As filed with the United States Securities and Exchange
Commission on July 25, 2007
1933 Act Registration No. 33-66242
1940 Act Registration No. 811-7890
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. ____
Post-Effective Amendment No. 23 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. 24 [X]
(Check appropriate box or boxes.)
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AIM TAX-EXEMPT FUNDS
(Exact Name of Registrant as Specified in Charter)
11 Greenway Plaza, Suite 100, Houston, TX 77046
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code (713) 626-1919
John M. Zerr, Esquire
11 Greenway Plaza, Suite 100, Houston, TX 77046
(Name and Address of Agent for Service)
Copy to:
Stephen R. Rimes, Esquire Martha J. Hays, Esquire A I M Advisors, Inc. Ballard Spahr Andrews & Ingersoll, LLP 11 Greenway Plaza, Suite 100 1735 Market Street, 51st Floor Houston, Texas 77046 Philadelphia, Pennsylvania 19103-7599 Approximate Date of Proposed Public As soon as practicable after the Offering: effective date of this Amendment |
It is proposed that this filing will become effective (check appropriate box)
[ ] immediately upon filing pursuant to paragraph (b)
[X] on July 31, 2007 pursuant to paragraph (b)
[ ] 60 days after filing pursuant to paragraph (a)(1)
[ ] on (date) pursuant to paragraph (a)(1)
[ ] 75 days after filing pursuant to paragraph (a)(2)
[ ] on (date) pursuant to paragraph (a)(2) of Rule 485.
If appropriate, check the following box:
[ ] This post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
AIM HIGH INCOME MUNICIPAL FUND
PROSPECTUS
JULY 31, 2007
AIM High Income Municipal Fund's investment objective is to achieve a high level of current income that is exempt from federal income taxes.
This prospectus contains important information about the Class A, B and C shares of the fund. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
An investment in the fund:
- is not FDIC insured;
- may lose value; and
- is not guaranteed by a bank.
As of the close of business on May 31, 2007, the fund limited public sales of its shares to certain investors.
RISK/RETURN SUMMARY 1 ------------------------------------------------------ PERFORMANCE INFORMATION 2 ------------------------------------------------------ Annual Total Returns 2 Performance Table 2 FEE TABLE AND EXPENSE EXAMPLE 3 ------------------------------------------------------ Fee Table 3 Expense Example 3 HYPOTHETICAL INVESTMENT AND EXPENSE INFORMATION 4 ------------------------------------------------------ INVESTMENT OBJECTIVE, STRATEGIES AND RISKS 5 ------------------------------------------------------ Objective and Strategies 5 Risks 6 DISCLOSURE OF PORTFOLIO HOLDINGS 7 ------------------------------------------------------ FUND MANAGEMENT 7 ------------------------------------------------------ The Advisor 7 Advisor Compensation 7 Portfolio Manager(s) 7 OTHER INFORMATION 8 ------------------------------------------------------ Sales Charges 8 Dividends and Distributions 8 Special Tax Information Regarding the Fund 8 Limited Fund Offering 8 FINANCIAL HIGHLIGHTS 9 ------------------------------------------------------ GENERAL INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Share Class Eligibility A-1 Distribution and Service (12b-1) Fees A-2 Initial Sales Charges (Class A Shares Only) A-2 Contingent Deferred Sales Charges (CDSCs) A-4 Redemption Fees A-5 Purchasing Shares A-6 Redeeming Shares A-8 Exchanging Shares A-9 Rights Reserved by the Funds A-11 Pricing of Shares A-11 Taxes A-12 Payments to Financial Advisors A-13 Excessive Short-Term Trading Activity (Market Timing) Disclosures A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investments, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA, Invest with DISCIPLINE, The AIM College Savings Plan, AIM Solo 401(k), AIM Investments and Design and Your goals. Our solutions. are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design and myaim.com are service marks of A I M Management Group Inc. AIM Trimark is a registered service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
INVESTMENT OBJECTIVE
The fund's investment objective is to achieve a high level of current income that is exempt from federal income taxes.
PRIMARY INVESTMENT STRATEGIES
The fund will invest, normally, at least 80% of its assets in municipal debt securities that (1) pay interest which is excluded from gross income for federal income tax purposes, and (2) do not produce income that will be considered to be an item of preference for purposes of the alternative minimum tax.
The fund invests, normally, at least 80% of its assets in municipal debt securities that are rated BBB/Baa or lower by Standard & Poor's Ratings Services, Moody's Investors Service, Inc., or any other nationally recognized statistical rating organization (NRSRO), or are deemed by the portfolio managers to be of comparable quality to such rated securities. The fund may invest all of its assets in debt securities that are rated BB/Ba or lower by an NRSRO, or are determined by the portfolio managers to be of comparable quality to such rated securities. It may also invest up to 10% of its assets in defaulted securities. Securities rated BB/Ba or lower are below investment grade quality and are commonly known as "junk bonds". The portfolio managers seek to maintain an average credit quality of BB/Ba on the fund's portfolio.
In selecting securities for the fund's portfolio, the portfolio managers focus on municipal securities they believe have favorable prospects for high current income.
Please see "Investment Objective, Strategies and Risks" for additional information regarding the fund's investment strategies.
PRINCIPAL RISKS
Among the principal risks of investing in the fund, which could adversely affect its net asset value, yield and total return are:
Market Risk High Yield Risk Concentration Risk Management Risk Interest Rate Risk Reinvestment Risk Defaulted Securities Risk Credit Risk Municipal Securities Risk Synthetic Municipal Securities Risk |
Please see "Investment Objective, Strategies and Risks" for a description of these risks.
There is a risk that you could lose all or a portion of your investment in the fund and that the income you may receive from your investment may vary. The value of your investment in the fund will rise and fall with the prices of the securities in which the fund invests. An investment in the fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance (before and after taxes) is not necessarily an indication of its future performance.
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower.
ANNUAL
YEAR ENDED TOTAL
DECEMBER 31 RETURNS
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1999................................................................... -7.62%
2000................................................................... 3.78%
2001................................................................... 6.87%
2002................................................................... 7.22%
2003................................................................... 5.84%
2004................................................................... 7.55%
2005................................................................... 7.91%
2006................................................................... 7.49%
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The fund's Class A shares' year-to-date total return as of June 30, 2007 was 1.22%.
During the periods shown in the bar chart, the highest quarterly return was 3.75% (quarter ended June 30, 2005) and the lowest quarterly return was -4.91% (quarter ended December 31, 1999).
PERFORMANCE TABLE
The following performance table compares the fund's performance to that of a broad-based securities market index and a peer group index. The fund's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The fund is not managed to track the performance of any particular index, including the indices shown below, and consequently, the performance of the fund may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS
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SINCE INCEPTION
(for the periods ended December 31, 2006) 1 YEAR 5 YEARS INCEPTION DATE
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Class A 01/02/98
Return Before Taxes 2.35% 6.16% 4.36%
Return After Taxes on Distributions 2.35 6.16 4.36
Return After Taxes on Distributions and Sale of Fund Shares 3.22 6.09 4.49
Class B 01/02/98
Return Before Taxes 1.69 6.10 4.20
Class C 01/02/98
Return Before Taxes 5.58 6.39 4.12
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Lehman Brothers Municipal Bond Index(1) 4.84 5.53 5.38 12/31/97(3)
Lipper High Yield Municipal Debt Funds Index(1,2) 7.71 6.56 4.82 12/31/97(3)
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After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold their fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts. After-tax returns are shown for Class A only and after-tax returns for Class B and C will vary.
(1) The Lehman Brothers Municipal Bond Index covers municipal bonds with a minimum credit rating of Baa, an outstanding par value of at least $5 million and issued as a part of a transaction of at least $50 million USD. The bonds must have been issued after December 31, 1990, and have a remaining maturity of at least one year. In addition, the Lipper High Yield Municipal Debt Funds Index (which may or may not include the fund) is included for comparison to a peer group.
(2) The Lipper High Yield Municipal Debt Funds Index is an equally weighted representation of the largest funds in the Lipper High Yield Municipal Debt Funds category. These funds invest at least 50% of their assets in lower rated municipal debt issues.
(3) The average annual total return given is since the month-end closest to the inception date of the class with the longest performance history.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold shares of the fund.
SHAREHOLDER FEES ------------------------------------------------------------------------------- (fees paid directly from your investment) CLASS A CLASS B CLASS C ------------------------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 4.75% None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None(1) 5.00% 1.00% ------------------------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(2) -------------------------------------------------------------------------------- (expenses that are deducted from fund assets) CLASS A CLASS B CLASS C -------------------------------------------------------------------------------- Management Fees 0.60% 0.60% 0.60% Distribution and/or Service (12b-1) Fees 0.25 1.00 1.00 Other Expenses 0.16 0.16 0.16 Acquired Fund Fees and Expenses None None None Total Annual Fund Operating Expenses(3) 1.01 1.76 1.76 -------------------------------------------------------------------------------- |
(1) A contingent deferred sales charge may apply in some cases. See "General Information--Contingent Deferred Sales Charges (CDSCs)."
(2) There is no guarantee that actual expenses will be the same as those shown in the table.
(3) Effective April 1, 2007, the fund's investment advisor voluntarily agreed to waive advisory fees and/or reimburse expenses to the extent necessary to limit Total Annual Fund Operating Expenses (excluding certain items discussed below) of Class A, Class B and Class C shares to 0.70%, 1.45% and 1.45% of average daily net assets, respectively. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the Net Annual Fund Operating Expenses to exceed the numbers reflected above: (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary items; (v) expenses related to a merger or reorganization, as approved by the fund's Board of Trustees; and (vi) expenses that the fund has incurred but did not actually pay because of an expense offset arrangement. Currently, in addition to the expense reimbursement arrangement with INVESCO PLC, the expense offset arrangements from which the fund may benefit are in the form of credits that the fund receives from banks where the fund or its transfer agent has deposit accounts in which it holds uninvested cash. Those credits are used to pay certain expenses incurred by the fund. Voluntary fee waivers or reimbursements may be modified or discontinued at any time upon consultation with the Board of Trustees without further notice to investors.
If a financial institution is managing your account you may also be charged
a transaction or other fee by such financial institution.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more
than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the costs of investing in different
classes of the fund with the cost of investing in other mutual funds.
The expense example assumes you:
(i) invest $10,000 in the fund for the time periods indicated;
(ii) redeem all of your shares at the end of the periods indicated;
(iii)earn a 5% return on your investment before operating expenses each year;
(iv) incur the same amount in operating expenses each year (after giving effect to any applicable contractual fee waivers and/or expense reimbursements); and,
(v) incur the applicable initial sales charges (see "General Information--Choosing a Share Class" section of this prospectus for applicability of initial sales charge).
To the extent fees are waived and/or expenses are reimbursed voluntarily, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS
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Class A $573 $781 $1,006 $1,653
Class B $679 $854 $1,154 $1,875(1)
Class C $279 $554 $ 954 $2,073
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You would pay the following expenses if you did not redeem your shares:
1 YEAR 3 YEARS 5 YEARS 10 YEARS
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Class A $573 $781 $1,006 $1,653
Class B $179 $554 $ 954 $1,875(1)
Class C $179 $554 $ 954 $2,073
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(1) Assumes conversion of Class B shares to Class A shares, which occurs on or about the end of the month which is at least 8 years after the date on which shares were purchased, lowering your annual fund operating expenses from that time on.
The settlement agreement between A I M Advisors, Inc. and certain of its affiliates and the New York Attorney General requires A I M Advisors, Inc. and certain of its affiliates to provide certain hypothetical information regarding investment and expense information. The chart below is intended to reflect the annual and cumulative impact of the fund's expenses, including investment advisory fees and other fund costs, on the fund's return over a 10-year period. The example reflects the following:
- You invest $10,000 in the fund and hold it for the entire 10 year period;
- Your investment has a 5% return before expenses each year;
- Hypotheticals both with and without any applicable initial sales charge applied (see "General Information--Choosing a Share Class" section of this prospectus for applicability of initial sales charge); and
- There is no sales charge on reinvested dividends.
There is no assurance that the annual expense ratio will be the expense ratio for the fund classes for any of the years shown. To the extent that A I M Advisors, Inc. and certain of its affiliates make any fee waivers and/or expense reimbursements pursuant to a voluntary arrangement, your actual expenses may be less. This is only a hypothetical presentation made to illustrate what expenses and returns would be under the above scenarios, your actual returns and expenses are likely to differ (higher or lower) from those shown below.
CLASS A INCLUDES MAXIMUM SALES CHARGE YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 --------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 1.01% 1.01% 1.01% 1.01% 1.01% Cumulative Return Before Expenses 5.00% 10.25% 15.76% 21.55% 27.63% Cumulative Return After Expenses (0.95%) 3.00% 7.11% 11.39% 15.83% End of Year Balance $9,905.05 $10,300.26 $10,711.24 $11,138.62 $11,583.05 Estimated Annual Expenses $ 573.12 $ 102.04 $ 106.11 $ 110.34 $ 114.74 --------------------------------------------------------------------------------------------- CLASS A INCLUDES MAXIMUM SALES CHARGE YEAR 6 YEAR 7 YEAR 8 YEAR 9 YEAR 10 Annual Expense Ratio(1) 1.01% 1.01% 1.01% 1.01% 1.01% Cumulative Return Before Expenses 34.01% 40.71% 47.75% 55.13% 62.89% Cumulative Return After Expenses 20.45% 25.26% 30.26% 35.45% 40.86% End of Year Balance $12,045.21 $12,525.82 $13,025.60 $13,545.32 $14,085.78 Estimated Annual Expenses $ 119.32 $ 124.08 $ 129.03 $ 134.18 $ 139.54 --------------------------------------------------------------------------------------------- |
CLASS A WITHOUT MAXIMUM SALES CHARGE YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 --------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 1.01% 1.01% 1.01% 1.01% 1.01% Cumulative Return Before Expenses 5.00% 10.25% 15.76% 21.55% 27.63% Cumulative Return After Expenses 3.99% 8.14% 12.45% 16.94% 21.61% End of Year Balance $10,399.00 $10,813.92 $11,245.40 $11,694.09 $12,160.68 Estimated Annual Expenses $ 103.01 $ 107.13 $ 111.40 $ 115.84 $ 120.47 --------------------------------------------------------------------------------------------- CLASS A WITHOUT MAXIMUM SALES CHARGE YEAR 6 YEAR 7 YEAR 8 YEAR 9 YEAR 10 --------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 1.01% 1.01% 1.01% 1.01% 1.01% Cumulative Return Before Expenses 34.01% 40.71% 47.75% 55.13% 62.89% Cumulative Return After Expenses 26.46% 31.50% 36.75% 42.21% 47.88% End of Year Balance $12,645.89 $13,150.46 $13,675.17 $14,220.81 $14,788.22 Estimated Annual Expenses $ 125.27 $ 130.27 $ 135.47 $ 140.87 $ 146.50 --------------------------------------------------------------------------------------------- |
CLASS B(2) YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 --------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 1.76% 1.76% 1.76% 1.76% 1.76% Cumulative Return Before Expenses 5.00% 10.25% 15.76% 21.55% 27.63% Cumulative Return After Expenses 3.24% 6.58% 10.04% 13.60% 17.28% End of Year Balance $10,324.00 $10,658.50 $11,003.83 $11,360.36 $11,728.43 Estimated Annual Expenses $ 178.85 $ 184.65 $ 190.63 $ 196.80 $ 203.18 --------------------------------------------------------------------------------------------- CLASS B(2) YEAR 6 YEAR 7 YEAR 8 YEAR 9 YEAR 10 --------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 1.76% 1.76% 1.76% 1.01% 1.01% Cumulative Return Before Expenses 34.01% 40.71% 47.75% 55.13% 62.89% Cumulative Return After Expenses 21.08% 25.01% 29.06% 34.21% 39.56% End of Year Balance $12,108.43 $12,500.75 $12,905.77 $13,420.71 $13,956.20 Estimated Annual Expenses $ 209.76 $ 216.56 $ 223.58 $ 132.95 $ 138.25 --------------------------------------------------------------------------------------------- |
CLASS C(2) YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 --------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 1.76% 1.76% 1.76% 1.76% 1.76% Cumulative Return Before Expenses 5.00% 10.25% 15.76% 21.55% 27.63% Cumulative Return After Expenses 3.24% 6.58% 10.04% 13.60% 17.28% End of Year Balance $10,324.00 $10,658.50 $11,003.83 $11,360.36 $11,728.43 Estimated Annual Expenses $ 178.85 $ 184.65 $ 190.63 $ 196.80 $ 203.18 --------------------------------------------------------------------------------------------- CLASS C(2) YEAR 6 YEAR 7 YEAR 8 YEAR 9 YEAR 10 --------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 1.76% 1.76% 1.76% 1.76% 1.76% Cumulative Return Before Expenses 34.01% 40.71% 47.75% 55.13% 62.89% Cumulative Return After Expenses 21.08% 25.01% 29.06% 33.24% 37.56% End of Year Balance $12,108.43 $12,500.75 $12,905.77 $13,323.92 $13,755.61 Estimated Annual Expenses $ 209.76 $ 216.56 $ 223.58 $ 230.82 $ 238.30 --------------------------------------------------------------------------------------------- |
(1) Your actual expenses may be higher or lower than those shown.
(2) The hypothetical assumes you hold your investment for a full 10 years.
Therefore, any applicable deferred sales charge that might apply in years
one through six for Class B and year one for Class C, have not been
deducted.
OBJECTIVE AND STRATEGIES
The fund's investment objective is to achieve a high level of current income
that is exempt from federal income taxes. The fund's investment objective may be
changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its investment objective by investing, normally, at
least 80% of its assets in municipal debt securities that (1) pay interest which
is excluded from gross income for federal income tax purposes, and (2) do not
produce income that will be considered to be an item of preference for purposes
of the alternative minimum tax. The fund may invest up to 20% of its total
assets in taxable securities.
The principal type of municipal debt securities purchased by the fund are
municipal bonds, which include revenue bonds and general obligation bonds.
Municipal debt securities include debt obligations of states, territories
and possessions of the United States and the District of Columbia and their
political subdivisions, agencies, and instrumentalities, authorities thereof,
and multi-state agencies, issued to obtain funds for various public purposes.
Synthetic municipal securities, which include variable rate instruments that are
created when fixed rate bonds are coupled with a third party tender feature and
variable tender fees are treated as municipal debt securities. Other securities
held by the fund may be structured with demand features which have the effect of
shortening the security's maturity.
The fund invests, normally, at least 80% of its assets in municipal debt securities that are rated BBB/Baa or lower by Standard & Poor's Ratings Services, Moody's Investors Service, Inc., or any other nationally recognized statistical rating organization (NRSRO), or are deemed by the portfolio managers to be of comparable quality to such rated securities. The fund may invest all of its assets in debt securities that are rated BB/Ba or lower by an NRSRO, or are determined by the portfolio managers to be of comparable quality to such rated securities. It may also invest up to 10% of its assets in defaulted securities. Securities rated BB/Ba or lower are below investment grade quality and are commonly known as "junk bonds". The portfolio managers seek to maintain an average credit quality of BB/Ba on the fund's portfolio.
The fund may invest 25% or more of its assets in municipal securities issued
by entities having similar characteristics, such as (a) securities the issuers
of which are located in the same geographic area or securities where issuers'
interest obligations are paid from revenues of similar projects, or (b)
industrial development revenue bonds, including pollution control revenue bonds,
housing finance agency bonds or hospital bonds. The fund may not, however,
invest 25% or more of its total assets in industrial development revenue bonds,
including pollution control revenue bonds, issued for companies in the same
industry. The fund may, but does not currently intend to, invest 25% or more of
its total assets in securities whose issuers are located in any of the following
states: Arizona, California, Colorado, Connecticut, Florida, Illinois, Michigan,
Massachusetts, New Hampshire, New Jersey, New York, Ohio, Pennsylvania and
Texas.
The fund's investments in the types of securities described in this
prospectus vary from time to time, and, at any time, the fund may not be
invested in all types of securities described in this prospectus. Any percentage
limitations with respect to assets of the fund are applied at the time of
purchase.
The portfolio managers generally take a buy and hold approach while focusing on municipal securities they believe have favorable prospects for high current income. Many of the municipal securities in which the fund invests, such as revenue bonds, are typically issued by a public authority and the proceeds from such securities are used to build or renovate a specific project, such as an airport, a toll road, water and sewer works, hospitals or housing. The proceeds from the project--such as rents, tolls or user fees--are used to pay interest and principal on the municipal securities. Another type of municipal security in which the fund invests in are general obligation bonds. These bonds are repaid from a municipality's general revenues and are generally backed by the full faith and credit of the municipal issuer.
In selecting securities for the fund's portfolio, the portfolio managers
initially focus on experienced project managers, as well as projects that the
portfolio managers believe make good economic and business sense. Prior to
investing in a municipal security, the portfolio managers and/or fund analysts
generally: (i) review the industry and project financial statements, (ii)
perform site visits to talk with management about the project and facility,
(iii) review independent appraisals of the project, (iv) review environmental
and feasibility studies on the project, and (v) conduct cash flow analysis.
Before purchasing a municipal security upon its initial issuance, the portfolio
managers or analysts may negotiate key terms, such as calls and loan covenants,
credit basis, and a fair price (coupon) for the municipal security. Following an
investment in a municipal security, the portfolio managers or analysts normally
maintain phone contact with project managers, make periodic site visits to
determine it the project is likely to reach its goals, and review monthly and
quarterly statements.
The portfolio managers consider selling a security: (i) if the issuer's credit quality declines, (ii) if the outlook for a project undergoes a negative change, (iii) to shorten or lengthen the fund's duration (a measure of the fund's price sensitivity to changes in interest rates), (iv) as a result of interest rate changes, or (v) to limit exposure to a sector or issuer.
The fund typically maintains a portion of its assets in cash, cash equivalents, high quality debt instruments, and/or money market funds advised by the fund's advisor. Depending upon the then-current investment environment, holding a relatively larger percentage of portfolio assets in such instruments may either assist or hinder the fund's relative performance and its ability to achieve its investment objective. The fund holds cash to handle its daily cash needs, which include payment of fund expenses, redemption requests and securities transactions. In order to respond to adverse market, economic or other conditions, the fund may assume a temporary defensive position and invest a relatively larger percentage of the fund's portfolio assets in cash, cash equivalents or high quality debt instruments.
RISKS
The principal risks of investing in the fund are:
- Market Risk--The prices of and the income generated by securities held by the fund may decline in response to certain events, including those directly involving the issuers, or in the case of industrial development revenue bonds, the company for whose benefit the bonds are being issued; general economic and market conditions; regional or global economic instability; and interest rate fluctuations.
- Interest Rate Risk--Interest rate risk refers to the risk that bond prices generally fall as interest rates rise; conversely, bond prices generally rise as interest rates fall. Specific bonds differ in their sensitivity to changes in interest rates depending on specific characteristics of each bond.
- Credit Risk--Credit risk is the risk of loss on an investment due to the deterioration of an issuer's financial health. Such a deterioration of financial health may result in a reduction of the credit rating of the issuer's securities and may lead to the issuer's inability to honor its contractual obligations including making timely payment of interest and principal. Credit ratings are a measure of credit quality. Although a downgrade or upgrade of a bond's credit ratings may or may not affect its price, a decline in credit quality may make bonds less attractive, thereby driving up the yield on the bond and driving down the price. Declines in credit quality may result in bankruptcy for the issuer and permanent loss of investment. Revenue bonds are generally not backed by the taxing power of the issuing municipality and therefore are subject to a higher degree of credit risk than general obligation bonds.
- High Yield Risk--High yield risk is a form of credit risk. High yield bonds or "junk bonds" are bonds rated below investment grade or deemed to be of comparable quality. They are considered to be speculative investments with greater risk of failure to make timely payment of interest and principal (to default on their contractual obligations) than their investment grade counterparts. High yield bonds may exhibit increased price sensitivity and reduced liquidity generally and particularly during times economic downturn or volatility in the capital markets.
- Reinvestment Risk--Reinvestment risk is the risk that a bond's cash flows (coupon income and principal repayment) will be reinvested at an interest rate below that on the original bond. If interest rates decline, the underlying bond may rise in value, but the cash flows received from that bond may have to be invested at a lower interest rate.
- Municipal Securities Risk--The value of, payment of interest and repayment of principal with respect to, and the ability of the fund to sell, a municipal security may be affected by constitutional amendments, legislative enactments, executive orders, administrative regulations and voter initiatives as well as the economics of the regions in which the issuers in which the fund invests are located. Municipal securities backed by current or anticipated revenues from a specific project or assets, such as revenue bonds, can be negatively affected by the discontinuance of the taxation supporting the project or assets or the inability to collect revenues for the project or from the assets. If the Internal Revenue Service determines that an issuer of a municipal security has not complied with applicable tax requirements, interest from the security could be treated as taxable, which could result in a decline in the security's value. To the extent that a municipal security in which the fund invests is not heavily followed by the investment community or such security issue is relatively small, the security may be difficult to value or sell at a fair price.
- Concentration Risk--Because many municipal securities are issued to finance similar projects, especially those relating to education, health care, transportation and utilities, conditions in those sectors can affect the overall municipal securities market and the fund. Moreover, sizeable investments in securities issued to finance similar projects could involve an increased risk to the fund if economic or other factors adversely affect the viability of these projects.
- Defaulted Securities Risk--The fund may invest in securities where the issuer has defaulted on the payment of interest and/or principal. Defaulted securities are speculative and involve substantial risks. Generally, the fund will invest in defaulted securities when the portfolio managers believe they offer significant potential for higher returns or can be exchanged for other securities that offer this potential. There can be no assurance that the fund will achieve these returns or that the issuer will make an exchange offer. The fund will generally not receive interest payments on defaulted securities and may incur costs to protect its investment. In addition, defaulted securities involve the substantial risk that principal will not be repaid. Defaulted securities and any securities received in an exchange for such securities may be subject to restrictions on resale.
- Synthetic Municipal Securities Risk--The tax-exempt character of the interest paid on synthetic municipal securities is based on the tax-exempt income stream from the collateral. The Internal Revenue Service has not ruled on this issue and could deem income derived from synthetic municipal securities to be taxable.
