AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • March 21st, 2014 • RBB Fund Inc • Maryland
Contract Type FiledMarch 21st, 2014 Company JurisdictionThis Agreement and Plan of Reorganization (“Agreement”) is made as of March 14, 2014, by and among Scotia Institutional Funds, a Delaware statutory trust (“Scotia”), on behalf of its series, Dynamic U.S. Growth Fund (the “Acquired Fund”); The RBB Fund, Inc., a Maryland corporation (“RBB”), on behalf of its series, Dynamic U.S. Growth Fund (the “Acquiring Fund” and together with the Acquired Fund, the “Funds” or individually, each a “Fund”); and Scotia Institutional Asset Management US, Ltd. (“SIAM”), a Corporation organized under the laws of the Province of Ontario. SIAM is a party to this Agreement solely for purposes of Sections 5 and 7 hereof.