Amendment No. 1 to the Investment Management Agreement
Exhibit 4(c)
Amendment No. 1 to the Investment Management Agreement
This Amendment No. 1 to the Investment Management Agreement dated as of June 1, 2011 (the “Amendment”) is entered into by and between BlackRock Mid Cap Value Opportunities Series, Inc., a Maryland corporation (the “Corporation”), on behalf of BlackRock Mid Cap Value Opportunities Fund (the “Fund”), a series of the Corporation, and BlackRock Advisors, LLC, a Delaware limited liability company (the “Advisor”).
WHEREAS, the Corporation, on behalf of the Fund, and the Advisor have entered into an Investment Management Agreement dated September 29, 2006 (the “Management Agreement”) pursuant to which the Advisor agreed to act as investment advisor to the Fund; and
WHEREAS, the Management Agreement provides that the Corporation, on behalf of the Fund, will pay to the Advisor a monthly fee in arrears at an annual rate equal to the amount set forth in Schedule A thereto; and
WHEREAS, the Management Agreement provides that the Management Agreement may be amended by the parties to the Management Agreement only if the amendment is specifically approved by a vote of the Board of Directors of the Corporation, including a majority of those Directors who are not parties to the Management Agreement or interested persons of any such party cast in person at a meeting called for the purpose of voting on such approval, and, where required by the Investment Company Act of 1940, by a vote of the majority of the outstanding voting securities of the Fund; and
WHEREAS, the Board of Directors, including a majority of those Directors who are not interested persons of the Corporation, specifically approved this Amendment at an in-person meeting held on May 11, 2011;
NOW, THEREFORE, the parties hereto, intending to be legally bound, hereby agree as follows:
| 1. | Schedule A of the Management Agreement is hereby amended as set forth on the Schedule A attached hereto with respect to the Fund. |
| 2. | Except as otherwise set forth herein, the terms and conditions of the Management Agreement shall remain in full force and effect. |
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to the Investment Management Agreement to be executed by their officers designated below as of the day and year first above written.
BLACKROCK MID CAP VALUE OPPORTUNITIES SERIES, INC.
By:__/s/ Xxxx X. Perlowski_______
Name: Xxxx X. Xxxxxxxxx
Title: President and CEO
BLACKROCK ADVISORS, LLC
By:__/s/ Xxxx X. Andrews________
Name: Xxxx X. Xxxxxxx
Title: Managing Director
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Schedule A
Investment Advisory Fee
0.65% of the average daily Net Assets of the Fund not exceeding $1 billion; 0.61% of the average daily Net Assets of the Fund exceeding $1 billion but not exceeding $3 billion; 0.59% of the average daily Net Assets of the Fund exceeding $3 billion but not exceeding $5 billion; 0.57% of the average daily Net Assets of the Fund exceeding $5 billion but not exceeding $10 billion; and 0.55% of the average daily Net Assets of the Fund exceeding $10 billion.