- Management Risk--There is no guarantee that the investment techniques and risk analyses used by the fund's portfolio manager(s) will produce the desired results.
The fund's portfolio holdings are disclosed on a regular basis in its semi-annual and annual reports to shareholders, and on Form N-Q, which is filed with the Securities and Exchange Commission (SEC) within 60 days of the fund's first and third fiscal quarter-ends. In addition, portfolio holdings information for the fund is available at http://www.aiminvestments.com. To reach this information, access the fund's overview page on the website. Links to the following fund information are located in the upper right side of this website page:
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APPROXIMATE DATE OF INFORMATION REMAINS
INFORMATION WEBSITE POSTING POSTED ON WEBSITE
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Top ten holdings as of month-end 15 days after month-end Until posting of the following month's top
ten holdings
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Complete portfolio holdings as of 30 days after calendar quarter-end For one year
calendar quarter-end
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A description of the fund's policies and procedures with respect to the disclosure of the fund's portfolio holdings is available in the fund's Statement of Additional Information, which is available at http://www.aiminvestments.com.
THE ADVISOR
A I M Advisors, Inc. (the advisor or AIM) serves as the fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the fund's operations and provides investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 225 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended March 31, 2007, the advisor received compensation of 0.25% of average daily net assets.
A discussion regarding the basis for the Board of Trustees' approval of the investment advisory agreement of the fund is available in the fund's most recent report to shareholders for the six-month period ended September 30.
PORTFOLIO MANAGER(S)
The following individuals are jointly and primarily responsible for the day-to-day management of the fund's portfolio:
- Franklin Ruben (lead manager), Senior Portfolio Manager, who has been responsible for the fund since 1998 and has been associated with the advisor and/or its affiliates since 1997. As lead manager, Mr. Ruben generally has final authority over all aspects of the fund's investment portfolio, including but not limited to, purchases and sales of individual securities, portfolio construction techniques, portfolio risk assessment, and the management of daily cash flows in accordance with portfolio holdings. The degree to which Mr. Ruben may perform these functions, and the nature of these functions, may change from time to time.
- Gerard M. Pollard, Portfolio Manager, who has been responsible for the fund since 2007 and has been associated with the advisor and/or its affiliates since 1998.
Mr. Pollard and Mr. Ruben are dual employees of AIM and INVESCO Institutional (N.A.), Inc.
They are assisted by the advisor's Municipal Bond Team, which is comprised of portfolio managers and research analysts. Team members provide research support and make securities recommendations with respect to the fund's portfolio, but do not have day-to-day management responsibilities with respect to the fund's portfolio. Members of the team may change from time to time. More information on the portfolio manager(s) and the team, including biographies of members of the team, may be found on the advisor's website http://www.aiminvestments.com. The website is not a part of this prospectus.
The fund's Statement of Additional Information provides additional information about the portfolio managers' investments in the fund, a description of their compensation structure, and information regarding other accounts they manage.
SALES CHARGES
Purchases of Class A shares of AIM High Income Municipal Fund are subject to the maximum 4.75% initial sales charge as listed under the heading "CATEGORY II Initial Sales Charges" in the "General Information--Initial Sales Charges (Class A Shares Only)" section of this prospectus. Certain purchases of Class A shares at net asset value may be subject to a contingent deferred sales charge. Purchases of Class B and Class C shares are subject to a contingent deferred sales charge. For more information on contingent deferred sales charges, see "General Information--Contingent Deferred Sales Charges (CDSCs)" section of this prospectus.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist primarily of income.
DIVIDENDS
The fund generally declares dividends on each business day and pays dividends, if any, monthly.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
SPECIAL TAX INFORMATION REGARDING THE FUND
In addition to the general tax information set forth under the heading "General Information--Taxes" in this prospectus, the following information describes the tax impact of certain dividends you may receive from the fund.
You will not be required to include the "exempt-interest" portion of
dividends paid by the fund in your gross income for federal income tax purposes.
You will be required to report the receipt of exempt-interest dividends and
other tax-exempt interest on your federal income tax returns. Exempt-interest
dividends from the fund may be subject to state and local income taxes, may give
rise to a federal alternative minimum tax liability, may affect the amount of
social security benefits subject to federal income tax, may affect the
deductibility of interest on certain indebtedness, and may have other collateral
federal income tax consequences for you. The fund may invest in municipal
securities the interest on which constitutes an item of tax preference and could
give rise to a federal alternative minimum tax liability for you, and may invest
up to 20% of its net assets in such securities and other taxable securities. The
fund will try to avoid investments that result in taxable dividends.
To the extent that dividends paid by the fund are derived from taxable
investments or realized capital gains, they will be taxable as ordinary income
or long-term capital gains. The percentage of dividends that constitutes
exempt-interest dividends will be determined annually. This percentage may
differ from the actual percentage of exempt interest received by the fund for
the particular days in which you hold shares.
From time to time, proposals have been introduced before Congress that would
have the effect of reducing or eliminating the federal tax exemption on
municipal securities. If such a proposal were enacted, the ability of the fund
to pay exempt-interest dividends might be adversely affected.
LIMITED FUND OFFERING
Due to the sometimes limited availability of certain municipal securities that meet the portfolio managers' investment process for the fund, the fund limited public sales of its shares to new investors, effective as of the close of business on May 31, 2007. Investors should note that the fund reserves the right to refuse any order that might disrupt the efficient management of the fund.
All investors who are invested in the fund as of the date on which the fund closed to new investors and remain invested in the fund may continue to make additional investments in their existing accounts and may open new accounts in their name. Additionally, the following types of investors may be allowed to open a new account in the fund, subject to the approval of A I M Distributors, Inc. (ADI) and the advisor.
- Retirement plans maintained pursuant to Section 401 of the Internal Revenue Code ("the Code");
- Retirement plans maintained pursuant to Section 403 of the Code, to the extent they are maintained by organizations established under Section 501(c)(3) of the Code;
- Non qualified deferred compensation plans maintained pursuant to Section 409A of the Code;
- Retirement plans maintained pursuant to Section 457 of the Code; and
- Qualified Tuition Programs maintained pursuant to Section 529 of the Code.
Future investments in the fund may also be made by or through brokerage firm
wrap programs, subject to the approval of ADI and the advisor. Such plans and
programs that are considering the fund as an investment option should contact
ADI.
At the advisors' discretion, proprietary asset allocation funds may open new
accounts in the fund. In addition, the fund's current portfolio managers and
portfolio management team may also make investments in the fund.
The fund, upon consultation with the Board of Trustees, may resume sales of shares to other new investors on a future date if the advisor determines it is appropriate.
The financial highlights table is intended to help you understand the fund's
financial performance. Certain information reflects financial results for a
single fund share.
The total returns in the table represent the rate that an investor would
have earned (or lost) on an investment in the fund (assuming reinvestment of all
dividends and distributions).
The information for the fiscal years ended 2007 and 2006 has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request. Information prior to fiscal year 2006 was audited by other independent registered public accountants.
CLASS A
---------------------------------------------------------
YEAR ENDED MARCH 31,
---------------------------------------------------------
2007 2006 2005 2004 2003
-------- -------- -------- ------- -------
Net asset value, beginning of period $ 8.97 $ 8.76 $ 8.73 $ 8.64 $ 8.59
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Income from investment operations:
Net investment income 0.45 0.47 0.51 0.51 0.54
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Net gains on securities (both realized and unrealized) 0.17 0.21 0.04 0.10 0.03
=======================================================================================================================
Total from investment operations 0.62 0.68 0.55 0.61 0.57
=======================================================================================================================
Less dividends from net investment income (0.44) (0.47) (0.52) (0.52) (0.52)
=======================================================================================================================
Net asset value, end of period $ 9.15 $ 8.97 $ 8.76 $ 8.73 $ 8.64
_______________________________________________________________________________________________________________________
=======================================================================================================================
Total return(a) 7.11% 7.92% 6.51% 7.30% 6.81%
_______________________________________________________________________________________________________________________
=======================================================================================================================
Ratios/supplemental data:
Net assets, end of period (000s omitted) $348,602 $247,296 $132,996 $94,657 $77,998
_______________________________________________________________________________________________________________________
=======================================================================================================================
Ratio of expenses to average net assets:
With fee waivers and/or expense reimbursements 0.65%(b) 0.56% 0.55% 0.55% 0.55%
-----------------------------------------------------------------------------------------------------------------------
Without fee waivers and/or expense reimbursements 1.01%(b) 1.03% 1.08% 1.07% 1.05%
=======================================================================================================================
Ratio of net investment income to average net assets 4.99%(b) 5.18% 5.83% 5.91% 6.22%
_______________________________________________________________________________________________________________________
=======================================================================================================================
Portfolio turnover rate 10% 16% 12% 12% 14%
_______________________________________________________________________________________________________________________
=======================================================================================================================
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(a) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges.
(b) Ratios are based on average daily net assets of $331,788,100.
CLASS B
------------------------------------------------------
YEAR ENDED MARCH 31,
------------------------------------------------------
2007 2006 2005 2004 2003
------- ------- ------- ------- -------
Net asset value, beginning of period $ 8.98 $ 8.77 $ 8.74 $ 8.65 $ 8.60
--------------------------------------------------------------------------------------------------------------------
Income from investment operations:
Net investment income 0.38 0.40 0.44 0.45 0.47
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Net gains on securities (both realized and unrealized) 0.18 0.21 0.05 0.10 0.04
====================================================================================================================
Total from investment operations 0.56 0.61 0.49 0.55 0.51
====================================================================================================================
Less dividends from net investment income (0.38) (0.40) (0.46) (0.46) (0.46)
====================================================================================================================
Net asset value, end of period $ 9.16 $ 8.98 $ 8.77 $ 8.74 $ 8.65
____________________________________________________________________________________________________________________
====================================================================================================================
Total return(a) 6.31% 7.12% 5.73% 6.51% 6.02%
____________________________________________________________________________________________________________________
====================================================================================================================
Ratios/supplemental data:
Net assets, end of period (000s omitted) $39,066 $45,422 $46,429 $45,026 $42,699
____________________________________________________________________________________________________________________
====================================================================================================================
Ratio of expenses to average net assets:
With fee waivers and/or expense reimbursements 1.40%(b) 1.31% 1.30% 1.30% 1.30%
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Without fee waivers and/or expense reimbursements 1.76%(b) 1.78% 1.83% 1.82% 1.80%
====================================================================================================================
Ratio of net investment income to average net assets 4.24%(b) 4.43% 5.08% 5.16% 5.47%
____________________________________________________________________________________________________________________
====================================================================================================================
Portfolio turnover rate 10% 16% 12% 12% 14%
____________________________________________________________________________________________________________________
====================================================================================================================
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(a) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges.
(b) Ratios are based on average daily net assets of $43,149,703.
CLASS C
------------------------------------------------------
YEAR ENDED MARCH 31,
------------------------------------------------------
2007 2006 2005 2004 2003
------- ------- ------- ------- -------
Net asset value, beginning of period $ 8.97 $ 8.77 $ 8.74 $ 8.65 $ 8.60
--------------------------------------------------------------------------------------------------------------------
Income from investment operations:
Net investment income 0.38 0.40 0.44 0.45 0.47
--------------------------------------------------------------------------------------------------------------------
Net gains on securities (both realized and unrealized) 0.19 0.20 0.05 0.10 0.04
====================================================================================================================
Total from investment operations 0.57 0.60 0.49 0.55 0.51
====================================================================================================================
Less dividends from net investment income (0.38) (0.40) (0.46) (0.46) (0.46)
====================================================================================================================
Net asset value, end of period $ 9.16 $ 8.97 $ 8.77 $ 8.74 $ 8.65
____________________________________________________________________________________________________________________
====================================================================================================================
Total return(a) 6.43% 7.01% 5.73% 6.51% 6.02%
____________________________________________________________________________________________________________________
====================================================================================================================
Ratios/supplemental data:
Net assets, end of period (000s omitted) $80,702 $56,763 $33,114 $18,339 $13,496
____________________________________________________________________________________________________________________
====================================================================================================================
Ratio of expenses to average net assets:
With fee waivers and/or expense reimbursements 1.40%(b) 1.31% 1.30% 1.30% 1.30%
--------------------------------------------------------------------------------------------------------------------
Without fee waivers and/or expense reimbursements 1.76%(b) 1.78% 1.83% 1.82% 1.80%
====================================================================================================================
Ratio of net investment income to average net assets 4.24%(b) 4.43% 5.08% 5.16% 5.47%
____________________________________________________________________________________________________________________
====================================================================================================================
Portfolio turnover rate 10% 16% 12% 12% 14%
____________________________________________________________________________________________________________________
====================================================================================================================
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(a) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges.
(b) Ratios are based on average daily net assets of $76,365,853.
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THE AIM FUNDS
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GENERAL INFORMATION
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In addition to the fund, AIM serves as investment advisor to many other mutual funds that are offered to retail investors.
The following information is about all the AIM funds that offer retail share classes.
CHOOSING A SHARE CLASS
Each of the funds offer multiple classes of shares. Each class represents an interest in the same portfolio of investments.
Certain classes have higher expenses than other classes which may lower the return on your investment when compared to a less
expensive class. In deciding which class of shares to purchase, you should consider the following attributes of the various
share classes, among other things: (i) the eligibility requirements that apply to purchases of a particular class, (ii) the
initial sales charges and contingent deferred sales charges (CDSCs), if any, applicable to the class, (iii) the 12b-1 fee, if
any, paid by the class, and (iv) any services you may receive from a financial intermediary. Please contact your financial
advisor to assist you in making your decision. In addition to the share classes shown in the chart below, AIM Money Market
Fund offers AIM Cash Reserve Shares and AIM Summit Fund offers Class P shares.
AIM FUND RETAIL SHARE CLASSES
CLASS A CLASS A3 CLASS B CLASS C CLASS R INVESTOR CLASS
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- Initial sales - No initial - No initial - No initial - No initial - No initial
charge which may sales charge sales charge sales charge sales charge sales charge
be waived or
reduced
- Contingent - No contingent - Contingent - Contingent - Contingent - No contingent
deferred sales deferred sales deferred sales deferred sales deferred sales deferred sales
charge on certain charge charge on charge on charge on charge
redemptions redemptions redemptions certain
within six years within one redemptions
year(3)
- 12b-1 fee of - 12b-1 fee - 12b-1 fee - 12b-1 fee - 12b-1 fee - 12b-1 fee
0.25%(1) of 0.25% of 1.00% of 1.00%(4) of 0.50% of 0.25%(1)
- Does not - Converts to - Does not - Does not - Does not
convert to Class A shares convert to convert to convert to
Class A shares on or about the Class A shares Class A shares Class A shares
end of the month
which is at
least eight
years after the
date on which
shares were
purchased along
with a pro rata
portion of
reinvested
dividends and
distributions(2)
- Generally - Available - Purchase - Generally - Generally, - Generally
more appropriate only through a orders limited more available only closed to new
for long-term limited number to amount less appropriate for to employee investors
investors of funds than $100,000 short-term benefit plans
investors
- Purchase orders
limited to
amounts less
than $1,000,000
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(1) Class A shares of AIM Tax-Free Intermediate Fund and Investor Class shares of AIM Money Market Fund, AIM Tax-Exempt Cash
Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio do not have a 12b-1
fee.
(2) Class B shares of AIM Money Market Fund convert to AIM Cash Reserve Shares.
(3) CDSC does not apply to redemption of Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund unless you
received Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund through an exchange from Class C shares from
another AIM Fund that is still subject to a CDSC.
(4) Class C shares of AIM Floating Rate Fund have a 12b-1 fee of 0.75%.
SHARE CLASS ELIGIBILITY
CLASS A, A3, B, C AND AIM CASH RESERVE SHARES
Class A, A3, B, C and AIM Cash Reserve Shares are available to all retail investors, including individuals, trusts,
corporations and other business and charitable organizations and employee benefit plans. The share classes offer different
fee structures which are intended to compensate financial intermediaries for services provided in connection with the sale of
shares and continued maintenance of the customer relationship. You should consider the services provided by your financial
advisor and any other intermediaries who will be involved in the servicing of your account when choosing a share class.
Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the
Internal Revenue Code (the Code). These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension
plans and profit sharing plans. However, plans that have existing accounts invested in Class B shares will continue to be
allowed to make additional purchases.
CLASS P SHARES
In addition to the other share classes discussed herein, the AIM Summit Fund offers Class P shares, which were historically
sold only through the AIM Summit Investors Plans I and II (the Summit Plans). Class P shares are sold with no initial sales
charge and have a 12b-1 fee of 0.10%. However, Class P shares are not sold to members of the general public. Only
shareholders who had accounts in the Summit Plans at the close of business on December 8, 2006, may purchase Class P shares
and only until the total of their combined investments in the Plans and in Class P shares directly equals the face amount of
their former Plan under the 30 year extended investment option. The face amount of a Plan is the combined total of all
scheduled monthly investments under the Plan. For a Plan with a scheduled monthly investment of $100.00, the face amount
would have been $36,000.00 under the 30 year extended investment option.
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MCF--07/07 A-1
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THE AIM FUNDS
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CLASS R SHARES
Class R shares are generally available only to employee benefit plans. These may include, for example, retirement and
deferred compensation plans maintained pursuant to Sections 401, 403, and 457 of the Code; nonqualified deferred compensation
plans; health savings accounts maintained pursuant to Section 223 of the Code; and voluntary employees' beneficiary
arrangements maintained pursuant to Section 501(c)(9) of the Code. Retirement plans maintained pursuant to Section 401
generally include 401(k) plans, profit sharing plans, money purchase pension plans, and defined benefit plans. Retirement
plans maintained pursuant to Section 403 must be established and maintained by non-profit organizations operating pursuant to
Section 501(c)(3) of the Code in order to purchase Class R shares. Class R shares are generally not available for individual
retirement accounts (IRAs) such as traditional, Roth, SEP, SAR-SEP and SIMPLE IRAs.
INVESTOR CLASS SHARES
Some of the funds offer Investor Class shares. Investor Class shares are sold with no initial sales charge and have a maximum
12b-1 fee of 0.25%. Investor Class shares are not sold to members of the general public. Only the following persons may
purchase Investor Class shares:
- Investors who established accounts prior to April 1, 2002, in Investor Class shares who have continuously maintained an
account in Investor Class shares (this includes anyone listed in the registration of an account, such as a joint owner,
trustee or custodian, and immediate family members of such persons). These investors are referred to as "grandfathered
investors."
- Customers of certain financial intermediaries which have had relationships with the funds' distributor or any funds that
offered Investor Class shares prior to April 1, 2002, who have continuously maintained such relationships. These
intermediaries are referred to as "grandfathered intermediaries."
- Employee benefit plans; provided, however, that retirement plans maintained pursuant to Section 403 must be established
and maintained by non-profit organizations operating pursuant to Section 501(c)(3) of the Code in order to purchase
Investor Class shares, unless the plan is considered a grandfathered investor or the account is opened through a
grandfathered intermediary. Investor Class shares are generally not available for IRAs, unless the IRA depositor is
considered a grandfathered investor or the account is opened through a grandfathered intermediary.
- Any trustee, director, officer or employee of any fund or of INVESCO PLC or any of its subsidiaries or affiliates, or
any employee benefit plan maintained by any of them (this includes any immediate family members of such persons).
DISTRIBUTION AND SERVICE (12B-1) FEES
Except as noted below, each fund has adopted a distribution plan pursuant to SEC Rule 12b-1. A 12b-1 plan allows a fund to
pay distribution fees to A I M Distributors, Inc. (AIM Distributors) to compensate or reimburse, as applicable, AIM
Distributors for its efforts in connection with the sale and distribution of the fund's shares and for services provided to
shareholders, all or a substantial portion of which are paid to the dealer of record. Because the funds pay these fees out of
their assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than
paying other types of sales charges.
The following funds and share classes do not have 12b-1 plans:
- AIM Tax-Free Intermediate Fund, Class A shares. - Premier Portfolio, Investor Class shares.
- AIM Money Market Fund, Investor Class shares. - Premier U.S. Government Money Portfolio, Investor Class shares.
- AIM Tax-Exempt Cash Fund, Investor Class shares. - Premier Tax-Exempt Portfolio, Investor Class shares.
INITIAL SALES CHARGES (CLASS A SHARES ONLY)
The funds are grouped into four categories for determining initial sales charges. The "Other Information" section of each
fund's prospectus will tell you the sales charge category in which the fund is classified. As used below, the term "offering
price" with respect to all categories of Class A shares includes the initial sales charge.
CATEGORY I INITIAL SALES CHARGES CATEGORY II INITIAL SALES CHARGES
------------------------------------------------------------- -------------------------------------------------------------
INVESTOR'S SALES CHARGE INVESTOR'S SALES CHARGE
-------------------------- --------------------------
AMOUNT INVESTED AS A % OF AS A % OF AMOUNT INVESTED AS A % OF AS A % OF
IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT
------------------------------------------------------------- -------------------------------------------------------------
Less than $ 25,000 5.50% 5.82% Less than $ 50,000 4.75% 4.99%
$ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.00 4.17
$ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90
$100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56
$250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04
$500,000 but less than $1,000,000 2.00 2.04
------------------------------------------------------------- -------------------------------------------------------------
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-------------
THE AIM FUNDS
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CATEGORY III INITIAL SALES CHARGES CATEGORY IV INITIAL SALES CHARGES
------------------------------------------------------------- -------------------------------------------------------------
INVESTOR'S SALES CHARGE INVESTOR'S SALES CHARGE
-------------------------- --------------------------
AMOUNT INVESTED AS A % OF AS A % OF AMOUNT INVESTED AS A % OF AS A % OF
IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT
------------------------------------------------------------- -------------------------------------------------------------
Less than $ 100,000 1.00% 1.01% Less than $ 100,000 2.50% 2.56%
$100,000 but less than $ 250,000 0.75 0.76 $100,000 but less than $ 250,000 2.00 2.04
$250,000 but less than $1,000,000 0.50 0.50 $250,000 but less than $ 500,000 1.50 1.52
$500,000 but less than $1,000,000 1.25 1.27
------------------------------------------------------------- -------------------------------------------------------------
CLASS A SHARES SOLD WITHOUT AN INITIAL SALES CHARGE
Certain categories of investors are permitted to purchase and certain intermediaries are permitted to sell Class A shares of
the funds without an initial sales charge because their transactions involve little or no expense. The investors who are
entitled to purchase Class A shares without paying an initial sales charge include the following:
- Any current or retired trustee, director, officer or employee of any fund or of INVESCO PLC or any of its subsidiaries
or affiliates, or any foundation, trust or employee benefit plan maintained by any of them (this includes any immediate
family members of such persons).
- Any registered representative or employee of any intermediary who has an agreement with AIM Distributors to sell shares
of the funds (this includes any immediate family members of such persons).
- Any investor who purchases their shares through an approved fee-based program (this may include any type of account for
which there is some alternative arrangement made between the investor and the intermediary to provide for compensation
of the intermediary for services rendered in connection with the sale of the shares and maintenance of the customer
relationship).
- Any investor who purchases their shares with the proceeds of a rollover, transfer or distribution from a retirement plan
or individual retirement account for which AIM Distributors acts as the prototype sponsor to another retirement plan or
individual retirement account for which AIM Distributors acts as the prototype sponsor, to the extent that such proceeds
are attributable to the redemption of shares of a fund held through the plan or account.
- Employee benefit plans; provided, however, that they meet at least one of the following requirements:
a. the plan has assets of at least $1 million;
b. there are at least 100 employees eligible to participate in the plan; or
c. all plan transactions are executed through a single omnibus account per fund; further provided that retirement
plans maintained pursuant to Section 403(b) of the Code are not eligible to purchase shares without paying an
initial sales charge based on the aggregate investment made by the plan or the number of eligible employees unless
the employer or plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code.
- Any investor who maintains an account in Investor Class shares of a fund (this includes anyone listed in the
registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons).
- Qualified Tuition Programs created and maintained in accordance with Section 529 of the Code.
- Insurance company separate accounts.
No investor will pay an initial sales charge in the following circumstances:
- When buying Class A shares of AIM Tax-Exempt Cash Fund and Class A3 shares of AIM Limited Maturity Treasury Fund or AIM
Tax-Free Intermediate Fund.
- When reinvesting dividends and distributions.
- When exchanging shares of one fund, that were previously assessed a sales charge, for shares of another fund.
- As a result of a fund's merger, consolidation, or acquisition of the assets of another fund.
Additional information regarding eligibility to purchase shares at reduced or without sales charges is available on the
Internet at www.aiminvestments.com, then click on the link for My Account, then Service Center, or consult the fund's
Statement of Additional Information, which is available on that same website or upon request free of charge.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or
your financial advisor must notify the transfer agent at the time of purchase that your purchase qualifies for such
treatment. Certain individuals and employer-sponsored retirement plans may link accounts for the purpose of qualifying for
lower initial sales charges. You or your financial consultant must provide other account numbers to be considered for Rights
of Accumulation, or mark the Letter of Intent section on the account application, or provide other relevant documentation, so
that the transfer agent can verify your eligibility for the reduction or exception. Please consult the fund's Statement of
Additional Information for details.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM
Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Investor Class shares of any fund will not
be taken into account in determining whether a purchase qualifies for a reduction in initial sales charges pursuant to Rights
of Accumulation or Letters of Intent.
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-------------
THE AIM FUNDS
-------------
RIGHTS OF ACCUMULATION
You may combine your new purchases of Class A shares of a fund with other fund shares currently owned (Class A, B, C, P or R)
and investments in the AIM College Savings Plan(R) for the purpose of qualifying for the lower initial sales charge rates
that apply to larger purchases. The applicable initial sales charge for the new purchase is based on the total of your
current purchase and the public offering price of all other shares you own. The transfer agent may automatically link certain
accounts registered in the same name with the same taxpayer identification number for the purpose of qualifying you for lower
initial sales charge rates. There may be other accounts that are eligible to be linked, as described in the fund's Statement
of Additional Information. However, if the accounts are not registered in the same name with the same taxpayer identification
number, you will have to contact the transfer agent to request that those accounts be linked. The transfer agent will not be
responsible for identifying all accounts that may be eligible to be linked.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount of Class A shares of one or more funds
during a 13-month period. The amount you agree to purchase determines the initial sales charge you pay. If the full amount
committed to in the LOI is not invested by the end of the 13-month period, your account will be assessed the higher initial
sales charge that would normally be applicable to the amount actually invested.
