FORM OF AGREEMENT AND PLAN OF REORGANIZATION AND DISSOLUTIONForm of Agreement and Plan of Reorganization and Dissolution • December 13th, 2011 • Legg Mason Global Asset Management Trust • Maryland
THIS AGREEMENT AND PLAN OF REORGANIZATION AND DISSOLUTION (“Agreement”) is made as of , 2012, between LEGG MASON GLOBAL ASSET MANAGEMENT TRUST, a Maryland statutory trust, with its principal place of business at 100 International Drive, Baltimore, Maryland 21202 (“Trust”), on behalf of Legg Mason Capital Management Growth Trust, a segregated portfolio of assets (“series”) thereof (“New Fund”), and LEGG MASON CAPITAL MANAGEMENT GROWTH TRUST, INC., a Maryland corporation, with its principal place of business at the same address (“Old Fund”). (Each of Trust and Old Fund is sometimes referred to herein as an “Investment Company,” and each of New Fund and Old Fund is sometimes referred to herein as a “Fund.”) Notwithstanding anything to the contrary contained herein, (1) the agreements, covenants, representations, warranties, actions, and obligations of and by New Fund, and of and by Trust on its behalf, shall be the agreements, covenants, representations, warranties, actions, and obligatio
