth and Income Fund; Calamos Global Growth and Income Fund; Calamos Growth Fund; Calamos Market Neutral Income Fund; Calamos High Income Fund; Calamos Value Fund, Calamos Focus Growth Fund; Calamos International Growth Fund; Calamos Global Equity Fund; Calamos Total Return Bond Fund; Calamos Evolving World Growth Fund; Calamos Discovery Growth Fund; Calamos Long/Short Fund; Calamos Dividend Growth Fund; and Calamos Mid Cap Growth Fund;
WHEREAS, on September 26, 2013, the Trustees voted unanimously to (i) designate a new Sub-Trust, Calamos Emerging Market Equity Fund and (ii) authorize the Secretary to execute and file this Amendment No. 4 to the Declaration of Trust (the “Amendment”);
NOW, THEREFORE, effective November 7, 2013, the Declaration of Trust is hereby amended as follows:
I. The first paragraph of Article IV, Section 4.2 (other than subsections (a) through (m) thereof) of the Declaration of Trust is hereby amended to read in pertinent part as follows:
“Section 4.2 Establishment and Designation of Sub-Trusts and Classes. Without limiting the authority of the Trustees set forth in Section 4.1 to establish and designate any further Sub-Trusts, the Trustees hereby establish and designate seventeen Sub-Trusts:
Calamos Focus Growth Fund
Calamos Convertible Fund
Calamos Growth and Income Fund
Calamos Global Growth and Income Fund
Calamos Growth Fund
Calamos Market Neutral Income Fund
Calamos High Income Fund
Calamos Value Fund
Calamos International Growth Fund Calamos Global Equity Fund
Calamos Total Return Bond Fund
Calamos Evolving World Growth Fund
Calamos Discovery Growth Fund
Calamos Long/Short Fund
Calamos Dividend Growth Fund
Calamos Mid Cap Growth Fund
Calamos Emerging Market Equity Fund
each of which shall have five classes of Shares, designated Class A, Class B, Class C, Class I and Class R, except for Calamos Long/Short Fund, Calamos Dividend Growth Fund, Calamos Mid Cap Growth Fund, and Calamos Emerging Market Equity Fund, each of which shall have four classes of Shares, designated Class A, Class C, Class I and Class R, or such classes as may from time to time be established and designated. The Shares of such Sub-Trusts and any Shares of any further Sub-Trust or class that may from time to time be established and designated by the Trustees shall (unless the Trustees otherwise determine with respect to some further Sub-Trust or class at the time of establishing and designating the same) have the following relative rights and preferences:”
The undersigned hereby certifies that Amendment No. 4 to the Fourth Amended and Restated Agreement and Declaration of Trust set forth above has been duly adopted in accordance with the provisions of the Declaration of Trust.
IN WITNESS WHEREOF, the undersigned has hereto set his hand as of the day and year first above written.
| By: | /s/ J. ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
| Name: | J. ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ | |
| Title: | Secretary |
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