REINSTATEMENT FOLLOWING REDEMPTION
If you redeem shares of a fund, you may reinvest all or a portion of the proceeds from the redemption in the same share class
of any fund in the same Category within 180 days of the redemption without paying an initial sales charge. Class B and P
redemptions may be reinvested only into Class A shares with no initial sales charge. This reinstatement privilege does not
apply to:
- A purchase made through a regularly scheduled automatic investment plan, such as a purchase by a regularly scheduled
payroll deduction or transfer from a bank account, or
- A purchase paid for with proceeds from the redemption of shares that were held indirectly through an employee benefit
plan.
In order to take advantage of this reinstatement privilege, you must inform your financial advisor or the transfer agent
that you wish to do so at the time of your investment.
CONTINGENT DEFERRED SALES CHARGES (CDSCS)
CDSCS ON CLASS A SHARES AND AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of Category I, II and IV funds without paying an
initial sales charge. However, if you redeem these shares prior to 18 months after the date of purchase, they will be subject
to a CDSC of 1%.
If you currently own Class A shares of a Category I, II or IV fund, and make additional purchases without paying an
initial sales charge that result in account balances of $1,000,000 or more, the additional shares purchased will be subject
to an 18-month, 1% CDSC.
If AIM Distributors pays a concession to the dealer of record in connection with a Large Purchase of Class A shares by
an employee benefit plan, the Class A shares may be subject to a 1% CDSC if all of the plan's shares are redeemed within one
year from the date of the plan's initial purchase.
If you acquire AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares of AIM Tax-Exempt Cash Fund, Class A3
shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund through an exchange involving Class A shares
that were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC.
CDSCS ON CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE
If you purchase $1,000,000 or more of Class A shares of any fund, or if you make additional purchases of Class A shares
without paying an initial sales charge, your shares may be subject to a CDSC upon redemption in the following circumstances:
SHARES INITIALLY PURCHASED SHARES HELD AFTER AN EXCHANGE CDSC APPLICABLE UPON REDEMPTION OF SHARES
-------------------------------------- ----------------------------------------- ------------------------------------------
- Class A shares of any Category I, - Class A shares of any Category I, II - 1% if shares are redeemed within 18
II or IV fund or IV fund months of initial purchase of any
Category I, II or IV Fund
- AIM Cash Reserve Shares of AIM Money
Market Fund
- Class A Shares of AIM Tax-Exempt Cash
Fund
- Class A3 Shares of AIM Limited
Maturity Treasury Fund and
AIM Tax-Free Intermediate Fund
CDSCS ON CLASS B SHARES AND ON CLASS C SHARES OF FUNDS OTHER THAN
AIM LIBOR ALPHA FUND AND AIM SHORT TERM BOND FUND
Class B and Class C shares are sold without an initial sales charge. However, they are subject to a CDSC. If you redeem your
shares during the CDSC period, you will be assessed a CDSC as follows, unless you qualify for one of the CDSC exceptions
outlined below:
YEAR SINCE PURCHASE MADE: CLASS B CLASS C
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First 5% 1%
Second 4 None
Third 3 None
Fourth 3 None
Fifth 2 None
Sixth 1 None
Seventh and following None None
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CDSCS ON CLASS C SHARES -- EMPLOYEE BENEFIT PLAN
AIM Distributors pays a concession to the dealer of record in connection with a purchase of Class C shares by an employee
benefit plan; the Class C shares are subject to a 1.00% CDSC at the time of redemption if all of the plan's shares are
redeemed within one year from the date of the plan's initial purchase.
CDSCS ON CLASS C SHARES OF AIM LIBOR ALPHA FUND AND AIM SHORT TERM BOND FUND
Class C shares of AIM LIBOR Alpha Fund and AIM Short Term Bond Fund are not normally subject to a CDSC. However, if you
acquired shares of those funds through an exchange, and the shares originally purchased were subject to a CDSC, the shares
acquired as a result of the exchange will continue to be subject to that same CDSC. Conversely, if you acquire Class C shares
of any other fund as a result of an exchange involving Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund
that were not subject to a CDSC, then the shares acquired as a result of the exchange will not be subject to a CDSC.
CDSCS ON CLASS R SHARES
Class R shares are not normally subject to a CDSC. However, if AIM Distributors pays a concession to the dealer of record in
connection with a purchase of Class R shares by an employee benefit plan, the Class R shares are subject to a 0.75% CDSC at
the time of redemption if all of the plan's shares are redeemed within one year from the date of the plan's initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their original purchase price or current net asset value,
net of reinvested dividends and capital gains distributions. In determining whether to charge a CDSC, shares are accounted
for on a first-in, first-out basis, which means that you will redeem shares on which there is no CDSC first and, then, shares
in the order of their purchase.
CDSC EXCEPTIONS
Investors who own shares that are otherwise subject to a CDSC will not pay a CDSC in the following circumstances:
- If you participate in the Systematic Redemption Plan and withdraw up to 12% of the value of your shares that are subject
to a CDSC in any twelve-month period.
- If you redeem shares to pay account fees.
- If you are the executor, administrator or beneficiary of an estate or are otherwise entitled to assets remaining in an
account following the death or post-purchase disability of a shareholder or beneficial owner and you choose to redeem
those shares.
There are other circumstances under which you may be able to redeem shares without paying CDSCs. Additional information
regarding CDSC exceptions is available on the Internet at www.aiminvestments.com, then click on the link for My Account, then
Service Center, or consult the fund's Statement of Additional Information, which is available on that same website or upon
request free of charge.
Shares acquired through the reinvestment of dividends and distributions are not subject to CDSCs.
The following share classes are sold with no CDSC:
- Class A shares of any Category III Fund.
- Class A shares of AIM Tax-Exempt Cash Fund.
- Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
- AIM Cash Reserve Shares of AIM Money Market Fund.
- Investor Class shares of any fund.
- Class P shares of AIM Summit Fund.
REDEMPTION FEES
Certain funds impose a 2% redemption fee (on redemption proceeds) if you redeem or exchange shares within 31 days of
purchase. Please refer to the applicable fund's prospectus to determine whether that fund imposes a redemption fee. As of the
date of this prospectus, the following funds impose redemption fees:
AIM Asia Pacific Growth Fund AIM Global Aggressive Growth Fund AIM Gold & Precious Metals Fund AIM International
AIM China Fund AIM Global Equity Fund AIM High Yield Fund Total Return Fund
AIM Developing Markets Fund AIM Global Growth Fund AIM International Allocation Fund AIM Japan Fund
AIM European Growth Fund AIM Global Health Care Fund AIM International Core Equity Fund AIM S&P 500 Index Fund
AIM European Small Company Fund AIM Global Real Estate Fund AIM International Growth Fund AIM Trimark Fund
AIM Floating Rate Fund AIM Global Value Fund AIM International Small Company Fund
The redemption fee will be retained by the fund from which you are redeeming or exchanging shares, and is intended to
offset the trading costs, market impact and other costs associated with short-term money movements in and out of the fund.
The redemption fee is imposed on a first-in, first-out basis, which means that you will redeem shares in the order of their
purchase.
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Redemption fees generally will not be charged in the following circumstances:
- Redemptions and exchanges of shares held in accounts maintained by intermediaries that do not have the systematic
capability to assess the redemption fees.
- Redemptions and exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529
of the Code, and variable insurance contracts which use the funds as underlying investments.
- Redemptions and exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs or
systematic withdrawal plans.
- Redemptions requested within 31 days following the death or post-purchase disability of an account owner.
- Redemptions or exchanges initiated by a fund.
The following shares are not subject to redemption fees, irrespective of whether they are redeemed in accordance with
any of the exceptions set forth above:
- Shares acquired through the reinvestment of dividends and distributions.
- Shares acquired through systematic purchase plans.
- Shares acquired in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit
plan to the trustee or custodian of another employee benefit plan.
Shares held by employee benefit plans will only be subject to redemption fees if the shares were acquired by exchange
and are redeemed by exchange within 31 days of purchase.
Some investments in the funds are made through accounts that are maintained by intermediaries (rather than the funds'
transfer agent) and some investments are made indirectly through products that use the funds as underlying investments, such
as employee benefit plans, funds of funds, qualified tuition plans, and variable insurance contracts (these products are
generally referred to as conduit investment vehicles). If shares of the funds are held in an account maintained by an
intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary
account or conduit investment vehicle may be considered an individual shareholder of the funds for purposes of assessing
redemption fees. In these cases, the funds are likely to be limited in their ability to assess redemption fees on
transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the
aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
If shares of the funds are held in an account maintained by an intermediary or in the name of a conduit investment
vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules
intended to limit short-term money movements in and out of the funds which differ from those described in this prospectus. In
such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and
subject to different exceptions) than those set forth above. Please consult your financial advisor or other intermediary for
details.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of losing its registered
investment company qualification for tax purposes.
Your financial advisor or other intermediary may charge service fees for handling redemption transactions. Your shares
also may be subject to a CDSC in addition to the redemption fee.
TEMPORARY REDEMPTION FEE FOR CLASS A SHARES OF AIM SELECT REAL ESTATE INCOME FUND
On March 12, 2007, AIM Select Real Estate Income Fund, a closed-end fund, was reorganized as an open-end fund. Shareholders
of the Common Shares of the closed-end AIM Select Real Estate Income Fund received Class A shares of the open-end AIM Select
Real Estate Income Fund in connection with the reorganization. If you redeem those shares received in connection with the
reorganization, including redeeming by exchange, within 12 months following the date of the reorganization, you will be
charged a 2.00% redemption fee.
This 2.00% redemption fee will not apply to Class A shares of the open-end AIM Select Real Estate Income Fund that are
purchased after the reorganization. The redemption fee will be retained by the open-end AIM Select Real Estate Income Fund to
offset transaction costs and other expenses associated with redemptions or exchanges. It is designed, in part, to stabilize
outflows from the open-end AIM Select Real Estate Income Fund after the reorganization and to deter arbitrage trades by
investors seeking to profit from the difference between the cost of purchasing Common Shares of the closed-end AIM Select
Real Estate Income Fund at a discount to net asset value, and the proceeds of redeeming Class A shares of the open-end AIM
Select Real Estate Fund at their net asset value following the reorganization. To the extent that arbitrage and other
short-term trading still occurs, the redemption fee would protect AIM Select Real Estate Income Fund and its long-term
shareholders by recouping some of the costs of the arbitrage-related redemptions and exchanges. The redemption fee may also
offset to some extent some of the direct and indirect costs associated with the reorganization.
PURCHASING SHARES
If you hold your shares through a financial advisor or other intermediary, your eligibility to purchase shares and the
terms by which you may purchase, redeem and exchange shares may differ depending on that institution's policies.
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MINIMUM INVESTMENTS
There are no minimum investments for Class P or R shares for fund accounts. The minimum investments for Class A, A3, B, C,
and Investor Class shares for fund accounts are as follows:
INITIAL INVESTMENT ADDITIONAL INVESTMENTS
TYPE OF ACCOUNT PER FUND PER FUND
-----------------------------------------------------------------------------------------------------------------------------
Wrap-fee accounts managed by your financial advisor None None
Employee benefit plans, SEP, SARSEP and SIMPLE IRA plans None None
Any type of account if the investor is purchasing shares through a systematic
purchase plan $ 50 $50
IRAs, Roth IRAs and Coverdell ESAs 250 25
All other accounts 1,000 50
AIM Distributors has the discretion to accept orders for lesser amounts.
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HOW TO PURCHASE SHARES
-----------------------------------------------------------------------------------------------------------------------------
OPENING AN ACCOUNT ADDING TO AN ACCOUNT
-----------------------------------------------------------------------------------------------------------------------------
Through a Financial Contact your financial advisor. Contact your financial advisor.
Advisor
By Mail Mail completed account application and check to Mail your check and the remittance slip from your
the transfer agent, confirmation statement to the transfer agent.
AIM Investment Services, Inc., P.O. Box 4739,
Houston, TX 77210-4739.
By Wire Mail completed account application to the Call the transfer agent to receive a reference
transfer agent. Call the transfer agent at (800) number. Then, use the wire instructions provided
959-4246 to receive a reference number. Then, use below.
the wire instructions provided below.
Wire Instructions Beneficiary Bank ABA/Routing #: 021000021
Beneficiary Account Number: 00100366807
Beneficiary Account Name: AIM Investment
Services, Inc.
RFB: Fund Name, Reference #
OBI: Your Name, Account #
By Telephone Open your account using one of the methods Select the AIM Bank Connection(SM) option on your
described above. completed account application or complete a
Special Account Options Form. Mail the
application or form to the transfer agent. Once
the transfer agent has received the form, call
the transfer agent at the number below to place
your purchase order.
Automated Investor Line Open your account using one of the methods Call the AIM 24-hour Automated Investor Line at
described above. 1-800-246-5463. You may place your order after
you have provided the bank instructions that will
be requested.
By Internet Open your account using one of the methods Access your account at www.aiminvestments.com.
described above. The proper bank instructions must have been
provided on your account. You may not purchase
shares in retirement accounts on the internet.
-----------------------------------------------------------------------------------------------------------------------------
Purchase orders will not be processed unless the account application and purchase payment are received in good order. In
accordance with the USA PATRIOT Act, if you fail to provide all the required information requested in the current account
application, your purchase order will not be processed. Additionally, federal law requires that the fund verify and record
your identifying information.
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the funds by authorizing the transfer agent to withdraw the amount of your
investment from your bank account on a day or dates you specify and in an amount of at least $50 per fund. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten days prior to your next scheduled withdrawal.
Certain financial advisors and other intermediaries may also offer systematic purchase plans.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic periodic exchanges, if permitted, from one fund to another fund or
multiple other funds. The account from which exchanges are to be made must have a minimum balance of $5,000 before you can
use this option. Exchanges will occur on (or about) the day of the month you specify, in the amount you specify. Dollar Cost
Averaging cannot be set up for the 29th through the 31st of the month. The minimum amount you can exchange to another fund is
$50. Certain financial advisors and other intermediaries may also offer dollar cost averaging programs. If you participate in
one of these programs and it is the same or similar to AIM's Dollar Cost Averaging program, exchanges made under the program
generally will not be counted toward the limitation of four exchanges out of a fund per calendar year, discussed below.
AUTOMATIC DIVIDEND AND DISTRIBUTION INVESTMENT
Your dividends and distributions may be paid in cash or reinvested in the same fund or another fund without paying an initial
sales charge. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same
fund. If you elect to receive your distributions by check, and the distribution amount is $10 or less, then the amount will
be automatically reinvested in the same fund and no check will be issued. If you have elected to receive distributions by
check, and the postal service is unable to deliver checks to your address of record, then your distribution election may be
converted to having all subsequent distributions reinvested in the same fund and no checks will be issued. You should contact
the
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transfer agent to change your distribution option, and your request to do so must be received by the transfer agent
before the record date for a distribution in order to be effective for that distribution. No interest will accrue on amounts
represented by uncashed distribution checks.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of
another fund:
- Your account balance in the fund paying the dividend or distribution must be at least $5,000; and
- Your account balance in the fund receiving the dividend or distribution must be at least $500.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the Portfolio Rebalancing Program. Under this Program,
you can designate how the total value of your fund holdings should be rebalanced, on a percentage basis, between two and ten
of your funds on a quarterly, semiannual or annual basis. Your portfolio will be rebalanced through the exchange of shares in
one or more of your funds for shares of the same class of one or more other funds in your portfolio. Rebalancing will not
occur if your portfolio is within 2% of your stated allocation. If you wish to participate in the Program, make changes or
cancel the Program, the transfer agent must receive your request to participate, changes, or cancellation in good order at
least five business days prior to the next rebalancing date, which is normally the 28th day of the last month of the period
you choose. We may modify, suspend or terminate the Program at any time on 60 days prior written notice to participating
investors. Certain financial advisors and other intermediaries may also offer portfolio rebalancing programs. If you
participate in one of these programs and it is the same as or similar to AIM's program, exchanges made under the program
generally will not be counted toward the limitation of four exchanges out of a fund per calendar year, discussed below.
RETIREMENT PLANS SPONSORED BY AIM DISTRIBUTORS
AIM Distributors acts as the prototype sponsor for certain types of retirement plan documents. These plan documents are
generally available to anyone wishing to invest plan assets in the funds. These documents are provided subject to terms,
conditions and fees that vary by plan type. Contact your financial advisor or other intermediary for details.
REDEEMING SHARES
For funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the
transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE)
in order to effect the redemption at that day's net asset value. For Premier Portfolio, Premier Tax-Exempt Portfolio and
Premier U.S. Government Money Portfolio, the transfer agent must receive your call before the last net asset value
determination in order to effect the redemption that day.
HOW TO REDEEM SHARES
-----------------------------------------------------------------------------------------------------------------------------
Through a Financial Advisor Contact your financial advisor or intermediary (including your retirement plan administrator).
or Other Intermediary
By Mail Send a written request to the transfer agent which includes:
- Original signatures of all registered owners/trustees;
- The dollar value or number of shares that you wish to redeem;
- The name of the fund(s) and your account number; and
- Signature guarantees, if necessary (see below).
The transfer agent may require that you provide additional documentation, or information, such
as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA
or other type of retirement account, you must complete the appropriate distribution form.
By Telephone Call the transfer agent at 1-800-959-4246. You will be allowed to redeem by telephone if:
- Your redemption proceeds are to be mailed to your address on record (and there has been no
change in your address of record within the last 30 days) or transferred electronically to
a pre-authorized checking account;
- You do not hold physical share certificates;
- You can provide proper identification information;
- Your redemption proceeds do not exceed $250,000 per fund; and
- You have not previously declined the telephone redemption privilege.
You may, in limited circumstances, initiate a redemption from an AIM IRA account by telephone.
Redemptions from other types of retirement plan accounts may be initiated only in writing and
require the completion of the appropriate distribution form.
Automated Investor Line Call the AIM 24-hour Automated Investor Line at 1-800-246-5463. You may place your redemption
order after you have provided the bank instructions that will be requested.
By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by
Internet if:
- You do not hold physical share certificates;
- You can provide proper identification information;
- Your redemption proceeds do not exceed $250,000 per fund; and
- You have already provided proper bank information.
Redemptions from most retirement plan accounts may be initiated only in writing and require the
completion of the appropriate distribution form.
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TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after your redemption
request is received in good order (meaning that all necessary information and documentation related to the redemption request
have been provided to the transfer agent). If you redeem shares recently purchased by check or ACH, you may be required to
wait up to ten business days before we send your redemption proceeds. This delay is necessary to ensure that the purchase has
cleared. Payment may be postponed in cases where the SEC declares an emergency or normal trading is halted on the NYSE.
Redemption checks are mailed to your address of record, via first class U.S. mail, unless you make other arrangements with
the transfer agent.
We use reasonable procedures to confirm that instructions communicated via telephone and the Internet are genuine, and
we are not liable for losses arising from actions taken in accordance with instructions that are reasonably believed to be
genuine.
SYSTEMATIC WITHDRAWALS
You may arrange for regular periodic withdrawals from your account in amounts equal to or greater than $50 per fund. We will
redeem the appropriate number of shares from your account to provide redemption proceeds in the amount requested. You must
have an account balance of at least $5,000 in order to establish a Systematic Redemption Plan. You can stop this plan at any
time by giving ten days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS (AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If you place your redemption order before 11:30 a.m. Eastern Time and request an expedited redemption, we will transmit
payment of redemption proceeds on that same day via federal wire to a bank of record on your account. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the customary trading session of the NYSE, we will
transmit payment on the next business day.
CHECK WRITING
The transfer agent provides check writing privileges for accounts in the
following funds and share classes:
- AIM Money Market Fund, AIM Cash Reserve Shares and Investor Class shares
- AIM Tax-Exempt Cash Fund, Class A shares and Investor Class shares
- Premier Portfolio, Investor Class shares
- Premier Tax-Exempt Portfolio, Investor Class shares
- Premier U.S. Government Money Portfolio, Investor Class shares
You may redeem shares of these funds by writing checks in amounts of $250 or more if you have completed an authorization
form. Redemption by check is not available for retirement accounts. Checks are not eligible to be converted to ACH by the
payee. You may not give authorization to a payee by phone to debit your account by ACH for a debt owed to the payee.
SIGNATURE GUARANTEES
We require a signature guarantee in the following circumstances:
- When your redemption proceeds will equal or exceed $250,000 per fund.
- When you request that redemption proceeds be paid to someone other than the registered owner of the account.
- When you request that redemption proceeds be sent somewhere other than the address of record or bank of record on the
account.
- When you request that redemption proceeds be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of different types of financial institutions.
Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees.
Please check with the guarantor institution to determine whether the signature guarantee offered will be sufficient to cover
the value of your transaction request.
REDEMPTIONS IN KIND
Although the funds generally intend to pay redemption proceeds solely in cash, the funds reserve the right to determine, in
their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a
redemption in kind).
REDEMPTIONS INITIATED BY THE FUNDS
If your account (Class A, A3, B, C, P and Investor Class shares only) has been open at least one year, you have not made an
additional purchase in the account during the past six calendar months, and the value of your account falls below $500 for
three consecutive months, the funds have the right to redeem the account after giving you 60 days' prior written notice. You
may avoid having your account redeemed during the notice period by bringing the account value up to $500 or by initiating a
Systematic Purchase Plan.
If the fund determines that you have not provided a correct Social Security or other tax identification number on your
account application, or the fund is not able to verify your identity as required by law, the fund may, at its discretion,
redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one fund for those of another fund. An exchange is the purchase of
shares in one fund which is paid for with the proceeds from a redemption of shares of another fund effectuated on the same
day. Accordingly, the procedures and processes
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THE AIM FUNDS
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applicable to redemptions of fund shares, as discussed under the heading "Redeeming Shares" above, will apply. Before
requesting an exchange, review the prospectus of the fund you wish to acquire.
All exchanges are subject to the limitations set forth in the prospectuses of the funds. If you wish to exchange shares
of one fund for those of another fund, you must consult the prospectus of the fund whose shares you wish to acquire to
determine whether the fund is offering shares to new investors and whether you are eligible to acquire shares of that fund.
PERMITTED EXCHANGES
Except as otherwise provided below under "Exchanges Not Permitted", you generally may exchange your shares for shares of the
same class of another fund. The following below shows permitted exchanges:
-----------------------------------------------------------------------------------------------------------------------------
EXCHANGE FROM EXCHANGE TO
-----------------------------------------------------------------------------------------------------------------------------
AIM Cash Reserve Shares Class A, A3, B, C, R, Investor Class
Class A Class A, A3, Investor Class, AIM Cash Reserve Shares
Class A3 Class A, A3, Investor Class, AIM Cash Reserve Shares
Investor Class Class A, A3, Investor Class
Class P Class A, A3, AIM Cash Reserve Shares
Class B Class B
Class C Class C
Class R Class R
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EXCHANGES NOT PERMITTED
The following exchanges are not permitted:
- Investor Class shares cannot be exchanged for Class A shares of any fund which offers Investor Class shares.
- Exchanges into Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund (also known as
the Category III funds) are not permitted.
- Class A Shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund cannot be exchanged for Class A3
Shares of those funds.
- AIM Cash Reserve Shares cannot be exchanged for Class B, C or R shares if the shares being exchanged were acquired by
exchange from Class A shares of any fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- Shares must have been held for at least one day prior to the exchange with the exception of dividends and distributions
that are reinvested; and
- If you have physical share certificates, you must return them to the transfer agent in order to effect the exchange.
Under unusual market conditions, a fund may delay the exchange of shares for up to five business days if it determines
that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an
option or right to purchase shares. Any of the participating funds or the distributor may modify or terminate this privilege
at any time.
LIMIT ON THE NUMBER OF EXCHANGES
You will generally be limited to four exchanges out of a fund per calendar year (other than the money market funds);
provided, however, that the following transactions will not count toward the exchange limitation:
- Exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to apply
the exchange limitation.
- Exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529 of the Code, and
insurance company separate accounts which use the funds as underlying investments.
- Generally, exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs.
- Exchanges initiated by a fund or by the trustee, administrator or other fiduciary of an employee benefit plan (not in
response to distribution or exchange instructions received from a plan participant).
Each fund reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if the fund,
or its designated agent, believes that granting such exceptions would be consistent with the best interests of shareholders.
There is no limit on the number of exchanges out of AIM Limited Maturity Treasury Fund, AIM Money Market Fund, AIM
Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.
If you exchange shares of one fund for shares of multiple other funds as part of a single transaction, that transaction
is counted as one exchange out of a fund.
INITIAL SALES CHARGES AND CDSCS APPLICABLE TO EXCHANGES
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one
into which you are exchanging. If you exchange into shares that are subject to a CDSC, we will begin the holding period for
purposes of calculating the CDSC on the date you made your initial purchase.
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RIGHTS RESERVED BY THE FUNDS
Each fund and its agents reserve the right at any time to:
- Reject or cancel all or any part of any purchase or exchange order.
- Modify any terms or conditions related to the purchase, redemption or exchange of shares of any fund.
- Reject or cancel any request to establish a Systematic Purchase Plan, Systematic Redemption Plan or Portfolio
Rebalancing Program.
- Suspend, change or withdraw all or any part of the offering made by this prospectus.
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each fund's shares is the fund's net asset value per share. The funds value portfolio securities for which
market quotations are readily available at market value. The funds value all other securities and assets for which market
quotations are unavailable or unreliable at their fair value in good faith using procedures approved by the Boards of
Trustees of the funds (collectively, the Board). Securities and other assets quoted in foreign currencies are valued in U.S.
dollars based on the prevailing exchange rates on that day.
Even when market quotations are available, they may be stale or unreliable because the security is not traded
frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after
the security ceased trading or because of the passage of time between the close of the market on which the security trades
and the close of the NYSE and when the fund calculates its net asset value. Issuer specific events may cause the last market
quotation to be unreliable. Such events may include a merger or insolvency, events which affect a geographical area or an
industry segment, such as political events or natural disasters, or market events, such as a significant movement in the U.S.
market. Where market quotations are not readily available, including where AIM determines that the closing price of the
security is unreliable, AIM will value the security at fair value in good faith using procedures approved by the Board. Fair
value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from
potentially "stale" prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
Fair value is that amount that the owner might reasonably expect to receive for the security upon its current sale. Fair
value requires consideration of all appropriate factors, including indications of fair value available from pricing services.
