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EXHIBIT 1(f)
FIFTH AMENDMENT
TO
AGREEMENT AND DECLARATION OF TRUST
OF
AIM FUNDS GROUP
THIS FIFTH AMENDMENT TO AGREEMENT AND DECLARATION OF TRUST OF AIM
FUNDS GROUP (the "Amendment") is entered into the 12th day of June, 1997, among
Xxxxxxx X. Xxxxx, Xxxxx X. Xxxxxxxx, Xxxx Xxxx XX, Xxxx Xxxxxx, Xxxx
Xxxxxxxxxx, Xxxxxx X. Xxxxxx, Xxxx X. Xxxxxxx, Xxxxx X. Xxxxxxx, Xxx X.
Xxxxxxxx and Xxxxx X. Xxxxx, as Trustees, and each person who became or becomes
a Shareholder in accordance with the terms set forth in that certain Agreement
and Declaration of Trust of AIM Funds Group entered into as of May 5, 1993, as
amended (the "Agreement").
WHEREAS, Section 9.7 of the Agreement authorizes the Trustees without
Shareholder vote to amend or otherwise supplement the Agreement by making an
amendment; and
WHEREAS, at a meeting duly called and held on the 12th day of June,
1997, the Trustees have resolved to amend the Agreement as hereinafter set
forth.
NOW, THEREFORE, the Trustees hereby amend the Agreement as herein set
forth below:
1. Capitalized terms not specifically defined in this Amendment shall
have the meanings ascribed to them in the Agreement.
2. Section 2.3, as amended, is hereby further amended to read in full
as follows:
"Section 2.3. Establishment of Portfolios and Classes. The Trust shall
be divided into nine Portfolios, the AIM Balanced Fund, the AIM Global
Utilities Fund, the AIM Growth Fund, the AIM High Yield Fund, the AIM Income
Fund, the AIM Intermediate Government Fund, the AIM Money Market Fund, the AIM
Municipal Bond Fund, and the AIM Value Fund. With the exception of the AIM
Money Market Fund, all of the eight other Portfolios shall have three Classes,
the Class A Shares, the Class B Shares, and the Class C Shares. The AIM Money
Market Fund shall have four Classes, the Class A Shares, the Class B Shares,
the Class C Shares, and the AIM Cash Reserve Shares. The above Portfolios and
their respective Classes as set forth in this Section 2.3 are collectively
referred to as the "Portfolios." The establishment and designation of any other
Portfolio or Class thereof, or, subject to Section 6.1 hereof, any change to
the Portfolios, shall be effective upon the adoption by a majority of the then
Trustees of a resolution which sets forth such establishment, designation or
change."
The foregoing shall not be construed to amend or replace Sections
2.3.1 and 2.3.2 of the Agreement.
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3. New Section 9.9 is hereby added to read in full as follows:
"Section 9.9. Shareholders' Right to Inspect Shareholder List. One or
more persons who together and for at least six months have been Shareholders of
at least five percent (5%) of the outstanding Shares of any Class may present
to any officer or resident agent of the Trust a written request for a list of
its Shareholders. Within twenty (20) days after such request is made, the Trust
shall prepare and have available on file at its principal office a list
verified under oath by one of its officers or its transfer agent or registrar
which sets forth the name and address of each Shareholder and the number of
Shares of each Class which the Shareholder holds. The rights provided for
herein shall not extend to any person who is a beneficial owner but not also a
record owner of Shares of the Trust."
4. With the exception of the amendments in the preceding paragraphs 2
and 3 of this Amendment, the Agreement shall in all other respects remain in
full force and effect.
5. This Amendment may be executed in any number of counterparts and by
different parties hereto in separate counterparts, each of which when so
executed shall be deemed to be an original and all of which taken together
shall constitute one and the same Amendment.
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IN WITNESS WHEREOF, the undersigned, being all of the Trustees of the
Trust, have executed this Fifth Amendment to Agreement and Declaration of Trust
of AIM Funds Group as of the day first above written.
/s/ XXXXXXX X. XXXXX /s/ XXXXX X. XXXXXXXX
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Xxxxxxx X. Xxxxx, Trustee Xxxxx X. Xxxxxxxx, Trustee
/s/ XXXX XXXX XX /s/ XXXX XXXXXX
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Xxxx Xxxx XX, Trustee Xxxx Xxxxxx, Trustee
/s/ XXXX XXXXXXXXXX /s/ XXXXXX X. XXXXXX
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Xxxx Xxxxxxxxxx, Trustee Xxxxxx X. Xxxxxx, Trustee
/s/ XXXX X. XXXXXXX /s/ XXXXX X. XXXXXXX
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Xxxx X. Xxxxxxx, Trustee Xxxxx X. Xxxxxxx, Trustee
/s/ XXX X. XXXXXXXX /s/ XXXXX X. XXXXX
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Xxx X. Xxxxxxxx, Trustee Xxxxx X. Xxxxx, Trustee
[THIS IS THE SIGNATURE PAGE FOR
THE FIFTH AMENDMENT TO AGREEMENT AND DECLARATION OF TRUST
OF AIM FUNDS GROUP]