AMENDMENT NO. 12 TO SECOND AMENDED AND RESTATED AGREEMENT AND DECLARATION OF TRUST OF AIM COUNSELOR SERIES TRUST
SUB-ITEM 77Q1(a)
AMENDMENT NO. 12
TO SECOND AMENDED AND RESTATED
AGREEMENT AND DECLARATION OF TRUST OF
AIM COUNSELOR SERIES TRUST
This Amendment No. 12 (the "Amendment") to the Second Amended and
Restated Agreement and Declaration of Trust of AIM Counselor Series Trust (the
"Trust") amends, effective February 12, 2010, the Second Amended and Restated
Agreement and Declaration of Trust of the Trust dated as of September 14, 2005,
as amended (the "Agreement").
Under Section 9.7 of the Agreement, this Amendment may be executed by
a duly authorized officer of the Trust.
WHEREAS, the Trust desires to amend the Agreement to change the name
of ▇▇▇ ▇▇▇▇▇▇ American Franchise Fund, ▇▇▇ ▇▇▇▇▇▇ Core Equity Fund, ▇▇▇ ▇▇▇▇▇▇
Equity and Income Fund, ▇▇▇ ▇▇▇▇▇▇ Equity Premium Income Fund, ▇▇▇ ▇▇▇▇▇▇ Growth
and Income Fund, ▇▇▇ ▇▇▇▇▇▇ Money Market Fund, ▇▇▇ ▇▇▇▇▇▇ Pennsylvania Tax Free
Income Fund, ▇▇▇ ▇▇▇▇▇▇ Small Cap Growth Fund and ▇▇▇ ▇▇▇▇▇▇ Tax Free Money Fund
to Invesco ▇▇▇ ▇▇▇▇▇▇ American Franchise Fund, Invesco ▇▇▇ ▇▇▇▇▇▇ Core Equity
Fund, Invesco ▇▇▇ ▇▇▇▇▇▇ Equity and Income Fund, Invesco ▇▇▇ ▇▇▇▇▇▇ Equity
Premium Income Fund, Invesco ▇▇▇ ▇▇▇▇▇▇ Growth and Income Fund, Invesco ▇▇▇
▇▇▇▇▇▇ Money Market Fund, Invesco ▇▇▇ ▇▇▇▇▇▇ Pennsylvania Tax Free Income Fund,
Invesco ▇▇▇ ▇▇▇▇▇▇ Small Cap Growth Fund and Invesco ▇▇▇ ▇▇▇▇▇▇ Tax Free Money
Fund, respectively;
NOW, THEREFORE, the Agreement is hereby amended as follows:
1. Schedule A of the Agreement is hereby amended and restated to read in
its entirety as set forth on Exhibit 1 to this Amendment.
2. All references in the Agreement to "this Agreement" shall mean the
Agreement as amended by this Amendment.
3. Except as specifically amended by this Amendment, the Agreement is
hereby confirmed and remains in full force and effect.
IN WITNESS WHEREOF, the undersigned, a duly authorized officer of the
Trust, has executed this Amendment as of February 12, 2010.
By: /s/ ▇▇▇▇ ▇. ▇▇▇▇
-----------------------------
Name: ▇▇▇▇ ▇. ▇▇▇▇
Title: Senior Vice President
EXHIBIT 1
"SCHEDULE A
AIM COUNSELOR SERIES TRUST
PORTFOLIOS AND CLASSES THEREOF
PORTFOLIO CLASSES OF EACH PORTFOLIO
---------------------------------------------------- ----------------------------
AIM Core Plus Bond Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
AIM Floating Rate Fund Class A Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
AIM Multi-Sector Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Institutional Class Shares
AIM Select Real Estate Income Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Institutional Class Shares
AIM Structured Core Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Investor Class Shares
AIM Structured Growth Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
AIM Structured Value Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Invesco Balanced Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco California Tax-Free Income Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco Dividend Growth Securities Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco Equally-Weighted S&P 500 Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Invesco Fundamental Value Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco Large Cap Relative Value Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco New York Tax-Free Income Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco S&P 500 Index Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco ▇▇▇ ▇▇▇▇▇▇ American Franchise Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco ▇▇▇ ▇▇▇▇▇▇ Core Equity Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Invesco ▇▇▇ ▇▇▇▇▇▇ Equity and Income Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Invesco ▇▇▇ ▇▇▇▇▇▇ Equity Premium Income Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco ▇▇▇ ▇▇▇▇▇▇ Growth and Income Fund Class A Shares
Class B Shares
Class C Shares
Class R Shares
Class Y Shares
Institutional Class Shares
Invesco ▇▇▇ ▇▇▇▇▇▇ Money Market Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco ▇▇▇ ▇▇▇▇▇▇ Pennsylvania Tax Free Income Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco ▇▇▇ ▇▇▇▇▇▇ Small Cap Growth Fund Class A Shares
Class B Shares
Class C Shares
Class Y Shares
Invesco ▇▇▇ ▇▇▇▇▇▇ Tax Free Money Fund Class A Shares"