A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their net asset
values.
AIM may use indications of fair value from pricing services approved by the Board. In other circumstances, the AIM
valuation committee may fair value securities in good faith using procedures approved by the Board. As a means of evaluating
its fair value process, AIM routinely compares closing market prices, the next day's opening prices for the security in its
primary market if available, and indications of fair value from other sources. Fair value pricing methods and pricing
services can change from time to time as approved by the Board.
Specific types of securities are valued as follows:
Senior Secured Floating Rate Loans and Senior Secured Floating Rate Debt Securities. Senior secured floating rate loans
and senior secured floating rate debt securities are fair valued using an evaluated quote provided by an independent pricing
service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as ratings, tranche type,
industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of
securities and other market data.
Domestic Exchange Traded Equity Securities. Market quotations are generally available and reliable for domestic exchange
traded equity securities. If market quotations are not available or are unreliable, AIM will value the security at fair value
in good faith using procedures approved by the Board.
Foreign Securities. If market quotations are available and reliable for foreign exchange traded equity securities, the
securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close
of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and
the close of the customary trading session on the NYSE events occur that are significant and may make the closing price
unreliable, the fund may fair value the security. If an issuer specific event has occurred that AIM determines, in its
judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value. AIM
also relies on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that
the closing price in the principal market where a foreign security trades is not the current market value as of the close of
the NYSE. For foreign securities where AIM believes, at the approved degree of certainty, that the price is not reflective of
current market value, AIM will use the indication of fair value from the pricing service to determine the fair value of the
security. The pricing vendor, pricing methodology or degree of certainty may change from time to time.
Fund securities primarily traded on foreign markets may trade on days that are not business days of the fund. Because
the net asset value of fund shares is determined only on business days of the fund, the value of the portfolio securities of
a fund that invests in foreign securities may change on days when you will not be able to purchase or redeem shares of the
fund.
Fixed Income Securities. Government, corporate, asset-backed and municipal bonds, convertible securities, including high
yield or junk bonds, and loans, normally are valued on the basis of prices provided by independent pricing services. Prices
provided by the pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate
factors such as institution-size trading in similar groups of securities, developments related to special securities,
dividend rate, maturity and other market data. Prices received from pricing services are fair value prices. In addition, if
the price provided by the pricing service and independent quoted prices are unreliable, the AIM valuation committee will fair
value the security using procedures approved by the Board.
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Short-term Securities. The funds' short-term investments are valued at amortized cost when the security has 60 days or
less to maturity. AIM Money Market Fund, AIM Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and
Premier U.S. Government Money Portfolio value all their securities at amortized cost. AIM High Income Municipal Fund, AIM
Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or
put feature exercisable within seven days or less at par, which reflects the market value of such securities.
Futures and Options. Futures and options are valued on the basis of market quotations, if available.
Swap Agreements. Swap Agreements are fair valued using an evaluated quote provided by an independent pricing service.
Evaluated quotes provided by the pricing service are based on a model that may include end of day net present values,
spreads, ratings, industry and company performance.
Open-end Funds. To the extent a fund invests in other open-end funds, other than open-end funds that are exchange
traded, the investing fund will calculate its net asset value using the net asset value of the underlying fund in which it
invests.
Each fund determines the net asset value of its shares on each day the NYSE is open for business (a business day), as of
the close of the customary trading session, or earlier NYSE closing time that day. AIM Money Market Fund also determines its
net asset value as of 12:00 noon Eastern Time on each business day. Premier Portfolio, Premier Tax-Exempt Portfolio and
Premier U.S. Government Money Portfolio determine the net asset value of their shares every fifteen minutes on each business
day, beginning at 8:00 a.m. Eastern Time. The last net asset value determination on any business day for Premier Portfolio
and Premier U.S. Government Money Portfolio will generally occur at 5:30 p.m. Eastern Time, and the last net asset value
determination on any business day for Premier Tax-Exempt Portfolio will generally occur at 4:30 p.m. Eastern Time. Premier
Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio are authorized not to open for trading on
a day that is otherwise a business day if the Federal Reserve Bank of New York and the Bank of New York, the fund's
custodian, are not open for business or the Securities Industry and Financial Markets Association (SIFMA) recommends that
government securities dealers not open for trading and any such day will not be considered a business day. Premier Portfolio,
Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio also may close early on a business day if SIFMA
recommends that government securities dealers close early. If Premier Portfolio, Premier Tax-Exempt Portfolio or Premier U.S.
Government Money Portfolio uses its discretion to close early on a business day, the last net asset value calculation will
occur as of the time of such closing.
From time to time and in circumstances deemed appropriate by AIM in its sole discretion, each of Premier Portfolio,
Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio may remain open for business, during customary
business day hours, on a day that the NYSE is closed for business. In such event, on such day you will be permitted to
purchase or redeem shares of such funds and net asset values will be calculated for such funds.
TIMING OF ORDERS
For funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can
purchase or redeem shares on each business day prior to the close of the customary trading session or any earlier NYSE
closing time that day. For funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money
Portfolio, purchase orders that are received and accepted before the close of the customary trading session or any earlier
NYSE closing time on a business day generally are processed that day and settled on the next business day.
For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or
redeem shares on each business day, prior to the last net asset value determination on such business day; however, if your
order is received and accepted after the close of the customary trading session or any earlier NYSE closing time that day,
your order generally will be processed on the next business day and settled on the second business day following the receipt
and acceptance of your order.
For all funds, you can exchange shares on each business day, prior to the close of the customary trading session or any
earlier NYSE closing time that day. Shareholders of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S.
Government Money Portfolio therefore cannot exchange their shares after the close of the customary trading session or any
earlier NYSE closing time on a particular day, even though these funds remain open after such closing time.
The funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent
receives an order in good order. Any applicable sales charges are applied at the time an order is processed. A fund may
postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such
as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal
income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable
to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund
earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions.
Every year, you will be sent information showing the amount of dividends and distributions you received from each fund during
the prior year.
Any long-term or short-term capital gains realized from redemptions of fund shares will be subject to federal income
tax. Exchanges of shares for shares of another fund are treated as a sale, and any gain realized on the transaction will
generally be subject to federal income tax.
Investors in tax-exempt funds should read the information under the heading "Other Information--Special Tax Information
Regarding the Fund" in the applicable fund's prospectus.
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The foreign, state and local tax consequences of investing in fund shares may differ materially from the federal income
tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and
distributions and of redemptions and exchanges of fund shares is inapplicable to investors that are generally exempt from
federal income tax, such as retirement plans that are qualified under Section 401, 403, 408, 408A and 457 of the Code,
individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
PAYMENTS TO FINANCIAL ADVISORS
The financial advisor or intermediary through which you purchase your shares may receive all or a portion of the sales
charges and distribution fees discussed above. In addition to those payments, AIM Distributors or one or more of its
corporate affiliates (collectively, AIM Affiliates) may make additional cash payments to financial advisors in connection
with the promotion and sale of shares of the funds. These additional cash payments may include cash payments and other
payments for certain marketing and support services. AIM Affiliates make these payments from their own resources, from AIM
Distributors' retention of initial sales charges and from payments to AIM Distributors made by the funds under their 12b-1
plans. In this context, "financial advisors" include any broker, dealer, bank (including bank trust departments), registered
investment advisor, financial planner, retirement plan administrator and any other financial intermediary having a selling,
administration or similar agreement with AIM Affiliates.
AIM Affiliates make payments as incentives to certain financial advisors to promote and sell shares of the funds. The
benefits AIM Affiliates receive when they make these payments include, among other things, placing the funds on the financial
advisor's funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members
of the financial advisor's sales force or to the financial advisor's management. These payments are sometimes referred to as
"shelf space" payments because the payments compensate the financial advisor for including the funds in its fund sales system
(on its "sales shelf"). AIM Affiliates compensate financial advisors differently depending typically on the level and/or type
of considerations provided by the financial advisor. The payments AIM Affiliates make may be calculated based on sales of
shares of the funds (Sales-Based Payments), in which case the total amount of such payments shall not exceed 0.25% of the
public offering price of all shares sold by the financial advisor during the particular period. Payments may also be
calculated based on the average daily net assets of the applicable funds attributable to that particular financial advisor
(Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets
during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares of the funds and
Asset-Based Payments primarily create incentives to retain previously sold shares of the funds in investor accounts. AIM
Affiliates may pay a financial advisor either or both Sales-Based Payments and Asset-Based Payments.
AIM Affiliates are motivated to make these payments as they promote the sale of fund shares and the retention of those
investments by clients of financial advisors. To the extent financial advisors sell more shares of the funds or retain shares
of the funds in their clients' accounts, AIM Affiliates benefit from the incremental management and other fees paid to AIM
Affiliates by the funds with respect to those assets.
AIM Affiliates also may make payments to certain financial advisors for certain administrative services, including
record keeping and sub-accounting of shareholder accounts pursuant to a sub-transfer agency, omnibus account service or
sub-accounting agreement. All fees payable by AIM Affiliates under this category of services are charged back to the funds,
subject to certain limitations approved by the Board.
You can find further details in the fund's Statement of Additional Information about these payments and the services
provided by financial advisors. In certain cases these payments could be significant to the financial advisor. Your financial
advisor may charge you additional fees or commissions other than those disclosed in this prospectus. You can ask your
financial advisor about any payments it receives from AIM Affiliates or the funds, as well as about fees and/or commissions
it charges.
EXCESSIVE SHORT-TERM TRADING ACTIVITY (MARKET TIMING) DISCLOSURES
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term
investors and are not designed to accommodate excessive short-term trading activity in violation of our policies described
below. Excessive short-term trading activity in the funds' shares (i.e., a purchase of fund shares followed shortly
thereafter by a redemption of such shares, or vice versa) may hurt the long-term performance of certain funds by requiring
them to maintain an excessive amount of cash or to liquidate portfolio holdings at a disadvantageous time, thus interfering
with the efficient management of such funds by causing them to incur increased brokerage and administrative costs. Where
excessive short-term trading activity seeks to take advantage of arbitrage opportunities from stale prices for portfolio
securities, the value of fund shares held by long-term investors may be diluted. The Board has adopted policies and
procedures designed to discourage excessive or short-term trading of fund shares for all funds except the money market funds.
However, there is the risk that these funds' policies and procedures will prove ineffective in whole or in part to detect or
prevent excessive or short-term trading. These funds may alter their policies at any time without prior notice to
shareholders if the advisor believes the change would be in the best interests of long-term shareholders.
The AIM Affiliates currently use the following tools designed to discourage excessive short-term trading in the retail
funds:
- Trade activity monitoring.
- Trading guidelines.
- Redemption fees on trades in certain funds.
- The use of fair value pricing consistent with procedures approved by the Board.
Each of these tools is described in more detail below. Although these tools are designed to discourage excessive
short-term trading, you should understand that none of these tools alone nor all of them taken together eliminate the
possibility that excessive short-term trading activity in the funds
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THE AIM FUNDS
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will occur. Moreover, each of these tools involves judgments that are inherently subjective. AIM Affiliates seek to make
these judgments to the best of their abilities in a manner that they believe is consistent with long-term shareholder
interests.
Some investments in the funds are made through accounts that are maintained by intermediaries (rather than the funds'
transfer agent) and some investments are made indirectly through products that use the funds as underlying investments, such
as employee benefit plans, funds of funds, qualified tuition plans, and variable insurance contracts (these products are
generally referred to as conduit investment vehicles). If shares of the funds are held in an account maintained by an
intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary
account or conduit investment vehicle may be considered an individual shareholder of the funds for purposes of assessing
redemption fees. In these cases, the funds are likely to be limited in their ability to assess redemption fees on
transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the
aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
If shares of the funds are held in an account maintained by an intermediary or in the name of a conduit investment
vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules
intended to limit short-term money movements in and out of the funds which differ from those described in this prospectus. In
such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and
subject to different exceptions) than those set forth above. Please consult your financial advisor or other intermediary for
details.
Money Market Funds. The Board of AIM Money Market Fund, AIM Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt
Portfolio and Premier U.S. Government Money Portfolio (the money market funds) have not adopted any policies and procedures
that would limit frequent purchases and redemptions of such funds' shares. The Board considered the risks of not having a
specific policy that limits frequent purchases and redemptions, and determined that those risks were minimal. Nonetheless, to
the extent that a money market fund must maintain additional cash and/or securities with short-term durations in greater
amounts than may otherwise be required or borrow to honor redemption requests, the money market fund's yield could be
negatively impacted.
The Board does not believe that it is appropriate to adopt any such policies and procedures for the money market funds
for the following reasons:
- The money market funds are offered to investors as cash management vehicles; investors must perceive an investment in
such funds as an alternative to cash, and must be able to purchase and redeem shares regularly and frequently.
- One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that
diminishes the liquidity of the money market funds will be detrimental to the continuing operations of such funds.
- The money market funds' portfolio securities are valued on the basis of amortized cost, and such funds seek to maintain
a constant net asset value. As a result, there are no price arbitrage opportunities.
- Because the money market funds seek to maintain a constant net asset value, investors expect to receive upon redemption
the amount they originally invested in such funds. Imposition of redemption fees would run contrary to investor
expectations.
AIM Limited Maturity Treasury Fund. The Board of AIM Limited Maturity Treasury Fund has not adopted any policies and
procedures that would limit frequent purchases and redemptions of such fund's shares. The Board considered the risks of not
having a specific policy that limits frequent purchases and redemptions and determined that those risks were minimal.
Nonetheless, to the extent that AIM Limited Maturity Treasury Fund must maintain additional cash and/or securities with
short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, AIM Limited
Maturity Treasury Fund's yield could be negatively impacted.
The Board does not believe that it is appropriate to adopt any such policies and procedures for the fund for the
following reasons:
- Many investors use AIM Limited Maturity Treasury Fund as a short-term investment alternative and should be able to
purchase and redeem shares regularly and frequently.
- One of the advantages of AIM Limited Maturity Treasury Fund as compared to other investment options is liquidity. Any
policy that diminishes the liquidity of AIM Limited Maturity Treasury Fund will be detrimental to the continuing
operations of such fund.
TRADE ACTIVITY MONITORING
AIM Affiliates monitor selected trades on a daily basis in an effort to detect excessive short-term trading activities. If,
as a result of this monitoring, AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they
will seek to act in a manner that they believe is consistent with the best interests of long-term investors, which may
include taking steps such as (i) asking the shareholder to take action to stop such activities or (ii) refusing to process
future purchases or exchanges related to such activities in the shareholder's accounts other than exchanges into a money
market fund. AIM Affiliates will use reasonable efforts to apply the fund's policies uniformly given the practical
limitations described above.
The ability of AIM Affiliates to monitor trades that are made through accounts that are maintained by intermediaries
(rather than the funds' transfer agent) and through conduit investment vehicles may be severely limited or non-existent.
TRADING GUIDELINES
If you exceed four exchanges out of a fund per calendar year (other than the money market funds and AIM Limited Maturity
Treasury Fund), or a fund or an AIM Affiliate determines, in its sole discretion, that your short-term trading activity is
excessive (regardless of whether or not you exceed such guidelines), it may, in its discretion, reject any additional
purchase and exchange orders.
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THE AIM FUNDS
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The ability of AIM Affiliates to monitor exchanges made through accounts that are maintained by intermediaries (rather than
the funds' transfer agent) and through conduit investment vehicles may be severely limited or non-existent. If shares of the
funds are held in the name of a conduit investment vehicle and not in the names of the individual investors who have invested
in the funds through the conduit investment vehicle, the conduit investment vehicle may be considered an individual
shareholder of the funds. To the extent that a conduit investment vehicle is considered an individual shareholder of the
funds, the funds are likely to be limited in their ability to impose exchange limitations on individual transactions
initiated by investors who have invested in the funds through the conduit investment vehicle.
REDEMPTION FEES
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, shares of certain funds within 31 days
of purchase. The ability of a fund to assess a redemption fee on redemptions effectuated through accounts that are maintained
by intermediaries (rather than the funds' transfer agent) and through conduit investment vehicles may be severely limited or
non-existent.
FAIR VALUE PRICING
Securities owned by a fund are to be valued at current market value if market quotations are readily available. All other
securities and assets of a fund for which market quotations are not readily available are to be valued at fair value
determined in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent
traders to take advantage of arbitrage opportunities resulting from potentially "stale" prices of portfolio holdings.
However, it cannot eliminate the possibility of frequent trading.
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More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about the fund's investments. The fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year. The fund also files its complete schedule of portfolio holdings with the SEC for the 1st and 3rd quarters of each fiscal year on Form N-Q. The fund's most recent portfolio holdings, as filed on Form N-Q, are also available at http://www.aiminvestments.com.
If you have questions about this fund, another fund in The AIM Family of Funds--Registered Trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us by mail at AIM Investment Services, Inc., P.O. Box 4739, Houston, TX 77210-4739 or
BY TELEPHONE: (800) 959-4246
ON THE INTERNET: You can send us a request by e-mail or download
prospectuses, SAIs, annual or semiannual reports via our
website: http://www.aiminvestments.com
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You can also review and obtain copies of the fund's SAI, financial reports, the fund's Forms N-Q and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplicating fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
AIMinvestments.com HIM-PRO-1 [AIM INVESTMENTS LOGO APPEARS HERE]
--Registered Trademark--
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AIM TAX-EXEMPT CASH FUND
PROSPECTUS
JULY 31, 2007
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AIM Tax-Exempt Cash Fund's investment objective is to provide as high a level of tax-exempt income as is consistent with the preservation of capital and maintenance of liquidity.
This prospectus contains important information about the Class A and Investor Class shares of the fund. Please read it before investing and keep it for future reference.
Investor Class shares offered by this prospectus are offered only to grandfathered investors. Please see the section of the prospectus entitled "General Information--Share Class Eligibility--Investor Class Shares."
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
There can be no assurance that the fund will be able to maintain a stable net asset value of $1.00 per share.
An investment in the fund:
- is not FDIC insured;
- may lose value; and
- is not guaranteed by a bank.
RISK/RETURN SUMMARY 1 ------------------------------------------------------ PERFORMANCE INFORMATION 2 ------------------------------------------------------ Annual Total Returns 2 Performance Table 2 FEE TABLE AND EXPENSE EXAMPLE 3 ------------------------------------------------------ Fee Table 3 Expense Example 3 HYPOTHETICAL INVESTMENT AND EXPENSE INFORMATION 4 ------------------------------------------------------ INVESTMENT OBJECTIVE, STRATEGIES AND RISKS 4 ------------------------------------------------------ Objective and Strategies 4 Risks 5 ------------------------------------------------------ DISCLOSURE OF PORTFOLIO HOLDINGS 6 ------------------------------------------------------ FUND MANAGEMENT 6 ------------------------------------------------------ The Advisor 6 Advisor Compensation 6 OTHER INFORMATION 6 ------------------------------------------------------ Dividends and Distributions 6 Special Tax Information Regarding the Fund 6 FINANCIAL HIGHLIGHTS 7 ------------------------------------------------------ GENERAL INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Shares Class Eligibility A-1 Distribution and Service (12b-1) Fees A-2 Initial Sales Charges (Class A Shares Only) A-2 Contingent Deferred Sales Charges (CDSCs) A-4 Redemption Fees A-5 Purchasing Shares A-6 Redeeming Shares A-8 Exchanging Shares A-9 Rights Reserved by the Funds A-11 Pricing of Shares A-11 Taxes A-12 Payments to Financial Advisors A-13 Excessive Short-Term Trading Activity (Market Timing) Disclosures A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investments, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA, Invest with DISCIPLINE, The AIM College Savings Plan, AIM Solo 401(k), AIM Investments and Design and Your goals. Our solutions. are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design and myaim.com are service marks of A I M Management Group Inc. AIM Trimark is a registered service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
INVESTMENT OBJECTIVE
The fund's investment objective is to provide as high a level of tax-exempt income as is consistent with the preservation of capital and maintenance of liquidity.
PRIMARY INVESTMENT STRATEGIES
The fund invests only in high-quality U.S. dollar-denominated short term debt
obligations, including: (i) municipal securities; and (ii) cash equivalents.
The fund invests, normally, at least 80% of its assets in debt securities
that (1) pay interest that is excluded from gross income for federal income tax
purposes, and (2) do not produce income that will be considered to be an item of
preference for purposes of the alternative minimum tax.
The fund invests in accordance with industry-standard requirements for money market funds for the quality, maturity and diversification of investments.
In selecting securities for the fund, the portfolio managers focus on
safety, liquidity and yield.
Please see "Investment Objective, Strategies and Risks" for additional
information regarding the fund's investment strategies.
PRINCIPAL RISKS
Among the principal risks of investing in the fund, which could adversely affect its net asset value, yield and total return are:
Market Risk Credit Risk Foreign Credit Exposure Risk Money Market Fund Risk Municipal Securities Risk Synthetic Municipal Securities Risk Interest Rate Risk Concentration Risk Management Risk |
Please see "Investment Objective, Strategies and Risks" for a description of these risks.
Although the fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the fund. Additionally, the fund's yield will vary as the short-term securities in its portfolio mature or are sold, and the proceeds are reinvested in securities with different interest rates. An investment in the fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance is not necessarily an indication of its future performance.
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. Class A shares of the fund are not subject to sales loads.
ANNUAL
YEAR ENDED TOTAL
DECEMBER 31 RETURNS
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1997................................................................... 3.08%
1998................................................................... 2.99%
1999................................................................... 2.87%
2000................................................................... 3.80%
2001................................................................... 2.38%
2002................................................................... 0.87%
2003................................................................... 0.47%
2004................................................................... 0.54%
2005................................................................... 1.60%
2006................................................................... 2.52%
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The fund's Class A shares' year-to-date total return as of June 30, 2007 was 1.40%.
During the periods shown in the bar chart, the highest quarterly return was 1.00% (quarter ended December 31, 2000) and the lowest quarterly return was 0.08% (quarters ended September 30, 2003 and March 31, 2004).
PERFORMANCE TABLE
The following performance table reflects the fund's performance over the periods indicated.
AVERAGE ANNUAL TOTAL RETURNS ----------------------------------------------------------------------------- (for the periods ended December INCEPTION 31, 2006) 1 YEAR 5 YEARS 10 YEARS DATE ----------------------------------------------------------------------------- Class A 2.52% 1.20% 2.11% 09/22/82 Investor Class(1) 2.62% 1.26% 2.14% 09/22/82(1) ----------------------------------------------------------------------------- |
(1) The return shown for the one year period is the historical performance of the fund's Investor Class shares. The returns shown for other periods are the blended returns of the historical performance of the fund's Investor Class shares since their inception and the restated historical performance of the fund's Class A shares (for the periods prior to the inception of the Investor Class shares) at net asset value, which restated performance will reflect the higher Rule 12b-1 fees applicable to the Class A shares. The inception date shown in the table is that of the fund's Class A shares. The inception date of the fund's Investor Class shares is September 30, 2003.
The seven-day yield on December 31, 2006 for the fund's Class A and Investor Class shares were 2.88% and 2.98%, respectively. For the current seven-day yield, call (800) 959-4246.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold
shares of the fund.
SHAREHOLDER FEES ------------------------------------------------------------- (fees paid directly from your INVESTOR investment) CLASS A CLASS ------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) None None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None None ------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(1)
-------------------------------------------------------------------------------------
INVESTOR
(expenses that are deducted from fund assets) CLASS A CLASS
-------------------------------------------------------------------------------------
Management Fees 0.35% 0.35%
Distribution and/or Service (12b-1) Fees 0.25 None
Other Expenses 0.59 0.59
Acquired Fund Fees and Expenses None None
Total Annual Fund Operating Expenses 1.19 0.94
Fee Waiver(2) 0.15 --
Net Annual Fund Operating Expenses(3) 1.04 0.94
-------------------------------------------------------------------------------------
|
(1) There is no guarantee that actual expenses will be the same as those shown in the table.
(2) The distributor has contractually agreed to waive 0.15% of the Class A shares' Rule 12b-1 distribution plan payments. The waiver agreement is in effect through at least June 30, 2008.
(3) At the request of the Board of Trustees, INVESCO PLC (as defined herein) has agreed to reimburse the fund for expenses related to market timing matters. As a result of this agreement, the actual Total Operating Expenses for each class were lower by 0.01%.
If a financial institution is managing your account, you may also be charged
a transaction or other fee by such financial institution.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more
than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the cost of investing in different
classes the fund with the cost of investing in other mutual funds.
The expense example assumes you:
(i) invest $10,000 in the fund for the time periods indicated;
(ii) redeem all of your shares at the end of the periods indicated;
(iii) earn a 5% return on your investment before operating expenses each
year; and
(iv) incur the same amount in operating expenses each year (after giving effect to any applicable contractual fee waivers and/or expense
reimbursements).
To the extent fees are waived and/or expenses are reimbursed voluntarily, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS
--------------------------------------------------------------------------------
Class A $106 $363 $640 $1,430
Investor Class 96 300 520 1,155
--------------------------------------------------------------------------------
|
The settlement agreement between A I M Advisors, Inc. and certain of its affiliates and the New York Attorney General requires A I M Advisors, Inc. and certain of its affiliates to provide certain hypothetical information regarding investment and expense information. The chart below is intended to reflect the annual and cumulative impact of the fund's expenses, including investment advisory fees and other fund costs, on the fund's return over a 10-year period. The example reflects the following:
- You invest $10,000 in the fund and hold it for the entire 10 year period;
- Your investment has a 5% return before expenses each year;
- The fund's Class A shares' current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed; and
- There is no sales charge on reinvested dividends.
There is no assurance that the annual expense ratio will be the expense ratio for the fund classes for any of the years shown. To the extent that A I M Advisors, Inc. and certain of its affiliates make any fee waivers and/or expense reimbursements pursuant to a voluntary arrangement, your actual expenses may be less. This is only a hypothetical presentation made to illustrate what expenses and returns would be under the above scenarios, your actual returns and expenses are likely to differ (higher or lower) from those shown below.
