SUB-ITEM 77Q1(a)
AMENDMENT NO. 6
TO
AGREEMENT AND DECLARATION OF TRUST
OF
AIM INVESTMENT FUNDS
This Amendment No. 6 to the Agreement and Declaration of Trust of AIM
Investment Funds (this "Amendment") amends, effective as of May 24, 2000, the
Agreement and Declaration of Trust of AIM Investment Funds dated as of May 7,
1998, as amended (the "Agreement").
Under Section 9.7 of the Agreement, this Amendment may be executed by
a majority of the Trustees of the Trust.
NOW, THEREFORE, the Agreement is hereby amended as follows:
1. Unless defined herein, each capitalized term used in this
Amendment shall have the meaning given it in the Agreement.
2. A new Section 1.2(g) is hereby added to the Agreement to read
in full as follows:
"(g) `fund complex' has the meaning specified in Regulation
14A under the Securities Exchange Act of 1934, as
amended from time to time;"
With the addition of new Section 1.2(g) above, existing
Sections 1.2(g) through 1.2(o) are hereby renumbered as Sections 1.2(h) through
1.2(p), respectively.
3. The first sentence of Section 4.3 is hereby amended and restated
in its entirety to read as follows:
"The Trustees shall act by majority vote of those present at
a meeting duly called (including a meeting by telephonic or
other electronic means, unless the 1940 Act requires that a
particular action be taken only at a meeting of the Trustees
in person) at which a quorum is present, or by written
consent of at least seventy-five percent (75%) of the
Trustees without a meeting, provided that the writing or
writings are filed with the minutes of proceedings of the
Board of Trustees."
4. A new Section 4.7 is hereby added to the Agreement to read in
its entirety as follows:
"Section 4.7. Independent or Disinterested Trustee. A Trustee
who is not an interested person of the Trust shall be deemed
to be independent and disinterested under the Delaware Act
and other applicable Delaware law when making any
determinations or taking any action as a Trustee. Service by
a person as a trustee
or a director of one or more trusts, corporations or other
entities of a fund complex shall not be considered in
determining whether a trustee is independent or disinterested
under the Delaware Act and other applicable Delaware law."
5. All references in the Agreement to "this Agreement" shall mean
the Agreement (including all prior amendments thereto) as amended by this
Amendment.
6. Except as specifically amended by this Amendment, the Agreement
(including all prior amendments thereto) is hereby confirmed and remains in
full force and effect.
IN WITNESS WHEREOF, the undersigned Trustees of the Trust have
executed this Amendment as of May 24, 2000.
/s/ C. Xxxxx Xxxxxxxx /s/ Xxxxx X. Xxxxxx
------------------------------- --------------------------------
C. Xxxxx Xxxxxxxx, Trustee Xxxxx X. Xxxxxx, Trustee
/s/ Xxxxxx X. Xxxxxx /s/ Xxxx X. Xxxxxxx
------------------------------- --------------------------------
Xxxxxx X. Xxxxxx, Trustee Xxxx X. Xxxxxxx, Trustee
