AMENDMENT TO THE AGREEMENT AND DECLARATION OF TRUST OF BURNHAM INVESTORS TRUST
Exhibit
(a)(3)
OF
XXXXXXX
INVESTORS TRUST
The
undersigned, being at least a majority of the Board of Trustees of Xxxxxxx
Investors Trust, a Delaware statutory trust (the “Trust”), acting pursuant to
Article IX, Section 7 of the Trust’s Agreement and Declaration of Trust dated
August 20, 1998, as amended (the “Declaration”), do hereby amend the Declaration
as follows, such amendment to become effective upon execution:
| 1. |
Effective
upon the liquidation of Xxxxxxx Money Market Fund, all references
in the
Declaration to “Xxxxxxx Money Market Fund” are hereby removed, and the
second sentence of Section 1 of Article V of the Declaration is hereby
amended to add a reference to “Xxxxxxx Financial Industries Fund” and
“Xxxxxxx Long/Short Equity Fund,” and to revise the number of Series from
five to six to read as follows:
|
“Without
limiting the authority of the Trustees to establish and designate any further
series, the Trustees hereby establish four Series which shall be designated
as
Xxxxxxx Fund, Xxxxxxx Financial Services Fund, Xxxxxxx Financial Industries
Fund, Xxxxxxx Long/Short Equity Fund, Xxxxxxx Small Cap Value Fund and Xxxxxxx
U.S. Government Money Market Fund.”
| 2. |
The
references to “business trust” are hereby amended to refer to “statutory
trust” in the following Sections and Articles of the
Declaration:
|
Section
2(a)(h) of Article I
Section
2(o) of Article II
Section
4(c) of Article IX
Section
6
of Article IX
| 3. |
Section
4 of Article IX of the Declaration is hereby amended to include the
following paragraph:
|
“(d) Merger,
Consolidation, and Sale of Assets.
Subject
to applicable Federal and state law and except as otherwise provided in Section
4(a) above, the Series or Class thereof of the Trust, other than Xxxxxxx
Financial Services Fund, Xxxxxxx Financial Industries Fund and Xxxxxxx Money
Market Fund, may merge or consolidate with any other corporation, association,
trust, or other organization or may sell, lease, or exchange all or a portion
of
the Trust property or Trust property allocated or belonging to such Series
or
Class, including its good will, upon such terms and conditions and for such
consideration when and as authorized by the Trustees without the vote or consent
of Shareholders. Such transactions may be effected through mergers,
share-for-share exchanges, transfers or sale of assets, shareholder in-kind
redemptions and purchases, exchange offers, or any other method approved by
the
Trustees.”
US1DOCS
5237572v5
Exhibit
(a)(3)
IN
WITNESS WHEREOF, the undersigned, being at least a majority of the Board of
Trustees of the Trust, have executed this instrument as of this 15th day of
August, 2005.
/s/
Xxx X. Xxxxxxx /s/
Xxxx X. XxXxxxxx
Xxx
X.
Xxxxxxx, as Trustee and not individually Xxxx
X.
XxxXxxxxx, as Trustee and not individually
/s/
Xxxxxxxx X. Xxxxxx /s/
Xxxxxx X. Xxxxxx
Xxxxxxxx
X. Xxxxxx, as Trustee and not individually Xxxxxx
X.
Xxxxxx,
as
Trustee and not individually
/s/
Xxxxx X. Xxxxxxxxxxx /s/
Xxxxxx X. Xxxxxxx
Xxxxx
X.
Xxxxxxxxxxx, as Trustee and not individually Xxxxxx
X.
Xxxxxxx,
as
Trustee and not individually
/s/
Xxxxx X. Xxxxxxxxxx /s/
Xxxxxx Xxxxx
Xxxxx
Xxxxxxxxxx, as Trustee and not individually Xxxxxx
Xxxxx,
as
Trustee and not individually