CLASS A YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 ---------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 1.04% 1.19% 1.19% 1.19% 1.19% Cumulative Return Before Expenses 5.00% 10.25% 15.76% 21.55% 27.63% Cumulative Return After Expenses 3.96% 7.92% 12.03% 16.30% 20.73% End of Year Balance $10,396.00 $10,792.09 $11,203.27 $11,630.11 $12,073.22 Estimated Annual Expenses $ 106.06 $ 126.07 $ 130.87 $ 135.86 $ 141.03 ---------------------------------------------------------------------------------------------- CLASS A YEAR 6 YEAR 7 YEAR 8 YEAR 9 YEAR 10 Annual Expense Ratio(1) 1.19% 1.19% 1.19% 1.19% 1.19% Cumulative Return Before Expenses 34.01% 40.71% 47.75% 55.13% 62.89% Cumulative Return After Expenses 25.33% 30.11% 35.06% 40.21% 45.55% End of Year Balance $12,533.21 $13,010.72 $13,506.43 $14,021.03 $14,555.23 Estimated Annual Expenses $ 146.41 $ 151.99 $ 157.78 $ 163.79 $ 170.03 ---------------------------------------------------------------------------------------------- |
INVESTOR CLASS YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 ---------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 0.94% 0.94% 0.94% 0.94% 0.94% Cumulative Return Before Expenses 5.00% 10.25% 15.76% 21.55% 27.63% Cumulative Return After Expenses 4.06% 8.28% 12.68% 17.26% 22.02% End of Year Balance $10,406.00 $10,828.48 $11,268.12 $11,725.61 $12,201.67 Estimated Annual Expenses $ 95.91 $ 99.80 $ 103.85 $ 108.07 $ 112.46 ---------------------------------------------------------------------------------------------- INVESTOR CLASS YEAR 6 YEAR 7 YEAR 8 YEAR 9 YEAR 10 ---------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 0.94% 0.94% 0.94% 0.94% 0.94% Cumulative Return Before Expenses 34.01% 40.71% 47.75% 55.13% 62.89% Cumulative Return After Expenses 26.97% 32.13% 37.49% 43.07% 48.88% End of Year Balance $12,697.05 $13,212.55 $13,748.98 $14,307.19 $14,888.06 Estimated Annual Expenses $ 117.02 $ 121.78 $ 126.72 $ 131.86 $ 137.22 ---------------------------------------------------------------------------------------------- |
(1) Your actual expenses may be higher or lower than those shown.
OBJECTIVE AND STRATEGIES
The fund's investment objective is to provide as high a level of tax-exempt
income as is consistent with the preservation of capital and maintenance of
liquidity. The fund's investment objective may be changed by the Board of
Trustees without shareholder approval.
The fund normally invests at least 80% of its assets in debt securities that
(1) pay interest that is excluded from gross income for federal income tax
purposes, and (2) do not produce income that will be considered to be an item of
preference for purposes of the alternative minimum tax.
The fund invests in accordance with industry-standard requirements for money market funds for the quality, maturity and diversification of investments.
The fund invests only in high-quality U.S. dollar-denominated short term
debt obligations, including: (i) municipal securities, which may include
tax-exempt commercial paper; and (ii) cash equivalents. These securities may
have credit and liquidity enhancements provided by banks, insurance companies or
other financial institutions.
Municipal securities include debt obligations of states, territories and
possessions of the United States and the District of Columbia, their political
subdivisions, agencies, and instrumentalities, authorities thereof, and
multi-state agencies, issued to obtain funds for various public purposes.
Synthetic municipal securities, which include variable rate instruments that are
created when fixed rate bonds are coupled with a third party tender feature and
variable tender fees are treated as municipal securities. Other securities held
by the fund may be structured with demand features which have the effect of
shortening the security's maturity.
The fund invests only in municipal securities that are: (1) rated in the
highest rating category by two nationally recognized statistical rating
organizations (NRSRO); (2) rated by only one NRSRO, if they are rated in the
highest category by that NRSRO; and (3) unrated but deemed to be of comparable
quality by the advisors.
Some of the fund's investments, although U.S. dollar-denominated, may be
subject to foreign credit exposure.
The fund may invest up to 20% of its net assets in money market instruments
that may be subject to federal taxes, including Treasury securities, repurchase
agreements, bankers' acceptances, commercial paper, U.S. dollar-denominated
foreign securities and master notes.
The fund's investments in the types of securities described in this
prospectus vary from time to time, and, at any time, the fund may not be
invested in all types of securities described in this prospectus. Any percentage
limitations with respect to assets of the fund are applied at the time of
purchase.
In selecting securities for the fund's portfolio, the portfolio managers
focus on safety, liquidity, and yield that is exempt from federal income taxes.
The portfolio structure is driven to some extent by the supply and availability
of municipal obligations. The portfolio managers manage liquidity with daily and
weekly variable-rate demand notes.
The portfolio managers consider selling a security: (i) if the issuer's
credit quality declines, (ii) if a geographic region in which the issuer's in
which the fund invests are located undergoes a negative change, (iii) as a
result of interest rate changes, or (iv) to enhance yield.
The fund may maintain a portion of its assets in cash pending investment or to handle its daily cash needs, including payment of fund expenses, redemption requests and securities transactions. Depending upon the then-current investment environment, holding a relatively larger percentage of portfolio assets in cash may either assist or hinder the fund's relative performance.
RISKS
The principal risks of investing in the fund are:
- Market Risk--The prices of and the income generated by securities held by the fund may decline in response to certain events, including those directly involving the issuers, or in the case of industrial development revenue bonds, the company for whose benefit the bonds are being issued; general economic and market conditions; regional or global economic instability; and interest rate fluctuations.
- Money Market Fund Risk--The fund is a money market fund and an investment in the fund is not a deposit in a bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. Although the fund seeks to preserve the value of an investment at $1.00 per share, it is possible to lose money by investing in the fund. Additionally, the fund's yield will vary as the short-term securities in its portfolio mature and the proceeds are reinvested in other securities.
- Interest Rate Risk--Interest rate risk refers to the risk that bond prices generally fall as interest rates rise; conversely, bond prices generally rise as interest rates fall. Specific bonds differ in their sensitivity to changes in interest rates depending on specific characteristics of each bond.
- Credit Risk--There is a possibility that the issuers of instruments in which the fund invests will be unable to meet interest payments or repay principal. Changes in the financial strength of an issuer may reduce the credit rating of its securities and may decrease their value. Changes in the credit quality of financial institutions providing liquidity and credit enhancements could cause the fund to experience a loss and may effect its share price.
- Municipal Securities Risk--The value of, payment of interest and repayment of principal with respect to, and the ability of the fund to sell, a municipal security may be affected by constitutional amendments, legislative enactments, executive orders, administrative regulations and voter initiatives as well as the economics of the regions in which the issuers in which the fund invests are located. Revenue bonds are generally not backed by the taxing power of the issuing municipality. To the extent that a municipal security in which the fund invests is not heavily followed by the investment community or such security issue is relatively small, the security may be difficult to value or sell at a fair price.
- Concentration Risk--Because many municipal securities are issued to finance similar projects, especially those relating to education, health care, transportation and utilities, conditions in those sectors can affect the overall municipal securities market and the fund. Moreover, sizeable investments in securities issued to finance similar projects could involve an increased risk to the fund if economic or other factors adversely affect the viability of these projects.
- Foreign Credit Exposure Risk--U.S. dollar denominated securities which carry foreign credit exposure may be affected by unfavorable political, economic or governmental developments that could affect the repayment of principal or the payment of interest.
- Synthetic Municipal Securities Risk--The tax-exempt character of the interest paid on synthetic municipal securities is based on the tax-exempt income stream from the collateral. The Internal Revenue Service has not ruled on this issue and could deem income derived from synthetic municipal securities to be taxable.
- Management Risk--There is no guarantee that the investment techniques and risk analyses used by the fund's portfolio manager(s) will produce the desired results.
The fund's portfolio holdings are disclosed on a regular basis in its semi-annual and annual reports to shareholders, and on Form N-Q, which is filed with the Securities and Exchange Commission (SEC) within 60 days of the fund's first and third fiscal quarter-ends. In addition, portfolio holdings information for the fund is available at http://www.aiminvestments.com. To reach this information, access the fund's overview page on the website. Links to the following fund information are located in the upper right side of this website page:
---------------------------------------------------------------------------------------------------------------------------------
APPROXIMATE DATE OF INFORMATION REMAINS
INFORMATION WEBSITE POSTING POSTED ON WEBSITE
---------------------------------------------------------------------------------------------------------------------------------
Top ten holdings as of month-end 15 days after month-end Until posting of the following month's top
ten holdings
---------------------------------------------------------------------------------------------------------------------------------
Complete portfolio holdings as of 30 days after calendar quarter-end For one year
calendar quarter-end
---------------------------------------------------------------------------------------------------------------------------------
|
A description of the fund's policies and procedures with respect to the disclosure of the fund's portfolio holdings is available in the fund's Statement of Additional Information, which is available at http://www.aiminvestments.com.
THE ADVISOR
A I M Advisors, Inc. (the advisor or AIM) serves as the fund's investment
advisor and is responsible for its day-to-day management. The advisor is located
at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor
supervises all aspects of the fund's operations and provides investment advisory
services to the fund, including obtaining and evaluating economic, statistical
and financial information to formulate and implement investment programs for the
fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 225 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended March 31, 2007, the advisor received compensation of 0.35% of average daily net assets.
A discussion regarding the basis for the Board of Trustees' approval of the investment advisory agreement of the fund is available in the fund's most recent report to shareholders for the six-month period ended September 30.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist primarily of
income.
DIVIDENDS
The fund generally declares dividends on each business day and pays dividends, if any, monthly.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
SPECIAL TAX INFORMATION REGARDING THE FUND
In addition to the general tax information set forth under the heading "General Information--Taxes" in this prospectus, the following information describes the tax impact of certain dividends you may receive from the fund.
You will not be required to include the "exempt-interest" portion of
dividends paid by the fund in your gross income for federal income tax purposes.
You will be required to report the receipt of exempt-interest dividends and
other tax-exempt interest on your federal income tax returns. Exempt-interest
dividends from the fund may be subject to state and local income taxes, may give
rise to a federal alternative minimum tax liability, may affect the amount of
social security benefits subject to federal income tax, may affect the
deductibility of interest on certain indebtedness, and may have other collateral
federal income tax consequences for you. The fund may invest in municipal
securities the interest on which constitutes an item of tax preference and could
give rise to a federal alternative minimum tax liability for you, and may invest
up to 20% of its net assets in such securities and other taxable securities. The
fund will try to minimize investments that result in taxable dividends.
To the extent that dividends paid by the fund are derived from taxable
investments or realized capital gains, they will be taxable as ordinary income.
The percentage of dividends that constitutes exempt-interest dividends will be
determined annually. This percentage may differ from the actual percentage of
exempt interest received by the fund for the particular days in which you hold
shares.
From time to time, proposals have been introduced before Congress that would
have the effect of reducing or eliminating the federal tax exemption on
municipal securities. If such a proposal were enacted, the ability of the fund
to pay exempt-interest dividends might be adversely affected.
The financial highlights table is intended to help you understand the fund's financial performance. Certain information reflects financial results for a single fund share.
The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the fund (assuming reinvestment of all dividends and distributions).
The information for the fiscal years ended 2007 and 2006 has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request. Information prior to fiscal year 2006 was audited by other independent registered public accountants.
CLASS A
------------------------------------------------------
YEAR ENDED MARCH 31,
------------------------------------------------------
2007 2006 2005 2004 2003
--------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
--------------------------------------------------------------------------------------------------------------------
Net investment income 0.03 0.02 0.01 0.004 0.01
--------------------------------------------------------------------------------------------------------------------
Less dividends from net investment income (0.03) (0.02) (0.01) (0.004) (0.01)
====================================================================================================================
Net asset value, end of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
____________________________________________________________________________________________________________________
====================================================================================================================
Total return(a) 2.66% 1.88% 0.72% 0.41% 0.77%
____________________________________________________________________________________________________________________
====================================================================================================================
Ratios/supplemental data:
Net assets, end of period (000s omitted) $38,106 $37,828 $46,914 $75,547 $66,342
____________________________________________________________________________________________________________________
====================================================================================================================
Ratio of expenses to average net assets:
With fee waivers and/or expense reimbursements 1.03%(b) 0.94% 0.80% 0.76% 0.79%
--------------------------------------------------------------------------------------------------------------------
Without fee waivers and/or expense reimbursements 1.19%(b) 1.09% 1.00% 0.91% 0.94%
====================================================================================================================
Ratio of net investment income to average net assets 2.62%(b) 1.84% 0.68% 0.40% 0.76%
____________________________________________________________________________________________________________________
====================================================================================================================
|
(a) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions.
(b) Ratios are based on average daily net assets of $36,261,149.
INVESTOR CLASS
-------------------------------------------------------------
SEPTEMBER 30, 2003
(DATE SALES
YEAR ENDED MARCH 31, COMMENCED) TO
------------------------------------ MARCH 31,
2007 2006 2005 2004
---------------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 1.00 $ 1.00 $ 1.00 $ 1.00
---------------------------------------------------------------------------------------------------------------------------
Net investment income 0.03 0.02 0.01 0.002
---------------------------------------------------------------------------------------------------------------------------
Less dividends from net investment income (0.03) (0.02) (0.01) (0.002)
===========================================================================================================================
Net asset value, end of period $ 1.00 $ 1.00 $ 1.00 $ 1.00
___________________________________________________________________________________________________________________________
===========================================================================================================================
Total return(a) 2.76% 1.98% 0.82% 0.23%
___________________________________________________________________________________________________________________________
===========================================================================================================================
Ratios/supplemental data:
Net assets, end of period (000s omitted) $13,203 $14,405 $17,215 $20,169
===========================================================================================================================
Ratio of expenses to average net assets 0.93%(b)(c) 0.84% 0.70%(c) 0.67%(d)
===========================================================================================================================
Ratio of net investment income to average net assets 2.72%(b) 1.94% 0.78% 0.49%(d)
___________________________________________________________________________________________________________________________
===========================================================================================================================
|
(a) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year.
(b) Ratios are based on average daily net assets of $13,305,692.
(c) After fee waivers and/or expense reimbursements. Ratio of expenses to average net assets prior to fee waivers and/or expense reimbursements was 0.94% and 0.75% for the years ended March 31, 2007 and March 31, 2005, respectively.
(d) Annualized.
-------------
THE AIM FUNDS
-------------
GENERAL INFORMATION
-----------------------------------------------------------------------------------------------------------------------------
In addition to the fund, AIM serves as investment advisor to many other mutual funds that are offered to retail investors.
The following information is about all the AIM funds that offer retail share classes.
CHOOSING A SHARE CLASS
Each of the funds offer multiple classes of shares. Each class represents an interest in the same portfolio of investments.
Certain classes have higher expenses than other classes which may lower the return on your investment when compared to a less
expensive class. In deciding which class of shares to purchase, you should consider the following attributes of the various
share classes, among other things: (i) the eligibility requirements that apply to purchases of a particular class, (ii) the
initial sales charges and contingent deferred sales charges (CDSCs), if any, applicable to the class, (iii) the 12b-1 fee, if
any, paid by the class, and (iv) any services you may receive from a financial intermediary. Please contact your financial
advisor to assist you in making your decision. In addition to the share classes shown in the chart below, AIM Money Market
Fund offers AIM Cash Reserve Shares and AIM Summit Fund offers Class P shares.
AIM FUND RETAIL SHARE CLASSES
CLASS A CLASS A3 CLASS B CLASS C CLASS R INVESTOR CLASS
-----------------------------------------------------------------------------------------------------------------------------
- Initial sales - No initial - No initial - No initial - No initial - No initial
charge which may sales charge sales charge sales charge sales charge sales charge
be waived or
reduced
- Contingent - No contingent - Contingent - Contingent - Contingent - No contingent
deferred sales deferred sales deferred sales deferred sales deferred sales deferred sales
charge on certain charge charge on charge on charge on charge
redemptions redemptions redemptions certain
within six years within one redemptions
year(3)
- 12b-1 fee of - 12b-1 fee - 12b-1 fee - 12b-1 fee - 12b-1 fee - 12b-1 fee
0.25%(1) of 0.25% of 1.00% of 1.00%(4) of 0.50% of 0.25%(1)
- Does not - Converts to - Does not - Does not - Does not
convert to Class A shares convert to convert to convert to
Class A shares on or about the Class A shares Class A shares Class A shares
end of the month
which is at
least eight
years after the
date on which
shares were
purchased along
with a pro rata
portion of
reinvested
dividends and
distributions(2)
- Generally - Available - Purchase - Generally - Generally, - Generally
more appropriate only through a orders limited more available only closed to new
for long-term limited number to amount less appropriate for to employee investors
investors of funds than $100,000 short-term benefit plans
investors
- Purchase orders
limited to
amounts less
than $1,000,000
-----------------------------------------------------------------------------------------------------------------------------
(1) Class A shares of AIM Tax-Free Intermediate Fund and Investor Class shares of AIM Money Market Fund, AIM Tax-Exempt Cash
Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio do not have a 12b-1
fee.
(2) Class B shares of AIM Money Market Fund convert to AIM Cash Reserve Shares.
(3) CDSC does not apply to redemption of Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund unless you
received Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund through an exchange from Class C shares from
another AIM Fund that is still subject to a CDSC.
(4) Class C shares of AIM Floating Rate Fund have a 12b-1 fee of 0.75%.
SHARE CLASS ELIGIBILITY
CLASS A, A3, B, C AND AIM CASH RESERVE SHARES
Class A, A3, B, C and AIM Cash Reserve Shares are available to all retail investors, including individuals, trusts,
corporations and other business and charitable organizations and employee benefit plans. The share classes offer different
fee structures which are intended to compensate financial intermediaries for services provided in connection with the sale of
shares and continued maintenance of the customer relationship. You should consider the services provided by your financial
advisor and any other intermediaries who will be involved in the servicing of your account when choosing a share class.
Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the
Internal Revenue Code (the Code). These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension
plans and profit sharing plans. However, plans that have existing accounts invested in Class B shares will continue to be
allowed to make additional purchases.
CLASS P SHARES
In addition to the other share classes discussed herein, the AIM Summit Fund offers Class P shares, which were historically
sold only through the AIM Summit Investors Plans I and II (the Summit Plans). Class P shares are sold with no initial sales
charge and have a 12b-1 fee of 0.10%. However, Class P shares are not sold to members of the general public. Only
shareholders who had accounts in the Summit Plans at the close of business on December 8, 2006, may purchase Class P shares
and only until the total of their combined investments in the Plans and in Class P shares directly equals the face amount of
their former Plan under the 30 year extended investment option. The face amount of a Plan is the combined total of all
scheduled monthly investments under the Plan. For a Plan with a scheduled monthly investment of $100.00, the face amount
would have been $36,000.00 under the 30 year extended investment option.
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MCF--07/07 A-1
-------------
THE AIM FUNDS
-------------
CLASS R SHARES
Class R shares are generally available only to employee benefit plans. These may include, for example, retirement and
deferred compensation plans maintained pursuant to Sections 401, 403, and 457 of the Code; nonqualified deferred compensation
plans; health savings accounts maintained pursuant to Section 223 of the Code; and voluntary employees' beneficiary
arrangements maintained pursuant to Section 501(c)(9) of the Code. Retirement plans maintained pursuant to Section 401
generally include 401(k) plans, profit sharing plans, money purchase pension plans, and defined benefit plans. Retirement
plans maintained pursuant to Section 403 must be established and maintained by non-profit organizations operating pursuant to
Section 501(c)(3) of the Code in order to purchase Class R shares. Class R shares are generally not available for individual
retirement accounts (IRAs) such as traditional, Roth, SEP, SAR-SEP and SIMPLE IRAs.
INVESTOR CLASS SHARES
Some of the funds offer Investor Class shares. Investor Class shares are sold with no initial sales charge and have a maximum
12b-1 fee of 0.25%. Investor Class shares are not sold to members of the general public. Only the following persons may
purchase Investor Class shares:
- Investors who established accounts prior to April 1, 2002, in Investor Class shares who have continuously maintained an
account in Investor Class shares (this includes anyone listed in the registration of an account, such as a joint owner,
trustee or custodian, and immediate family members of such persons). These investors are referred to as "grandfathered
investors."
- Customers of certain financial intermediaries which have had relationships with the funds' distributor or any funds that
offered Investor Class shares prior to April 1, 2002, who have continuously maintained such relationships. These
intermediaries are referred to as "grandfathered intermediaries."
- Employee benefit plans; provided, however, that retirement plans maintained pursuant to Section 403 must be established
and maintained by non-profit organizations operating pursuant to Section 501(c)(3) of the Code in order to purchase
Investor Class shares, unless the plan is considered a grandfathered investor or the account is opened through a
grandfathered intermediary. Investor Class shares are generally not available for IRAs, unless the IRA depositor is
considered a grandfathered investor or the account is opened through a grandfathered intermediary.
- Any trustee, director, officer or employee of any fund or of INVESCO PLC or any of its subsidiaries or affiliates, or
any employee benefit plan maintained by any of them (this includes any immediate family members of such persons).
DISTRIBUTION AND SERVICE (12B-1) FEES
Except as noted below, each fund has adopted a distribution plan pursuant to SEC Rule 12b-1. A 12b-1 plan allows a fund to
pay distribution fees to A I M Distributors, Inc. (AIM Distributors) to compensate or reimburse, as applicable, AIM
Distributors for its efforts in connection with the sale and distribution of the fund's shares and for services provided to
shareholders, all or a substantial portion of which are paid to the dealer of record. Because the funds pay these fees out of
their assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than
paying other types of sales charges.
The following funds and share classes do not have 12b-1 plans:
- AIM Tax-Free Intermediate Fund, Class A shares. - Premier Portfolio, Investor Class shares.
- AIM Money Market Fund, Investor Class shares. - Premier U.S. Government Money Portfolio, Investor Class shares.
- AIM Tax-Exempt Cash Fund, Investor Class shares. - Premier Tax-Exempt Portfolio, Investor Class shares.
INITIAL SALES CHARGES (CLASS A SHARES ONLY)
The funds are grouped into four categories for determining initial sales charges. The "Other Information" section of each
fund's prospectus will tell you the sales charge category in which the fund is classified. As used below, the term "offering
price" with respect to all categories of Class A shares includes the initial sales charge.
CATEGORY I INITIAL SALES CHARGES CATEGORY II INITIAL SALES CHARGES
------------------------------------------------------------- -------------------------------------------------------------
INVESTOR'S SALES CHARGE INVESTOR'S SALES CHARGE
-------------------------- --------------------------
AMOUNT INVESTED AS A % OF AS A % OF AMOUNT INVESTED AS A % OF AS A % OF
IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT
------------------------------------------------------------- -------------------------------------------------------------
Less than $ 25,000 5.50% 5.82% Less than $ 50,000 4.75% 4.99%
$ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.00 4.17
$ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90
$100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56
$250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04
$500,000 but less than $1,000,000 2.00 2.04
------------------------------------------------------------- -------------------------------------------------------------
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-------------
THE AIM FUNDS
-------------
CATEGORY III INITIAL SALES CHARGES CATEGORY IV INITIAL SALES CHARGES
------------------------------------------------------------- -------------------------------------------------------------
INVESTOR'S SALES CHARGE INVESTOR'S SALES CHARGE
-------------------------- --------------------------
AMOUNT INVESTED AS A % OF AS A % OF AMOUNT INVESTED AS A % OF AS A % OF
IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT
------------------------------------------------------------- -------------------------------------------------------------
Less than $ 100,000 1.00% 1.01% Less than $ 100,000 2.50% 2.56%
$100,000 but less than $ 250,000 0.75 0.76 $100,000 but less than $ 250,000 2.00 2.04
$250,000 but less than $1,000,000 0.50 0.50 $250,000 but less than $ 500,000 1.50 1.52
$500,000 but less than $1,000,000 1.25 1.27
------------------------------------------------------------- -------------------------------------------------------------
CLASS A SHARES SOLD WITHOUT AN INITIAL SALES CHARGE
Certain categories of investors are permitted to purchase and certain intermediaries are permitted to sell Class A shares of
the funds without an initial sales charge because their transactions involve little or no expense. The investors who are
entitled to purchase Class A shares without paying an initial sales charge include the following:
- Any current or retired trustee, director, officer or employee of any fund or of INVESCO PLC or any of its subsidiaries
or affiliates, or any foundation, trust or employee benefit plan maintained by any of them (this includes any immediate
family members of such persons).
- Any registered representative or employee of any intermediary who has an agreement with AIM Distributors to sell shares
of the funds (this includes any immediate family members of such persons).
- Any investor who purchases their shares through an approved fee-based program (this may include any type of account for
which there is some alternative arrangement made between the investor and the intermediary to provide for compensation
of the intermediary for services rendered in connection with the sale of the shares and maintenance of the customer
relationship).
- Any investor who purchases their shares with the proceeds of a rollover, transfer or distribution from a retirement plan
or individual retirement account for which AIM Distributors acts as the prototype sponsor to another retirement plan or
individual retirement account for which AIM Distributors acts as the prototype sponsor, to the extent that such proceeds
are attributable to the redemption of shares of a fund held through the plan or account.
- Employee benefit plans; provided, however, that they meet at least one of the following requirements:
a. the plan has assets of at least $1 million;
b. there are at least 100 employees eligible to participate in the plan; or
c. all plan transactions are executed through a single omnibus account per fund; further provided that retirement
plans maintained pursuant to Section 403(b) of the Code are not eligible to purchase shares without paying an
initial sales charge based on the aggregate investment made by the plan or the number of eligible employees unless
the employer or plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code.
- Any investor who maintains an account in Investor Class shares of a fund (this includes anyone listed in the
registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons).
- Qualified Tuition Programs created and maintained in accordance with Section 529 of the Code.
- Insurance company separate accounts.
No investor will pay an initial sales charge in the following circumstances:
- When buying Class A shares of AIM Tax-Exempt Cash Fund and Class A3 shares of AIM Limited Maturity Treasury Fund or AIM
Tax-Free Intermediate Fund.
- When reinvesting dividends and distributions.
- When exchanging shares of one fund, that were previously assessed a sales charge, for shares of another fund.
- As a result of a fund's merger, consolidation, or acquisition of the assets of another fund.
Additional information regarding eligibility to purchase shares at reduced or without sales charges is available on the
Internet at www.aiminvestments.com, then click on the link for My Account, then Service Center, or consult the fund's
Statement of Additional Information, which is available on that same website or upon request free of charge.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or
your financial advisor must notify the transfer agent at the time of purchase that your purchase qualifies for such
treatment. Certain individuals and employer-sponsored retirement plans may link accounts for the purpose of qualifying for
lower initial sales charges. You or your financial consultant must provide other account numbers to be considered for Rights
of Accumulation, or mark the Letter of Intent section on the account application, or provide other relevant documentation, so
that the transfer agent can verify your eligibility for the reduction or exception. Please consult the fund's Statement of
Additional Information for details.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM
Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Investor Class shares of any fund will not
be taken into account in determining whether a purchase qualifies for a reduction in initial sales charges pursuant to Rights
of Accumulation or Letters of Intent.
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RIGHTS OF ACCUMULATION
You may combine your new purchases of Class A shares of a fund with other fund shares currently owned (Class A, B, C, P or R)
and investments in the AIM College Savings Plan(R) for the purpose of qualifying for the lower initial sales charge rates
that apply to larger purchases. The applicable initial sales charge for the new purchase is based on the total of your
current purchase and the public offering price of all other shares you own. The transfer agent may automatically link certain
accounts registered in the same name with the same taxpayer identification number for the purpose of qualifying you for lower
initial sales charge rates. There may be other accounts that are eligible to be linked, as described in the fund's Statement
of Additional Information. However, if the accounts are not registered in the same name with the same taxpayer identification
number, you will have to contact the transfer agent to request that those accounts be linked. The transfer agent will not be
responsible for identifying all accounts that may be eligible to be linked.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount of Class A shares of one or more funds
during a 13-month period. The amount you agree to purchase determines the initial sales charge you pay. If the full amount
committed to in the LOI is not invested by the end of the 13-month period, your account will be assessed the higher initial
sales charge that would normally be applicable to the amount actually invested.
REINSTATEMENT FOLLOWING REDEMPTION
If you redeem shares of a fund, you may reinvest all or a portion of the proceeds from the redemption in the same share class
of any fund in the same Category within 180 days of the redemption without paying an initial sales charge. Class B and P
redemptions may be reinvested only into Class A shares with no initial sales charge. This reinstatement privilege does not
apply to:
- A purchase made through a regularly scheduled automatic investment plan, such as a purchase by a regularly scheduled
payroll deduction or transfer from a bank account, or
- A purchase paid for with proceeds from the redemption of shares that were held indirectly through an employee benefit
plan.
In order to take advantage of this reinstatement privilege, you must inform your financial advisor or the transfer agent
that you wish to do so at the time of your investment.
CONTINGENT DEFERRED SALES CHARGES (CDSCS)
CDSCS ON CLASS A SHARES AND AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of Category I, II and IV funds without paying an
initial sales charge. However, if you redeem these shares prior to 18 months after the date of purchase, they will be subject
to a CDSC of 1%.
If you currently own Class A shares of a Category I, II or IV fund, and make additional purchases without paying an
initial sales charge that result in account balances of $1,000,000 or more, the additional shares purchased will be subject
to an 18-month, 1% CDSC.
If AIM Distributors pays a concession to the dealer of record in connection with a Large Purchase of Class A shares by
an employee benefit plan, the Class A shares may be subject to a 1% CDSC if all of the plan's shares are redeemed within one
year from the date of the plan's initial purchase.
If you acquire AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares of AIM Tax-Exempt Cash Fund, Class A3
shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund through an exchange involving Class A shares
that were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC.
CDSCS ON CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE
If you purchase $1,000,000 or more of Class A shares of any fund, or if you make additional purchases of Class A shares
without paying an initial sales charge, your shares may be subject to a CDSC upon redemption in the following circumstances:
SHARES INITIALLY PURCHASED SHARES HELD AFTER AN EXCHANGE CDSC APPLICABLE UPON REDEMPTION OF SHARES
-------------------------------------- ----------------------------------------- ------------------------------------------
- Class A shares of any Category I, - Class A shares of any Category I, II - 1% if shares are redeemed within 18
II or IV fund or IV fund months of initial purchase of any
Category I, II or IV Fund
- AIM Cash Reserve Shares of AIM Money
Market Fund
- Class A Shares of AIM Tax-Exempt Cash
Fund
- Class A3 Shares of AIM Limited
Maturity Treasury Fund and
AIM Tax-Free Intermediate Fund
CDSCS ON CLASS B SHARES AND ON CLASS C SHARES OF FUNDS OTHER THAN
AIM LIBOR ALPHA FUND AND AIM SHORT TERM BOND FUND
Class B and Class C shares are sold without an initial sales charge. However, they are subject to a CDSC. If you redeem your
shares during the CDSC period, you will be assessed a CDSC as follows, unless you qualify for one of the CDSC exceptions
outlined below:
YEAR SINCE PURCHASE MADE: CLASS B CLASS C
-----------------------------------------------------------------------------------------------------------------------------
First 5% 1%
Second 4 None
Third 3 None
Fourth 3 None
Fifth 2 None
Sixth 1 None
Seventh and following None None
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CDSCS ON CLASS C SHARES -- EMPLOYEE BENEFIT PLAN
AIM Distributors pays a concession to the dealer of record in connection with a purchase of Class C shares by an employee
benefit plan; the Class C shares are subject to a 1.00% CDSC at the time of redemption if all of the plan's shares are
redeemed within one year from the date of the plan's initial purchase.
CDSCS ON CLASS C SHARES OF AIM LIBOR ALPHA FUND AND AIM SHORT TERM BOND FUND
Class C shares of AIM LIBOR Alpha Fund and AIM Short Term Bond Fund are not normally subject to a CDSC. However, if you
acquired shares of those funds through an exchange, and the shares originally purchased were subject to a CDSC, the shares
acquired as a result of the exchange will continue to be subject to that same CDSC. Conversely, if you acquire Class C shares
of any other fund as a result of an exchange involving Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund
that were not subject to a CDSC, then the shares acquired as a result of the exchange will not be subject to a CDSC.
CDSCS ON CLASS R SHARES
Class R shares are not normally subject to a CDSC. However, if AIM Distributors pays a concession to the dealer of record in
connection with a purchase of Class R shares by an employee benefit plan, the Class R shares are subject to a 0.75% CDSC at
the time of redemption if all of the plan's shares are redeemed within one year from the date of the plan's initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their original purchase price or current net asset value,
net of reinvested dividends and capital gains distributions. In determining whether to charge a CDSC, shares are accounted
for on a first-in, first-out basis, which means that you will redeem shares on which there is no CDSC first and, then, shares
in the order of their purchase.
CDSC EXCEPTIONS
Investors who own shares that are otherwise subject to a CDSC will not pay a CDSC in the following circumstances:
- If you participate in the Systematic Redemption Plan and withdraw up to 12% of the value of your shares that are subject
to a CDSC in any twelve-month period.
- If you redeem shares to pay account fees.
- If you are the executor, administrator or beneficiary of an estate or are otherwise entitled to assets remaining in an
account following the death or post-purchase disability of a shareholder or beneficial owner and you choose to redeem
those shares.
There are other circumstances under which you may be able to redeem shares without paying CDSCs. Additional information
regarding CDSC exceptions is available on the Internet at www.aiminvestments.com, then click on the link for My Account, then
Service Center, or consult the fund's Statement of Additional Information, which is available on that same website or upon
request free of charge.
Shares acquired through the reinvestment of dividends and distributions are not subject to CDSCs.
The following share classes are sold with no CDSC:
- Class A shares of any Category III Fund.
- Class A shares of AIM Tax-Exempt Cash Fund.
- Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
- AIM Cash Reserve Shares of AIM Money Market Fund.
- Investor Class shares of any fund.
- Class P shares of AIM Summit Fund.
REDEMPTION FEES
Certain funds impose a 2% redemption fee (on redemption proceeds) if you redeem or exchange shares within 31 days of
purchase. Please refer to the applicable fund's prospectus to determine whether that fund imposes a redemption fee. As of the
date of this prospectus, the following funds impose redemption fees:
AIM Asia Pacific Growth Fund AIM Global Aggressive Growth Fund AIM Gold & Precious Metals Fund AIM International
AIM China Fund AIM Global Equity Fund AIM High Yield Fund Total Return Fund
AIM Developing Markets Fund AIM Global Growth Fund AIM International Allocation Fund AIM Japan Fund
AIM European Growth Fund AIM Global Health Care Fund AIM International Core Equity Fund AIM S&P 500 Index Fund
AIM European Small Company Fund AIM Global Real Estate Fund AIM International Growth Fund AIM Trimark Fund
AIM Floating Rate Fund AIM Global Value Fund AIM International Small Company Fund
The redemption fee will be retained by the fund from which you are redeeming or exchanging shares, and is intended to
offset the trading costs, market impact and other costs associated with short-term money movements in and out of the fund.
The redemption fee is imposed on a first-in, first-out basis, which means that you will redeem shares in the order of their
purchase.
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Redemption fees generally will not be charged in the following circumstances:
- Redemptions and exchanges of shares held in accounts maintained by intermediaries that do not have the systematic
capability to assess the redemption fees.
- Redemptions and exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529
of the Code, and variable insurance contracts which use the funds as underlying investments.
- Redemptions and exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs or
systematic withdrawal plans.
- Redemptions requested within 31 days following the death or post-purchase disability of an account owner.
- Redemptions or exchanges initiated by a fund.
The following shares are not subject to redemption fees, irrespective of whether they are redeemed in accordance with
any of the exceptions set forth above:
- Shares acquired through the reinvestment of dividends and distributions.
- Shares acquired through systematic purchase plans.
- Shares acquired in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit
plan to the trustee or custodian of another employee benefit plan.
Shares held by employee benefit plans will only be subject to redemption fees if the shares were acquired by exchange
and are redeemed by exchange within 31 days of purchase.
Some investments in the funds are made through accounts that are maintained by intermediaries (rather than the funds'
transfer agent) and some investments are made indirectly through products that use the funds as underlying investments, such
as employee benefit plans, funds of funds, qualified tuition plans, and variable insurance contracts (these products are
generally referred to as conduit investment vehicles). If shares of the funds are held in an account maintained by an
intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary
account or conduit investment vehicle may be considered an individual shareholder of the funds for purposes of assessing
redemption fees. In these cases, the funds are likely to be limited in their ability to assess redemption fees on
transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the
aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
If shares of the funds are held in an account maintained by an intermediary or in the name of a conduit investment
vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules
intended to limit short-term money movements in and out of the funds which differ from those described in this prospectus. In
such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and
subject to different exceptions) than those set forth above. Please consult your financial advisor or other intermediary for
details.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of losing its registered
investment company qualification for tax purposes.
Your financial advisor or other intermediary may charge service fees for handling redemption transactions. Your shares
also may be subject to a CDSC in addition to the redemption fee.
TEMPORARY REDEMPTION FEE FOR CLASS A SHARES OF AIM SELECT REAL ESTATE INCOME FUND
On March 12, 2007, AIM Select Real Estate Income Fund, a closed-end fund, was reorganized as an open-end fund. Shareholders
of the Common Shares of the closed-end AIM Select Real Estate Income Fund received Class A shares of the open-end AIM Select
Real Estate Income Fund in connection with the reorganization. If you redeem those shares received in connection with the
reorganization, including redeeming by exchange, within 12 months following the date of the reorganization, you will be
charged a 2.00% redemption fee.
This 2.00% redemption fee will not apply to Class A shares of the open-end AIM Select Real Estate Income Fund that are
purchased after the reorganization. The redemption fee will be retained by the open-end AIM Select Real Estate Income Fund to
offset transaction costs and other expenses associated with redemptions or exchanges. It is designed, in part, to stabilize
outflows from the open-end AIM Select Real Estate Income Fund after the reorganization and to deter arbitrage trades by
investors seeking to profit from the difference between the cost of purchasing Common Shares of the closed-end AIM Select
Real Estate Income Fund at a discount to net asset value, and the proceeds of redeeming Class A shares of the open-end AIM
Select Real Estate Fund at their net asset value following the reorganization. To the extent that arbitrage and other
short-term trading still occurs, the redemption fee would protect AIM Select Real Estate Income Fund and its long-term
shareholders by recouping some of the costs of the arbitrage-related redemptions and exchanges. The redemption fee may also
offset to some extent some of the direct and indirect costs associated with the reorganization.
PURCHASING SHARES
If you hold your shares through a financial advisor or other intermediary, your eligibility to purchase shares and the
terms by which you may purchase, redeem and exchange shares may differ depending on that institution's policies.
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MINIMUM INVESTMENTS
There are no minimum investments for Class P or R shares for fund accounts. The minimum investments for Class A, A3, B, C,
and Investor Class shares for fund accounts are as follows:
INITIAL INVESTMENT ADDITIONAL INVESTMENTS
TYPE OF ACCOUNT PER FUND PER FUND
-----------------------------------------------------------------------------------------------------------------------------
Wrap-fee accounts managed by your financial advisor None None
Employee benefit plans, SEP, SARSEP and SIMPLE IRA plans None None
Any type of account if the investor is purchasing shares through a systematic
purchase plan $ 50 $50
IRAs, Roth IRAs and Coverdell ESAs 250 25
All other accounts 1,000 50
AIM Distributors has the discretion to accept orders for lesser amounts.
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HOW TO PURCHASE SHARES
-----------------------------------------------------------------------------------------------------------------------------
OPENING AN ACCOUNT ADDING TO AN ACCOUNT
-----------------------------------------------------------------------------------------------------------------------------
Through a Financial Contact your financial advisor. Contact your financial advisor.
Advisor
By Mail Mail completed account application and check to Mail your check and the remittance slip from your
the transfer agent, confirmation statement to the transfer agent.
AIM Investment Services, Inc., P.O. Box 4739,
Houston, TX 77210-4739.
By Wire Mail completed account application to the Call the transfer agent to receive a reference
transfer agent. Call the transfer agent at (800) number. Then, use the wire instructions provided
959-4246 to receive a reference number. Then, use below.
the wire instructions provided below.
Wire Instructions Beneficiary Bank ABA/Routing #: 021000021
Beneficiary Account Number: 00100366807
Beneficiary Account Name: AIM Investment
Services, Inc.
RFB: Fund Name, Reference #
OBI: Your Name, Account #
By Telephone Open your account using one of the methods Select the AIM Bank Connection(SM) option on your
described above. completed account application or complete a
Special Account Options Form. Mail the
application or form to the transfer agent. Once
the transfer agent has received the form, call
the transfer agent at the number below to place
your purchase order.
Automated Investor Line Open your account using one of the methods Call the AIM 24-hour Automated Investor Line at
described above. 1-800-246-5463. You may place your order after
you have provided the bank instructions that will
be requested.
By Internet Open your account using one of the methods Access your account at www.aiminvestments.com.
described above. The proper bank instructions must have been
provided on your account. You may not purchase
shares in retirement accounts on the internet.
-----------------------------------------------------------------------------------------------------------------------------
Purchase orders will not be processed unless the account application and purchase payment are received in good order. In
accordance with the USA PATRIOT Act, if you fail to provide all the required information requested in the current account
application, your purchase order will not be processed. Additionally, federal law requires that the fund verify and record
your identifying information.
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the funds by authorizing the transfer agent to withdraw the amount of your
investment from your bank account on a day or dates you specify and in an amount of at least $50 per fund. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten days prior to your next scheduled withdrawal.
Certain financial advisors and other intermediaries may also offer systematic purchase plans.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic periodic exchanges, if permitted, from one fund to another fund or
multiple other funds. The account from which exchanges are to be made must have a minimum balance of $5,000 before you can
use this option. Exchanges will occur on (or about) the day of the month you specify, in the amount you specify. Dollar Cost
Averaging cannot be set up for the 29th through the 31st of the month. The minimum amount you can exchange to another fund is
$50. Certain financial advisors and other intermediaries may also offer dollar cost averaging programs. If you participate in
one of these programs and it is the same or similar to AIM's Dollar Cost Averaging program, exchanges made under the program
generally will not be counted toward the limitation of four exchanges out of a fund per calendar year, discussed below.
AUTOMATIC DIVIDEND AND DISTRIBUTION INVESTMENT
Your dividends and distributions may be paid in cash or reinvested in the same fund or another fund without paying an initial
sales charge. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same
fund. If you elect to receive your distributions by check, and the distribution amount is $10 or less, then the amount will
be automatically reinvested in the same fund and no check will be issued. If you have elected to receive distributions by
check, and the postal service is unable to deliver checks to your address of record, then your distribution election may be
converted to having all subsequent distributions reinvested in the same fund and no checks will be issued. You should contact
the
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THE AIM FUNDS
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transfer agent to change your distribution option, and your request to do so must be received by the transfer agent
before the record date for a distribution in order to be effective for that distribution. No interest will accrue on amounts
represented by uncashed distribution checks.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of
another fund:
- Your account balance in the fund paying the dividend or distribution must be at least $5,000; and
- Your account balance in the fund receiving the dividend or distribution must be at least $500.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the Portfolio Rebalancing Program. Under this Program,
you can designate how the total value of your fund holdings should be rebalanced, on a percentage basis, between two and ten
of your funds on a quarterly, semiannual or annual basis. Your portfolio will be rebalanced through the exchange of shares in
one or more of your funds for shares of the same class of one or more other funds in your portfolio. Rebalancing will not
occur if your portfolio is within 2% of your stated allocation. If you wish to participate in the Program, make changes or
cancel the Program, the transfer agent must receive your request to participate, changes, or cancellation in good order at
least five business days prior to the next rebalancing date, which is normally the 28th day of the last month of the period
you choose. We may modify, suspend or terminate the Program at any time on 60 days prior written notice to participating
investors. Certain financial advisors and other intermediaries may also offer portfolio rebalancing programs. If you
participate in one of these programs and it is the same as or similar to AIM's program, exchanges made under the program
generally will not be counted toward the limitation of four exchanges out of a fund per calendar year, discussed below.
RETIREMENT PLANS SPONSORED BY AIM DISTRIBUTORS
AIM Distributors acts as the prototype sponsor for certain types of retirement plan documents. These plan documents are
generally available to anyone wishing to invest plan assets in the funds. These documents are provided subject to terms,
conditions and fees that vary by plan type. Contact your financial advisor or other intermediary for details.
REDEEMING SHARES
For funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the
transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE)
in order to effect the redemption at that day's net asset value. For Premier Portfolio, Premier Tax-Exempt Portfolio and
Premier U.S. Government Money Portfolio, the transfer agent must receive your call before the last net asset value
determination in order to effect the redemption that day.
HOW TO REDEEM SHARES
-----------------------------------------------------------------------------------------------------------------------------
Through a Financial Advisor Contact your financial advisor or intermediary (including your retirement plan administrator).
or Other Intermediary
By Mail Send a written request to the transfer agent which includes:
- Original signatures of all registered owners/trustees;
- The dollar value or number of shares that you wish to redeem;
- The name of the fund(s) and your account number; and
- Signature guarantees, if necessary (see below).
The transfer agent may require that you provide additional documentation, or information, such
as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA
or other type of retirement account, you must complete the appropriate distribution form.
By Telephone Call the transfer agent at 1-800-959-4246. You will be allowed to redeem by telephone if:
- Your redemption proceeds are to be mailed to your address on record (and there has been no
change in your address of record within the last 30 days) or transferred electronically to
a pre-authorized checking account;
- You do not hold physical share certificates;
- You can provide proper identification information;
- Your redemption proceeds do not exceed $250,000 per fund; and
- You have not previously declined the telephone redemption privilege.
You may, in limited circumstances, initiate a redemption from an AIM IRA account by telephone.
Redemptions from other types of retirement plan accounts may be initiated only in writing and
require the completion of the appropriate distribution form.
Automated Investor Line Call the AIM 24-hour Automated Investor Line at 1-800-246-5463. You may place your redemption
order after you have provided the bank instructions that will be requested.
By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by
Internet if:
- You do not hold physical share certificates;
- You can provide proper identification information;
- Your redemption proceeds do not exceed $250,000 per fund; and
- You have already provided proper bank information.
Redemptions from most retirement plan accounts may be initiated only in writing and require the
completion of the appropriate distribution form.
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TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after your redemption
request is received in good order (meaning that all necessary information and documentation related to the redemption request
have been provided to the transfer agent). If you redeem shares recently purchased by check or ACH, you may be required to
wait up to ten business days before we send your redemption proceeds. This delay is necessary to ensure that the purchase has
cleared. Payment may be postponed in cases where the SEC declares an emergency or normal trading is halted on the NYSE.
Redemption checks are mailed to your address of record, via first class U.S. mail, unless you make other arrangements with
the transfer agent.
We use reasonable procedures to confirm that instructions communicated via telephone and the Internet are genuine, and
we are not liable for losses arising from actions taken in accordance with instructions that are reasonably believed to be
genuine.
SYSTEMATIC WITHDRAWALS
You may arrange for regular periodic withdrawals from your account in amounts equal to or greater than $50 per fund. We will
redeem the appropriate number of shares from your account to provide redemption proceeds in the amount requested. You must
have an account balance of at least $5,000 in order to establish a Systematic Redemption Plan. You can stop this plan at any
time by giving ten days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS (AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If you place your redemption order before 11:30 a.m. Eastern Time and request an expedited redemption, we will transmit
payment of redemption proceeds on that same day via federal wire to a bank of record on your account. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the customary trading session of the NYSE, we will
transmit payment on the next business day.
CHECK WRITING
The transfer agent provides check writing privileges for accounts in the
following funds and share classes:
- AIM Money Market Fund, AIM Cash Reserve Shares and Investor Class shares
- AIM Tax-Exempt Cash Fund, Class A shares and Investor Class shares
- Premier Portfolio, Investor Class shares
- Premier Tax-Exempt Portfolio, Investor Class shares
- Premier U.S. Government Money Portfolio, Investor Class shares
You may redeem shares of these funds by writing checks in amounts of $250 or more if you have completed an authorization
form. Redemption by check is not available for retirement accounts. Checks are not eligible to be converted to ACH by the
payee. You may not give authorization to a payee by phone to debit your account by ACH for a debt owed to the payee.
SIGNATURE GUARANTEES
We require a signature guarantee in the following circumstances:
- When your redemption proceeds will equal or exceed $250,000 per fund.
- When you request that redemption proceeds be paid to someone other than the registered owner of the account.
- When you request that redemption proceeds be sent somewhere other than the address of record or bank of record on the
account.
- When you request that redemption proceeds be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of different types of financial institutions.
Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees.
Please check with the guarantor institution to determine whether the signature guarantee offered will be sufficient to cover
the value of your transaction request.
REDEMPTIONS IN KIND
Although the funds generally intend to pay redemption proceeds solely in cash, the funds reserve the right to determine, in
their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a
redemption in kind).
REDEMPTIONS INITIATED BY THE FUNDS
If your account (Class A, A3, B, C, P and Investor Class shares only) has been open at least one year, you have not made an
additional purchase in the account during the past six calendar months, and the value of your account falls below $500 for
three consecutive months, the funds have the right to redeem the account after giving you 60 days' prior written notice. You
may avoid having your account redeemed during the notice period by bringing the account value up to $500 or by initiating a
Systematic Purchase Plan.
If the fund determines that you have not provided a correct Social Security or other tax identification number on your
account application, or the fund is not able to verify your identity as required by law, the fund may, at its discretion,
redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one fund for those of another fund. An exchange is the purchase of
shares in one fund which is paid for with the proceeds from a redemption of shares of another fund effectuated on the same
day. Accordingly, the procedures and processes
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applicable to redemptions of fund shares, as discussed under the heading "Redeeming Shares" above, will apply. Before
requesting an exchange, review the prospectus of the fund you wish to acquire.
All exchanges are subject to the limitations set forth in the prospectuses of the funds. If you wish to exchange shares
of one fund for those of another fund, you must consult the prospectus of the fund whose shares you wish to acquire to
determine whether the fund is offering shares to new investors and whether you are eligible to acquire shares of that fund.
PERMITTED EXCHANGES
Except as otherwise provided below under "Exchanges Not Permitted", you generally may exchange your shares for shares of the
same class of another fund. The following below shows permitted exchanges:
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EXCHANGE FROM EXCHANGE TO
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AIM Cash Reserve Shares Class A, A3, B, C, R, Investor Class
Class A Class A, A3, Investor Class, AIM Cash Reserve Shares
Class A3 Class A, A3, Investor Class, AIM Cash Reserve Shares
Investor Class Class A, A3, Investor Class
Class P Class A, A3, AIM Cash Reserve Shares
Class B Class B
Class C Class C
Class R Class R
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EXCHANGES NOT PERMITTED
The following exchanges are not permitted:
- Investor Class shares cannot be exchanged for Class A shares of any fund which offers Investor Class shares.
- Exchanges into Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund (also known as
the Category III funds) are not permitted.
- Class A Shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund cannot be exchanged for Class A3
Shares of those funds.
- AIM Cash Reserve Shares cannot be exchanged for Class B, C or R shares if the shares being exchanged were acquired by
exchange from Class A shares of any fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- Shares must have been held for at least one day prior to the exchange with the exception of dividends and distributions
that are reinvested; and
- If you have physical share certificates, you must return them to the transfer agent in order to effect the exchange.
Under unusual market conditions, a fund may delay the exchange of shares for up to five business days if it determines
that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an
option or right to purchase shares. Any of the participating funds or the distributor may modify or terminate this privilege
at any time.
LIMIT ON THE NUMBER OF EXCHANGES
You will generally be limited to four exchanges out of a fund per calendar year (other than the money market funds);
provided, however, that the following transactions will not count toward the exchange limitation:
- Exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to apply
the exchange limitation.
- Exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529 of the Code, and
insurance company separate accounts which use the funds as underlying investments.
- Generally, exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs.
- Exchanges initiated by a fund or by the trustee, administrator or other fiduciary of an employee benefit plan (not in
response to distribution or exchange instructions received from a plan participant).
Each fund reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if the fund,
or its designated agent, believes that granting such exceptions would be consistent with the best interests of shareholders.
There is no limit on the number of exchanges out of AIM Limited Maturity Treasury Fund, AIM Money Market Fund, AIM
Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.
If you exchange shares of one fund for shares of multiple other funds as part of a single transaction, that transaction
is counted as one exchange out of a fund.
INITIAL SALES CHARGES AND CDSCS APPLICABLE TO EXCHANGES
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one
into which you are exchanging. If you exchange into shares that are subject to a CDSC, we will begin the holding period for
purposes of calculating the CDSC on the date you made your initial purchase.
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RIGHTS RESERVED BY THE FUNDS
Each fund and its agents reserve the right at any time to:
- Reject or cancel all or any part of any purchase or exchange order.
- Modify any terms or conditions related to the purchase, redemption or exchange of shares of any fund.
- Reject or cancel any request to establish a Systematic Purchase Plan, Systematic Redemption Plan or Portfolio
Rebalancing Program.
- Suspend, change or withdraw all or any part of the offering made by this prospectus.
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each fund's shares is the fund's net asset value per share. The funds value portfolio securities for which
market quotations are readily available at market value. The funds value all other securities and assets for which market
quotations are unavailable or unreliable at their fair value in good faith using procedures approved by the Boards of
Trustees of the funds (collectively, the Board). Securities and other assets quoted in foreign currencies are valued in U.S.
dollars based on the prevailing exchange rates on that day.
Even when market quotations are available, they may be stale or unreliable because the security is not traded
frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after
the security ceased trading or because of the passage of time between the close of the market on which the security trades
and the close of the NYSE and when the fund calculates its net asset value. Issuer specific events may cause the last market
quotation to be unreliable. Such events may include a merger or insolvency, events which affect a geographical area or an
industry segment, such as political events or natural disasters, or market events, such as a significant movement in the U.S.
market. Where market quotations are not readily available, including where AIM determines that the closing price of the
security is unreliable, AIM will value the security at fair value in good faith using procedures approved by the Board. Fair
value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from
potentially "stale" prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
Fair value is that amount that the owner might reasonably expect to receive for the security upon its current sale. Fair
value requires consideration of all appropriate factors, including indications of fair value available from pricing services.
A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their net asset
values.
AIM may use indications of fair value from pricing services approved by the Board. In other circumstances, the AIM
valuation committee may fair value securities in good faith using procedures approved by the Board. As a means of evaluating
its fair value process, AIM routinely compares closing market prices, the next day's opening prices for the security in its
primary market if available, and indications of fair value from other sources. Fair value pricing methods and pricing
services can change from time to time as approved by the Board.
Specific types of securities are valued as follows:
Senior Secured Floating Rate Loans and Senior Secured Floating Rate Debt Securities. Senior secured floating rate loans
and senior secured floating rate debt securities are fair valued using an evaluated quote provided by an independent pricing
service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as ratings, tranche type,
industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of
securities and other market data.
Domestic Exchange Traded Equity Securities. Market quotations are generally available and reliable for domestic exchange
traded equity securities. If market quotations are not available or are unreliable, AIM will value the security at fair value
in good faith using procedures approved by the Board.
Foreign Securities. If market quotations are available and reliable for foreign exchange traded equity securities, the
securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close
of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and
the close of the customary trading session on the NYSE events occur that are significant and may make the closing price
unreliable, the fund may fair value the security. If an issuer specific event has occurred that AIM determines, in its
judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value. AIM
also relies on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that
the closing price in the principal market where a foreign security trades is not the current market value as of the close of
the NYSE. For foreign securities where AIM believes, at the approved degree of certainty, that the price is not reflective of
current market value, AIM will use the indication of fair value from the pricing service to determine the fair value of the
security. The pricing vendor, pricing methodology or degree of certainty may change from time to time.
Fund securities primarily traded on foreign markets may trade on days that are not business days of the fund. Because
the net asset value of fund shares is determined only on business days of the fund, the value of the portfolio securities of
a fund that invests in foreign securities may change on days when you will not be able to purchase or redeem shares of the
fund.
Fixed Income Securities. Government, corporate, asset-backed and municipal bonds, convertible securities, including high
yield or junk bonds, and loans, normally are valued on the basis of prices provided by independent pricing services. Prices
provided by the pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate
factors such as institution-size trading in similar groups of securities, developments related to special securities,
dividend rate, maturity and other market data. Prices received from pricing services are fair value prices. In addition, if
the price provided by the pricing service and independent quoted prices are unreliable, the AIM valuation committee will fair
value the security using procedures approved by the Board.
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Short-term Securities. The funds' short-term investments are valued at amortized cost when the security has 60 days or
less to maturity. AIM Money Market Fund, AIM Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and
Premier U.S. Government Money Portfolio value all their securities at amortized cost. AIM High Income Municipal Fund, AIM
Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or
put feature exercisable within seven days or less at par, which reflects the market value of such securities.
Futures and Options. Futures and options are valued on the basis of market quotations, if available.
Swap Agreements. Swap Agreements are fair valued using an evaluated quote provided by an independent pricing service.
Evaluated quotes provided by the pricing service are based on a model that may include end of day net present values,
spreads, ratings, industry and company performance.
Open-end Funds. To the extent a fund invests in other open-end funds, other than open-end funds that are exchange
traded, the investing fund will calculate its net asset value using the net asset value of the underlying fund in which it
invests.
Each fund determines the net asset value of its shares on each day the NYSE is open for business (a business day), as of
the close of the customary trading session, or earlier NYSE closing time that day. AIM Money Market Fund also determines its
net asset value as of 12:00 noon Eastern Time on each business day. Premier Portfolio, Premier Tax-Exempt Portfolio and
Premier U.S. Government Money Portfolio determine the net asset value of their shares every fifteen minutes on each business
day, beginning at 8:00 a.m. Eastern Time. The last net asset value determination on any business day for Premier Portfolio
and Premier U.S. Government Money Portfolio will generally occur at 5:30 p.m. Eastern Time, and the last net asset value
determination on any business day for Premier Tax-Exempt Portfolio will generally occur at 4:30 p.m. Eastern Time. Premier
Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio are authorized not to open for trading on
a day that is otherwise a business day if the Federal Reserve Bank of New York and the Bank of New York, the fund's
custodian, are not open for business or the Securities Industry and Financial Markets Association (SIFMA) recommends that
government securities dealers not open for trading and any such day will not be considered a business day. Premier Portfolio,
Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio also may close early on a business day if SIFMA
recommends that government securities dealers close early. If Premier Portfolio, Premier Tax-Exempt Portfolio or Premier U.S.
Government Money Portfolio uses its discretion to close early on a business day, the last net asset value calculation will
occur as of the time of such closing.
From time to time and in circumstances deemed appropriate by AIM in its sole discretion, each of Premier Portfolio,
Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio may remain open for business, during customary
business day hours, on a day that the NYSE is closed for business. In such event, on such day you will be permitted to
purchase or redeem shares of such funds and net asset values will be calculated for such funds.
TIMING OF ORDERS
For funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can
purchase or redeem shares on each business day prior to the close of the customary trading session or any earlier NYSE
closing time that day. For funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money
Portfolio, purchase orders that are received and accepted before the close of the customary trading session or any earlier
NYSE closing time on a business day generally are processed that day and settled on the next business day.
For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or
redeem shares on each business day, prior to the last net asset value determination on such business day; however, if your
order is received and accepted after the close of the customary trading session or any earlier NYSE closing time that day,
your order generally will be processed on the next business day and settled on the second business day following the receipt
and acceptance of your order.
For all funds, you can exchange shares on each business day, prior to the close of the customary trading session or any
earlier NYSE closing time that day. Shareholders of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S.
Government Money Portfolio therefore cannot exchange their shares after the close of the customary trading session or any
earlier NYSE closing time on a particular day, even though these funds remain open after such closing time.
The funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent
receives an order in good order. Any applicable sales charges are applied at the time an order is processed. A fund may
postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such
as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal
income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable
to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund
earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions.
Every year, you will be sent information showing the amount of dividends and distributions you received from each fund during
the prior year.
Any long-term or short-term capital gains realized from redemptions of fund shares will be subject to federal income
tax. Exchanges of shares for shares of another fund are treated as a sale, and any gain realized on the transaction will
generally be subject to federal income tax.
Investors in tax-exempt funds should read the information under the heading "Other Information--Special Tax Information
Regarding the Fund" in the applicable fund's prospectus.
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The foreign, state and local tax consequences of investing in fund shares may differ materially from the federal income
tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and
distributions and of redemptions and exchanges of fund shares is inapplicable to investors that are generally exempt from
federal income tax, such as retirement plans that are qualified under Section 401, 403, 408, 408A and 457 of the Code,
individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
PAYMENTS TO FINANCIAL ADVISORS
The financial advisor or intermediary through which you purchase your shares may receive all or a portion of the sales
charges and distribution fees discussed above. In addition to those payments, AIM Distributors or one or more of its
corporate affiliates (collectively, AIM Affiliates) may make additional cash payments to financial advisors in connection
with the promotion and sale of shares of the funds. These additional cash payments may include cash payments and other
payments for certain marketing and support services. AIM Affiliates make these payments from their own resources, from AIM
Distributors' retention of initial sales charges and from payments to AIM Distributors made by the funds under their 12b-1
plans. In this context, "financial advisors" include any broker, dealer, bank (including bank trust departments), registered
investment advisor, financial planner, retirement plan administrator and any other financial intermediary having a selling,
administration or similar agreement with AIM Affiliates.
AIM Affiliates make payments as incentives to certain financial advisors to promote and sell shares of the funds. The
benefits AIM Affiliates receive when they make these payments include, among other things, placing the funds on the financial
advisor's funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members
of the financial advisor's sales force or to the financial advisor's management. These payments are sometimes referred to as
"shelf space" payments because the payments compensate the financial advisor for including the funds in its fund sales system
(on its "sales shelf"). AIM Affiliates compensate financial advisors differently depending typically on the level and/or type
of considerations provided by the financial advisor. The payments AIM Affiliates make may be calculated based on sales of
shares of the funds (Sales-Based Payments), in which case the total amount of such payments shall not exceed 0.25% of the
public offering price of all shares sold by the financial advisor during the particular period. Payments may also be
calculated based on the average daily net assets of the applicable funds attributable to that particular financial advisor
(Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets
during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares of the funds and
Asset-Based Payments primarily create incentives to retain previously sold shares of the funds in investor accounts. AIM
Affiliates may pay a financial advisor either or both Sales-Based Payments and Asset-Based Payments.
AIM Affiliates are motivated to make these payments as they promote the sale of fund shares and the retention of those
investments by clients of financial advisors. To the extent financial advisors sell more shares of the funds or retain shares
of the funds in their clients' accounts, AIM Affiliates benefit from the incremental management and other fees paid to AIM
Affiliates by the funds with respect to those assets.
AIM Affiliates also may make payments to certain financial advisors for certain administrative services, including
record keeping and sub-accounting of shareholder accounts pursuant to a sub-transfer agency, omnibus account service or
sub-accounting agreement. All fees payable by AIM Affiliates under this category of services are charged back to the funds,
subject to certain limitations approved by the Board.
You can find further details in the fund's Statement of Additional Information about these payments and the services
provided by financial advisors. In certain cases these payments could be significant to the financial advisor. Your financial
advisor may charge you additional fees or commissions other than those disclosed in this prospectus. You can ask your
financial advisor about any payments it receives from AIM Affiliates or the funds, as well as about fees and/or commissions
it charges.
EXCESSIVE SHORT-TERM TRADING ACTIVITY (MARKET TIMING) DISCLOSURES
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term
investors and are not designed to accommodate excessive short-term trading activity in violation of our policies described
below. Excessive short-term trading activity in the funds' shares (i.e., a purchase of fund shares followed shortly
thereafter by a redemption of such shares, or vice versa) may hurt the long-term performance of certain funds by requiring
them to maintain an excessive amount of cash or to liquidate portfolio holdings at a disadvantageous time, thus interfering
with the efficient management of such funds by causing them to incur increased brokerage and administrative costs. Where
excessive short-term trading activity seeks to take advantage of arbitrage opportunities from stale prices for portfolio
securities, the value of fund shares held by long-term investors may be diluted. The Board has adopted policies and
procedures designed to discourage excessive or short-term trading of fund shares for all funds except the money market funds.
However, there is the risk that these funds' policies and procedures will prove ineffective in whole or in part to detect or
prevent excessive or short-term trading. These funds may alter their policies at any time without prior notice to
shareholders if the advisor believes the change would be in the best interests of long-term shareholders.
The AIM Affiliates currently use the following tools designed to discourage excessive short-term trading in the retail
funds:
- Trade activity monitoring.
- Trading guidelines.
- Redemption fees on trades in certain funds.
- The use of fair value pricing consistent with procedures approved by the Board.
Each of these tools is described in more detail below. Although these tools are designed to discourage excessive
short-term trading, you should understand that none of these tools alone nor all of them taken together eliminate the
possibility that excessive short-term trading activity in the funds
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will occur. Moreover, each of these tools involves judgments that are inherently subjective. AIM Affiliates seek to make
these judgments to the best of their abilities in a manner that they believe is consistent with long-term shareholder
interests.
Some investments in the funds are made through accounts that are maintained by intermediaries (rather than the funds'
transfer agent) and some investments are made indirectly through products that use the funds as underlying investments, such
as employee benefit plans, funds of funds, qualified tuition plans, and variable insurance contracts (these products are
generally referred to as conduit investment vehicles). If shares of the funds are held in an account maintained by an
intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary
account or conduit investment vehicle may be considered an individual shareholder of the funds for purposes of assessing
redemption fees. In these cases, the funds are likely to be limited in their ability to assess redemption fees on
transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the
aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
If shares of the funds are held in an account maintained by an intermediary or in the name of a conduit investment
vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules
intended to limit short-term money movements in and out of the funds which differ from those described in this prospectus. In
such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and
subject to different exceptions) than those set forth above. Please consult your financial advisor or other intermediary for
details.
Money Market Funds. The Board of AIM Money Market Fund, AIM Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt
Portfolio and Premier U.S. Government Money Portfolio (the money market funds) have not adopted any policies and procedures
that would limit frequent purchases and redemptions of such funds' shares. The Board considered the risks of not having a
specific policy that limits frequent purchases and redemptions, and determined that those risks were minimal. Nonetheless, to
the extent that a money market fund must maintain additional cash and/or securities with short-term durations in greater
amounts than may otherwise be required or borrow to honor redemption requests, the money market fund's yield could be
negatively impacted.
The Board does not believe that it is appropriate to adopt any such policies and procedures for the money market funds
for the following reasons:
- The money market funds are offered to investors as cash management vehicles; investors must perceive an investment in
such funds as an alternative to cash, and must be able to purchase and redeem shares regularly and frequently.
- One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that
diminishes the liquidity of the money market funds will be detrimental to the continuing operations of such funds.
- The money market funds' portfolio securities are valued on the basis of amortized cost, and such funds seek to maintain
a constant net asset value. As a result, there are no price arbitrage opportunities.
- Because the money market funds seek to maintain a constant net asset value, investors expect to receive upon redemption
the amount they originally invested in such funds. Imposition of redemption fees would run contrary to investor
expectations.
AIM Limited Maturity Treasury Fund. The Board of AIM Limited Maturity Treasury Fund has not adopted any policies and
procedures that would limit frequent purchases and redemptions of such fund's shares. The Board considered the risks of not
having a specific policy that limits frequent purchases and redemptions and determined that those risks were minimal.
Nonetheless, to the extent that AIM Limited Maturity Treasury Fund must maintain additional cash and/or securities with
short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, AIM Limited
Maturity Treasury Fund's yield could be negatively impacted.
The Board does not believe that it is appropriate to adopt any such policies and procedures for the fund for the
following reasons:
- Many investors use AIM Limited Maturity Treasury Fund as a short-term investment alternative and should be able to
purchase and redeem shares regularly and frequently.
- One of the advantages of AIM Limited Maturity Treasury Fund as compared to other investment options is liquidity. Any
policy that diminishes the liquidity of AIM Limited Maturity Treasury Fund will be detrimental to the continuing
operations of such fund.
TRADE ACTIVITY MONITORING
AIM Affiliates monitor selected trades on a daily basis in an effort to detect excessive short-term trading activities. If,
as a result of this monitoring, AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they
will seek to act in a manner that they believe is consistent with the best interests of long-term investors, which may
include taking steps such as (i) asking the shareholder to take action to stop such activities or (ii) refusing to process
future purchases or exchanges related to such activities in the shareholder's accounts other than exchanges into a money
market fund. AIM Affiliates will use reasonable efforts to apply the fund's policies uniformly given the practical
limitations described above.
The ability of AIM Affiliates to monitor trades that are made through accounts that are maintained by intermediaries
(rather than the funds' transfer agent) and through conduit investment vehicles may be severely limited or non-existent.
TRADING GUIDELINES
If you exceed four exchanges out of a fund per calendar year (other than the money market funds and AIM Limited Maturity
Treasury Fund), or a fund or an AIM Affiliate determines, in its sole discretion, that your short-term trading activity is
excessive (regardless of whether or not you exceed such guidelines), it may, in its discretion, reject any additional
purchase and exchange orders.
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The ability of AIM Affiliates to monitor exchanges made through accounts that are maintained by intermediaries (rather than
the funds' transfer agent) and through conduit investment vehicles may be severely limited or non-existent. If shares of the
funds are held in the name of a conduit investment vehicle and not in the names of the individual investors who have invested
in the funds through the conduit investment vehicle, the conduit investment vehicle may be considered an individual
shareholder of the funds. To the extent that a conduit investment vehicle is considered an individual shareholder of the
funds, the funds are likely to be limited in their ability to impose exchange limitations on individual transactions
initiated by investors who have invested in the funds through the conduit investment vehicle.
REDEMPTION FEES
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, shares of certain funds within 31 days
of purchase. The ability of a fund to assess a redemption fee on redemptions effectuated through accounts that are maintained
by intermediaries (rather than the funds' transfer agent) and through conduit investment vehicles may be severely limited or
non-existent.
FAIR VALUE PRICING
Securities owned by a fund are to be valued at current market value if market quotations are readily available. All other
securities and assets of a fund for which market quotations are not readily available are to be valued at fair value
determined in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent
traders to take advantage of arbitrage opportunities resulting from potentially "stale" prices of portfolio holdings.
However, it cannot eliminate the possibility of frequent trading.
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More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about the fund's investments. The fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year. The fund also files its complete schedule of portfolio holdings with the SEC for the 1st and 3rd quarters of each fiscal year on Form N-Q. The fund's most recent portfolio holdings, as filed on Form N-Q, are also available at http://www.aiminvestments.com.
If you have questions about this fund, another fund in The AIM Family of Funds--Registered Trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us by mail at AIM Investment Services, Inc., P.O. Box 4739, Houston, TX 77210-4739 or
BY TELEPHONE: (800) 959-4246
ON THE INTERNET: You can send us a request by e-mail or download
prospectuses, SAIs, annual or semiannual reports via our
website: http://www.aiminvestments.com
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You can also review and obtain copies of the fund's SAI, financial reports, the fund's Forms N-Q and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database on the SEC's Internet website (http://www.sec.gov); or, after paying a duplicating fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
AIMinvestments.com TEC-PRO-1 [AIM INVESTMENTS LOGO APPEARS HERE]
--Registered Trademark--
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AIM TAX-FREE INTERMEDIATE FUND
PROSPECTUS
JULY 31, 2007
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AIM Tax-Free Intermediate Fund's investment objective is to generate as high a level of tax-exempt income as is consistent with preservation of capital.
This prospectus contains important information about the Class A and Class A3 shares of the fund. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
An investment in the fund:
- is not FDIC insured;
- may lose value; and
- is not guaranteed by a bank.
As of the close of business on October 30, 2002, Class A shares are closed to new investors.
RISK/RETURN SUMMARY 1 ------------------------------------------------------ PERFORMANCE INFORMATION 2 ------------------------------------------------------ Annual Total Returns 2 Performance Table 3 FEE TABLE AND EXPENSE EXAMPLE 4 ------------------------------------------------------ Fee Table 4 Expense Example 4 HYPOTHETICAL INVESTMENT AND EXPENSE INFORMATION 5 ------------------------------------------------------ INVESTMENT OBJECTIVE, STRATEGIES AND RISKS 5 ------------------------------------------------------ Objective and Strategies 5 Risks 6 DISCLOSURE OF PORTFOLIO HOLDINGS 7 ------------------------------------------------------ FUND MANAGEMENT 7 ------------------------------------------------------ The Advisor 7 Advisor Compensation 7 Portfolio Manager(s) 7 OTHER INFORMATION 8 ------------------------------------------------------ Sales Charges 8 Dividends and Distributions 8 Special Tax Information Regarding the Fund 8 Closure of Class A Shares 8 FINANCIAL HIGHLIGHTS 9 ------------------------------------------------------ GENERAL INFORMATION A-1 ------------------------------------------------------ Choosing a Share Class A-1 Share Class Eligibility A-1 Distribution and Service (12b-1) Fees A-2 Initial Sales Charges (Class A Shares Only) A-2 Contingent Deferred Sales Charges (CDSCs) A-4 Redemption Fees A-5 Purchasing Shares A-6 Redeeming Shares A-8 Exchanging Shares A-9 Rights Reserved by Funds A-11 Pricing of Shares A-11 Taxes A-12 Payments to Financial Advisors A-13 Excessive Short-Term Trading Activity (Market Timing) Disclosures A-13 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investments, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA, Invest with DISCIPLINE, The AIM College Savings Plan, AIM Solo 401(k), AIM Investments and Design and Your goals. Our solutions. are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design and myaim.com are service marks of A I M Management Group Inc. AIM Trimark is a registered service mark of A I M Management Group Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
INVESTMENT OBJECTIVE
The fund's investment objective is to generate as high a level of tax-exempt income as is consistent with preservation of capital.
PRIMARY INVESTMENT STRATEGIES
The fund will invest, normally, at least 80% of its net assets, plus the amount
of any borrowings for investment purposes, in municipal debt securities that (1)
pay interest that is excluded from gross income for federal income tax purposes,
and (2) do not produce income that will be considered to be an item of
preference for purposes of the alternative minimum tax.
The fund intends to invest at least 80% of its assets in municipal debt
securities determined to be of investment grade quality. Up to 20% of the fund's
assets may be invested in municipal debt securities that are determined to be
below investment grade quality. These types of securities are commonly known as
"junk bonds."
In selecting securities for the fund's portfolio, the portfolio managers
focus on municipal securities they believe have favorable prospects for high
current income.
The portfolio managers seek to maintain a dollar-weighted average portfolio
maturity for the fund of between three and ten years.
Please see "Investment Objective, Strategies and Risks" for additional
information regarding the fund's investment strategies.
PRINCIPAL RISKS
Among the principal risks of investing in the fund, which could adversely affect its net asset value, yield and total return are:
Market Risk High Yield Risk Concentration Risk Interest Rate Risk Reinvestment Risk Synthetic Municipal Securities Risk Credit Risk Municipal Securities Risk Management Risk |
Please see "Investment Objective, Strategies and Risks" for a description of these risks.
There is a risk that you could lose all or a portion of your investment in
the fund and that the income you may receive from your investment may vary. The
value of your investment in the fund will rise and fall with the prices of the
securities in which the fund invests.
An investment in the fund is not a deposit in a bank and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other
governmental agency.
The bar chart and table shown below provide an indication of the risks of investing in the fund. The fund's past performance (before and after taxes) is not necessarily an indication of its future performance.
The following bar chart shows changes in the performance of the fund's Class A shares from year to year. The bar chart does not reflect sales loads. If it did, the annual total returns shown would be lower.
(PERFORMANCE CHART)
ANNUAL
YEAR ENDED TOTAL
DECEMBER 31 RETURNS
----------- -------
1997................................................................... 7.27%
1998................................................................... 5.47%
1999................................................................... 0.09%
2000................................................................... 8.20%
2001................................................................... 4.46%
2002................................................................... 9.61%
2003................................................................... 4.21%
2004................................................................... 1.88%
2005................................................................... 0.81%
2006................................................................... 2.68%
|
The fund's Class A shares' year-to-date total return as of June 30, 2007 was 0.95%.
During the periods shown in the bar chart, the highest quarterly return was 4.13% (quarter ended June 30, 2002) and the lowest quarterly return was -1.90% (quarter ended June 30, 2004).
PERFORMANCE TABLE
The following performance table compares the fund's performance to that of a broad-based securities market index, a style specific index and a peer group index. The fund's performance reflects payment of sales loads, if applicable. The indices may not reflect payment of fees, expenses or taxes. The fund is not managed to track the performance of any particular index, including the indices shown below, and consequently, the performance of the fund may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS
-----------------------------------------------------------------------------
(for the periods ended INCEPTION
December 31, 2006) 1 YEAR 5 YEARS 10 YEARS DATE
-----------------------------------------------------------------------------
Class A 05/11/87
Return Before Taxes 1.67% 3.59% 4.32%
Return After Taxes on
Distributions 1.59 3.57 4.30
Return After Taxes on
Distributions and Sale of
Fund Shares 2.74 3.69 4.34
Class A3(1) 05/11/87(1)
Return Before Taxes 2.33 3.43 4.06
-----------------------------------------------------------------------------
Lehman Brothers Municipal Bond
Index(2) 4.84 5.53 5.76
Merrill Lynch 3-7 Year
Municipal Index(2,3) 3.42 4.34 4.89
Lipper Intermediate Municipal
Debt Funds Index(2,4) 3.87 4.27 4.61
-----------------------------------------------------------------------------
|
After-tax returns are calculated using the historical highest individual federal
marginal income tax rates and do not reflect the impact of state and local
taxes. Actual after-tax returns depend on an investor's tax situation and may
differ from those shown, and after-tax returns shown are not relevant to
investors who hold their fund shares through tax-deferred arrangements, such as
401(k) plans or individual retirement accounts. After-tax returns are shown for
Class A only and after-tax returns for Class A3 will vary.
(1) The return shown for the one year period is the historical performance of
the fund's Class A3 shares. The returns shown for other periods are the
blended returns of the historical performance of the fund's Class A3 shares
since their inception and the restated historical performance of the fund's
Class A shares (for the periods prior to the inception of the Class A3
shares) at net asset value, adjusted to reflect the Rule 12b-1 fees
applicable to Class A3 shares. The inception date shown in the table is that
of the fund's Class A shares. The inception date of the fund's Class A3
shares is October 31, 2002.
(2) The Lehman Brothers Municipal Bond Index covers municipal bonds with a minimum credit rating of Baa, an outstanding par value of at least $5 million and issued as a part of a transaction of at least $50 million USD. The bonds must have been issued after December 31, 1990, and have a remaining maturity of at least one year. The fund has also included the Merrill Lynch 3-7 Year Municipal Index, which the fund believes more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper Intermediate Municipal Debt Funds Index (which may or may not include the fund) is included for comparison to a peer group.
(3) The Merrill Lynch 3-7 Year Municipal Index is a domestic bond index that holds municipal bonds with maturities that range between three and seven years.
(4) The Lipper Intermediate Municipal Debt Funds Index is an equally weighted representation of the largest funds in the Lipper Intermediate Municipal Debt Funds category. These funds invest in municipal debt issues with dollar-weighted average maturities of five to ten years.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold shares of the fund.
SHAREHOLDER FEES ----------------------------------------------------------------------------------------------- (fees paid directly from your investment) CLASS A CLASS A3 ----------------------------------------------------------------------------------------------- Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) 1.00% None Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) None None ----------------------------------------------------------------------------------------------- |
ANNUAL FUND OPERATING EXPENSES(1) ----------------------------------------------------------------------------------------------- (expenses that are deducted from fund assets) CLASS A CLASS A3 ----------------------------------------------------------------------------------------------- Management Fees 0.30% 0.30% Distribution and/or Service (12b-1) Fees None 0.25 Other Expenses 0.20 0.20 Acquired Fund Fees and Expenses None None Total Annual Fund Operating Expenses 0.50 0.75 ----------------------------------------------------------------------------------------------- |
(1) There is no guarantee that actual expenses will be the same as those shown in the table.
If a financial institution is managing your account, you may also be charged
a transaction or other fee by such financial institution.
As a result of 12b-1 fees, long-term shareholders in the fund may pay more
than the maximum permitted initial sales charge.
EXPENSE EXAMPLE
This example is intended to help you compare the cost of investing in different
classes the fund with the cost of investing in other mutual funds.
The expense example assumes you:
(i) invest $10,000 in the fund for the time periods indicated;
(ii) redeem all of your shares at the end of the periods indicated;
(iii)earn a 5% return on your investment before operating expenses each year;
(iv) incur the same amount in operating expenses each year (after giving effect to any applicable contractual fee waivers and/or expense reimbursements); and,
(v) incur the applicable initial sales charges (see "General Information--Choosing a Share Class" section of this prospectus for applicability of initial sales charge).
To the extent fees are waived and/or expenses are reimbursed voluntarily, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS
-------------------------------------------------------------------------------
Class A $151 $259 $377 $722
Class A3 77 240 417 930
-------------------------------------------------------------------------------
|
The settlement agreement between A I M Advisors, Inc. and certain of its affiliates and the New York Attorney General requires A I M Advisors, Inc. and certain of its affiliates to provide certain hypothetical information regarding investment and expense information. The chart below is intended to reflect the annual and cumulative impact of the fund's expenses, including investment advisory fees and other fund costs, on the fund's return over a 10-year period. The example reflects the following:
- You invest $10,000 in the fund and hold it for the entire 10 year period;
- Your investment has a 5% return before expenses each year;
- Hypotheticals both with and without any applicable initial sales charge applied (see "General Information -- Choosing a Share Class" section of this prospectus for applicability of initial sales charge); and
- There is no sales charge on reinvested dividends. There is no assurance that the annual expense ratio will be the expense ratio for the fund classes for any of the years shown. To the extent that A I M Advisors, Inc. and certain of its affiliates make any fee waivers and/or expense reimbursements pursuant to a voluntary arrangement, your actual expenses may be less. This is only a hypothetical presentation made to illustrate what expenses and returns would be under the above scenarios, your actual returns and expenses are likely to differ (higher or lower) from those shown below.
CLASS A (INCLUDES MAXIMUM SALES CHARGE) YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 -------------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 0.50% 0.50% 0.50% 0.50% 0.50% Cumulative Return Before Expenses 5.00% 10.25% 15.76% 21.55% 27.63% Cumulative Return After Expenses 3.46% 8.11% 12.98% 18.06% 23.37% End of Year Balance $10,345.50 $10,811.05 $11,297.54 $11,805.93 $12,337.20 Estimated Annual Expenses $ 150.61 $ 52.89 $ 55.27 $ 57.76 $ 60.36 -------------------------------------------------------------------------------------------------- CLASS A (INCLUDES MAXIMUM SALES CHARGE) YEAR 6 YEAR 7 YEAR 8 YEAR 9 YEAR 10 Annual Expense Ratio(1) 0.50% 0.50% 0.50% 0.50% 0.50% Cumulative Return Before Expenses 34.01% 40.71% 47.75% 55.13% 62.89% Cumulative Return After Expenses 28.92% 34.73% 40.79% 47.12% 53.74% End of Year Balance $12,892.38 $13,472.53 $14,078.80 $14,712.34 $15,374.40 Estimated Annual Expenses $ 63.07 $ 65.91 $ 68.88 $ 71.98 $ 75.22 -------------------------------------------------------------------------------------------------- |
CLASS A (WITHOUT FRONT END SALES CHARGE) YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 -------------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 0.50% 0.50% 0.50% 0.50% 0.50% Cumulative Return Before Expenses 5.00% 10.25% 15.76% 21.55% 27.63% Cumulative Return After Expenses 4.50% 9.20% 14.12% 19.25% 24.62% End of Year Balance $10,450.00 $10,920.25 $11,411.66 $11,925.19 $12,461.82 Estimated Annual Expenses $ 51.13 $ 53.43 $ 55.83 $ 58.34 $ 60.97 -------------------------------------------------------------------------------------------------- CLASS A (WITHOUT FRONT END SALES CHARGE) YEAR 6 YEAR 7 YEAR 8 YEAR 9 YEAR 10 -------------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 0.50% 0.50% 0.50% 0.50% 0.50% Cumulative Return Before Expenses 34.01% 40.71% 47.75% 55.13% 62.89% Cumulative Return After Expenses 30.23% 36.09% 42.21% 48.61% 55.30% End of Year Balance $13,022.60 $13,608.62 $14,221.01 $14,860.95 $15,529.69 Estimated Annual Expenses $ 63.71 $ 66.58 $ 69.57 $ 72.70 $ 75.98 -------------------------------------------------------------------------------------------------- |
CLASS A3 YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 -------------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 0.75% 0.75% 0.75% 0.75% 0.75% Cumulative Return Before Expenses 5.00% 10.25% 15.76% 21.55% 27.63% Cumulative Return After Expenses 4.25% 8.68% 13.30% 18.11% 23.13% End of Year Balance $10,425.00 $10,868.06 $11,329.96 $11,811.48 $12,313.47 Estimated Annual Expenses $ 76.59 $ 79.85 $ 83.24 $ 86.78 $ 90.47 -------------------------------------------------------------------------------------------------- CLASS A3 YEAR 6 YEAR 7 YEAR 8 YEAR 9 YEAR 10 -------------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 0.75% 0.75% 0.75% 0.75% 0.75% Cumulative Return Before Expenses 34.01% 40.71% 47.75% 55.13% 62.89% Cumulative Return After Expenses 28.37% 33.82% 39.51% 45.44% 51.62% End of Year Balance $12,836.79 $13,382.35 $13,951.10 $14,544.02 $15,162.14 Estimated Annual Expenses $ 94.31 $ 98.32 $ 102.50 $ 106.86 $ 111.40 -------------------------------------------------------------------------------------------------- |
(1) Your actual expenses may by higher or lower than those shown.
OBJECTIVE AND STRATEGIES
The fund's investment objective is to generate as high a level of tax-exempt income as is consistent with preservation of capital. The fund's investment objective may be changed by the Board of Trustees without shareholder approval.
The fund will invest, normally, at least 80% of its assets in municipal debt securities that (1) pay interest that is excluded from gross income for federal income tax purposes, and (2) do not produce income that will be considered to be an item of preference for purposes of the alternative minimum tax. In complying with this 80% investment requirement, the fund's investments may include synthetic instruments that in judgment of the fund's advisor have economic characteristics similar to the fund's direct investments.
The principal type of municipal debt securities purchased by the fund are
municipal bonds, which include revenue bonds and general obligation bonds.
Municipal debt securities include debt obligations of states, territories
and possessions of the United States and the District of Columbia and their
political subdivisions, agencies, and instrumentalities, authorities thereof,
and multi-state agencies, issued to obtain funds for various public purposes.
Municipal lease obligations, synthetic municipal securities and industrial
development bonds are treated as municipal debt securities.
At least 80% of the fund's net assets, plus the amount of any borrowings for
investment purposes, will normally be invested in municipal debt securities that
are determined to be of investment grade quality, because they meet one of the
following quality criteria at the time of purchase: (1) securities rated within
the four highest ratings for long-term municipal obligations by Moody's
Investors Service, Inc. (Moody's), Standard & Poor's Ratings Services (S&P) or
any other nationally recognized statistical rating organization (NRSRO); (2) (a)
securities rated within the three highest ratings for short-term municipal
obligations by Moody's, or (b) securities rated within the two highest ratings
for short-term municipal obligations by S&P, or (c) securities deemed by the
portfolio managers to be of comparable quality to the securities set forth in
2(a) or 2(b); (3) securities guaranteed as to payment of principal and interest
by the U.S. Government; (4) securities fully collateralized by an escrow of U.S.
Government or other high-quality securities; or (5) unrated securities, if (a)
other municipal securities of the same issuer are rated BBB or better by an
NRSRO, or (b) they are deemed by the portfolio managers to be of comparable
quality.
Up to 20% of the fund's assets may be invested in municipal debt securities
that are determined to be below investment grade quality because they are rated
BB or lower by an NRSRO, or are determined by a portfolio manager to be of
comparable quality to such rated securities. These types of securities are
commonly known as "junk bonds." The amount of the fund's investments in these
types of securities varies from time to time but will not exceed more than 20%
of the fund's assets.
The fund's investments in the types of securities described in this
prospectus vary from time to time, and, at any time, the fund may not be
invested in all types of securities described in this prospectus. Any percentage
limitations with respect to assets of the fund are applied at the time of
purchase.
In constructing the fund's portfolio, the portfolio managers attempt to
control price volatility by purchasing bonds trading at a premium to par, which
bonds generally have less price volatility than bonds trading at a discount.
The fund will attempt to maintain a dollar-weighted average portfolio
maturity of between three and ten years. The portfolio managers determine which
municipal bond sectors have compelling value and what maturities are needed in
order to maintain the fund's duration (a measure of the Fund's price sensitivity
to changes in interest rates). The portfolio managers may, from time to time,
shorten or lengthen the duration of the fund's portfolio to protect principal in
the event of rising or falling interest rates.
The portfolio managers normally hold municipal bonds to maturity. The
portfolio managers consider selling a security: (i) if the issuer's credit
quality declines, (ii) to shorten or lengthen the fund's duration, (iii) as a
result of interest rate changes, or (iv) to limit exposure to a sector or
issuer.
The fund typically maintains a portion of its assets in cash, cash equivalents, high quality debt instruments, and/or money market funds advised by the fund's advisor. Depending upon the then-current investment environment, holding a relatively larger percentage of portfolio assets in such instruments may either assist or hinder the fund's relative performance and its ability to achieve its investment objective. The fund holds cash to handle its daily cash needs, which include payment of fund expenses, redemption requests and securities transactions. In order to respond to adverse market, economic or other conditions, the fund may assume a temporary defensive position and invest a relatively larger percentage of the fund's portfolio assets in cash, cash equivalents or high quality debt instruments.
RISKS
The principal risks of investing in the fund are:
- Market Risk--The prices of and the income generated by securities held by the fund may decline in response to certain events, including those directly involving the issuers, or in the case of industrial development revenue bonds, the company for whose benefit the bonds are being issued; general economic and market conditions; regional or global economic instability; and interest rate fluctuations.
- Interest Rate Risk--Interest rate risk refers to the risk that bond prices generally fall as interest rates rise; conversely, bond prices generally rise as interest rates fall. Specific bonds differ in their sensitivity to changes in interest rates depending on specific characteristics of each bond.
- Credit Risk--Credit risk is the risk of loss on an investment due to the deterioration of an issuer's financial health. Such a deterioration of financial health may result in a reduction of the credit rating of the issuer's securities and may lead to the issuer's inability to honor its contractual obligations including making timely payment of interest and principal. Credit ratings are a measure of credit quality. Although a downgrade or upgrade of a bond's credit ratings may or may not affect its price, a decline in credit quality may make bonds less attractive, thereby driving up the yield on the bond and driving down the price. Declines in credit quality may result in bankruptcy for the issuer and permanent loss of investment. Revenue bonds are generally not backed by the taxing power of the issuing municipality and therefore are subject to a higher degree of credit risk than general obligation bonds.
- High Yield Risk--High yield risk is a form of credit risk. High yield bonds or "junk bonds" are bonds rated below investment grade or deemed to be of comparable quality. They are considered to be speculative investments with greater risk of failure to make timely payment of interest and principal (to default on their contractual obligations) than their investment grade counterparts. High yield bonds may exhibit increased price sensitivity and reduced liquidity generally and particularly during times economic downturn or volatility in the capital markets.
- Reinvestment Risk--Reinvestment risk is the risk that a bond's cash flows (coupon income and principal repayment) will be reinvested at an interest rate below that on the original bond. If interest rates decline, the underlying bond may rise in value, but the cash flows received from that bond may have to be invested at a lower interest rate.
- Municipal Securities Risk--The value of, payment of interest and repayment of principal with respect to, and the ability of the fund to sell, a municipal security may be affected by constitutional amendments, legislative enactments, executive orders, administrative regulations and voter initiatives as well as the economics of the regions in which the issuers in which the fund invests are located. Municipal securities backed by current or anticipated revenues from a specific project or assets, such as revenue bonds, can be negatively affected by the discontinuance of the
taxation supporting the project or assets or the inability to collect revenues for the project or from the assets. If the Internal Revenue Service determines that an issuer of a municipal security has not complied with applicable tax requirements, interest from the security could be treated as taxable, which could result in a decline in the security's value. To the extent that a municipal security in which the fund invests is not heavily followed by the investment community or such security issue is relatively small, the security may be difficult to value or sell at a fair price.
- Concentration Risk--Because many municipal securities are issued to finance similar projects, especially those relating to education, health care, transportation and utilities, conditions in those sectors can affect the overall municipal securities market and the fund. Moreover, sizeable investments in securities issued to finance similar projects could involve an increased risk to the fund if economic or other factors adversely affect the viability of these projects.
- Synthetic Municipal Securities Risk--The tax-exempt character of the interest paid on synthetic municipal securities is based on the tax-exempt income stream from the collateral. The Internal Revenue Service has not ruled on this issue and could deem income derived from synthetic municipal securities to be taxable.
- Management Risk--There is no guarantee that the investment techniques and risk analyses used by the fund's portfolio manager(s) will produce the desired results.
The fund's portfolio holdings are disclosed on a regular basis in its semi-annual and annual reports to shareholders, and on Form N-Q, which is filed with the Securities and Exchange Commission (SEC) within 60 days of the fund's first and third fiscal quarter-ends. In addition, portfolio holdings information for the fund is available at http://www.aiminvestments.com. To reach this information, access the fund's overview page on the website. Links to the following fund information are located in the upper right side of this website page:
-----------------------------------------------------------------------------------------------------------
APPROXIMATE DATE OF INFORMATION REMAINS
INFORMATION WEBSITE POSTING POSTED ON WEBSITE
-----------------------------------------------------------------------------------------------------------
Top-ten holdings as of month-end 15 days after month-end Until posting of the following
month's top ten holdings
-----------------------------------------------------------------------------------------------------------
Complete portfolio holdings as of 30 days after calendar quarter-end For one year
calendar quarter-end
-----------------------------------------------------------------------------------------------------------
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A description of the fund's policies and procedures with respect to the disclosure of the fund's portfolio holdings is available in the fund's Statement of Additional Information, which is available at http://www.aiminvestments.com.
THE ADVISOR
A I M Advisors, Inc. (the advisor or AIM) serves as the fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of the fund's operations and provides investment advisory services to the fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the fund.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 225 investment portfolios, including the fund, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended March 31, 2007, the advisor received compensation of 0.30% of average daily net assets.
A discussion regarding the basis for the Board of Trustees' approval of the investment advisory agreement of the fund is available in the fund's most recent report to shareholders for the six-month period ended September 30.
PORTFOLIO MANAGER(S)
The following individuals are jointly and primarily responsible for the day-to-day management of the fund's portfolio:
- Richard A. Berry, Senior Portfolio Manager, who has been responsible for the fund since 1987 and has been associated with the advisor and/or its affiliates since 1987.
- Stephen D. Turman, Senior Portfolio Manager, who has been responsible for the fund since 1988 and has been associated with the advisor and/or its affiliates since 1985.
Mr. Berry and Mr. Turman are dual employees of AIM and INVESCO Institutional (N.A.), Inc.
They are assisted by the advisor's Municipal Bond Team, which is comprised of portfolio managers and research analysts. Team members provide research support and make securities recommendations with respect to the fund's portfolio, but do not have day-to-day management responsibilities with respect to the fund's portfolio. Members of the team may change from time to time. More information on these portfolio manager(s) and the team, including biographies of members of the team, may be found on the advisor's website http://www.aiminvestments.com. The website is not a part of this prospectus.
The fund's Statement of Additional Information provides additional information about the portfolio managers' investments in the fund, a description of their compensation structure, and information regarding other accounts they manage.
SALES CHARGES
Purchases of Class A shares of AIM Tax-Free Intermediate Fund are subject to the maximum 1.00% initial sales charge as listed under the heading "CATEGORY III Initial Sales Charges" in the "General Information--Initial Sales Charges (Class A Shares Only)" section of this prospectus.
DIVIDENDS AND DISTRIBUTIONS
The fund expects that its distributions, if any, will consist primarily of income.
DIVIDENDS
The fund generally declares dividends on each business day and pays dividends, if any, monthly.
CAPITAL GAINS DISTRIBUTIONS
The fund generally distributes long-term and short-term capital gains, if any, annually.
SPECIAL TAX INFORMATION REGARDING THE FUND
In addition to the general tax information set forth under the heading "General Information--Taxes" in this prospectus, the following information describes the tax impact of certain dividends you may receive from the fund.
You will not be required to include the "exempt-interest" portion of
dividends paid by the fund in your gross income for federal income tax purposes.
You will be required to report the receipt of exempt-interest dividends and
other tax-exempt interest on your federal income tax returns. Exempt-interest
dividends from the fund may be subject to state and local income taxes, may give
rise to a federal alternative minimum tax liability, may affect the amount of
social security benefits subject to federal income tax, may affect the
deductibility of interest on certain indebtedness, and may have other collateral
federal income tax consequences for you. The fund may invest in municipal
securities the interest on which constitutes an item of tax preference and could
give rise to a federal alternative minimum tax liability for you, and may invest
up to 20% of its net assets in such securities and other taxable securities. The
fund will try to avoid investments that result in taxable dividends.
To the extent that dividends paid by the fund are derived from taxable
investments or realized capital gains, they will be taxable as ordinary income
or long-term capital gains. The percentage of dividends that constitutes
exempt-interest dividends will be determined annually. This percentage may
differ from the actual percentage of exempt interest received by the fund for
the particular days in which you hold shares.
From time to time, proposals have been introduced before Congress that would
have the effect of reducing or eliminating the federal tax exemption on
municipal securities. If such a proposal were enacted, the ability of the fund
to pay exempt-interest dividends might be adversely affected.
CLOSURE OF CLASS A SHARES
The fund discontinued public sales of its Class A shares to new investors at the
close of business on October 30, 2002.
Existing shareholders of the fund may continue to invest in Class A shares
of the fund if they were invested in the Class A shares of the fund at the close
of business on October 30, 2002 and remain invested in Class A shares of the
fund after that date.
The financial highlights table is intended to help you understand the fund's
financial performance. Certain information reflects financial results for a
single fund share.
The total returns in the table represent the rate that an investor would
have earned (or lost) on an investment in the fund (assuming reinvestment of all
dividends and distributions).
The information for the fiscal years ended 2007 and 2006 has been audited by PricewaterhouseCoopers LLP, whose report, along with the fund's financial statements, is included in the fund's annual report, which is available upon request. Information prior to fiscal year 2006 was audited by other independent registered public accountants.
CLASS A
---------------------------------------------------------------
YEAR ENDED MARCH 31,
---------------------------------------------------------------
2007 2006 2005 2004 2003
-------- -------- -------- -------- --------
Net asset value, beginning of period $ 10.92 $ 11.21 $ 11.69 $ 11.70 $ 11.06
-----------------------------------------------------------------------------------------------------------------------------
Income from investment operations:
Net investment income 0.46 0.47 0.49 0.47(a) 0.48
-----------------------------------------------------------------------------------------------------------------------------
Net gains (losses) on securities (both realized and
unrealized) (0.09) (0.26) (0.49) (0.01) 0.60
=============================================================================================================================
Total from investment operations 0.37 0.21 (0.00) 0.46 1.08
=============================================================================================================================
Less distributions:
Dividends from net investment income (0.48) (0.50) (0.48) (0.47) (0.44)
-----------------------------------------------------------------------------------------------------------------------------
Distributions from net realized gains (0.05) -- -- -- --
=============================================================================================================================
Total distributions (0.53) (0.50) (0.48) (0.47) (0.44)
=============================================================================================================================
Net asset value, end of period $ 10.76 $ 10.92 $ 11.21 $ 11.69 $ 11.70
_____________________________________________________________________________________________________________________________
=============================================================================================================================
Total return(b) 3.49% 1.87% (0.01)% 4.04% 9.86%
_____________________________________________________________________________________________________________________________
=============================================================================================================================
Ratios/supplemental data:
Net assets, end of period (000s omitted) $145,563 $194,526 $246,946 $390,903 $539,679
_____________________________________________________________________________________________________________________________
=============================================================================================================================
Ratio of expenses to average net assets 0.50%(c) 0.46% 0.43%(d) 0.42% 0.38%
=============================================================================================================================
Ratio of net investment income to average net assets 4.24%(c) 4.16% 4.09% 3.98% 4.10%
_____________________________________________________________________________________________________________________________
=============================================================================================================================
Portfolio turnover rate 11% 9% 4% 6% 7%
_____________________________________________________________________________________________________________________________
=============================================================================================================================
|
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Does not include sales charges.
(c) Ratios are based on average daily net assets of $169,736,043.
(d) After fee waivers and/or expense reimbursements. Ratio of expenses to average net assets prior to fee waivers and/or expense reimbursements was 0.44% for the year ended March 31, 2005.
CLASS A3
----------------------------------------------------------------------
OCTOBER 31, 2002
(DATE SALES
YEAR ENDED MARCH 31, COMMENCED) TO
------------------------------------------------ MARCH 31,
2007 2006 2005 2004 2003
------- -------- ------- -------- ----------------
Net asset value, beginning of period $ 10.92 $ 11.21 $ 11.69 $ 11.70 $ 11.59
---------------------------------------------------------------------------------------------------------------------------------
Income from investment operations:
Net investment income 0.46 0.42 0.43 0.43(a) 0.18
---------------------------------------------------------------------------------------------------------------------------------
Net gains (losses) on securities (both realized and
unrealized) (0.12) (0.24) (0.47) (0.01) 0.10
=================================================================================================================================
Total from investment operations 0.34 0.18 (0.04) 0.42 0.28
=================================================================================================================================
Less distributions:
Dividends from net investment income (0.45) (0.47) (0.44) (0.43) (0.17)
---------------------------------------------------------------------------------------------------------------------------------
Distributions from net realized gains (0.05) -- -- -- --
=================================================================================================================================
Total distributions (0.50) (0.47) (0.44) (0.43) (0.17)
=================================================================================================================================
Net asset value, end of period $ 10.76 $ 10.92 $ 11.21 $ 11.69 $ 11.70
_________________________________________________________________________________________________________________________________
=================================================================================================================================
Total return(b) 3.23% 1.57% (0.37)% 3.67% 2.47%
_________________________________________________________________________________________________________________________________
=================================================================================================================================
Ratios/supplemental data:
Net assets, end of period (000s omitted) $38,156 $128,946 $97,651 $101,312 $29,320
_________________________________________________________________________________________________________________________________
=================================================================================================================================
Ratio of expenses to average net assets 0.75%(c) 0.73% 0.78%(d) 0.77% 0.73%(e)
=================================================================================================================================
Ratio of net investment income to average net assets 3.99%(c) 3.89% 3.74% 3.63% 3.75%(e)
_________________________________________________________________________________________________________________________________
=================================================================================================================================
Portfolio turnover rate(f) 11% 9% 4% 6% 7%
_________________________________________________________________________________________________________________________________
=================================================================================================================================
|
(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $74,608,857.
(d) After fees waivers and/or expense reimbursements. Ratio of expenses to average net assets prior to fee waivers and/or expense reimbursements was 0.79% for the year ended March 31, 2005.
(e) Annualized.
(f) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year.
-------------
THE AIM FUNDS
-------------
GENERAL INFORMATION
-----------------------------------------------------------------------------------------------------------------------------
In addition to the fund, AIM serves as investment advisor to many other mutual funds that are offered to retail investors.
The following information is about all the AIM funds that offer retail share classes.
CHOOSING A SHARE CLASS
Each of the funds offer multiple classes of shares. Each class represents an interest in the same portfolio of investments.
Certain classes have higher expenses than other classes which may lower the return on your investment when compared to a less
expensive class. In deciding which class of shares to purchase, you should consider the following attributes of the various
share classes, among other things: (i) the eligibility requirements that apply to purchases of a particular class, (ii) the
initial sales charges and contingent deferred sales charges (CDSCs), if any, applicable to the class, (iii) the 12b-1 fee, if
any, paid by the class, and (iv) any services you may receive from a financial intermediary. Please contact your financial
advisor to assist you in making your decision. In addition to the share classes shown in the chart below, AIM Money Market
Fund offers AIM Cash Reserve Shares and AIM Summit Fund offers Class P shares.
AIM FUND RETAIL SHARE CLASSES
CLASS A CLASS A3 CLASS B CLASS C CLASS R INVESTOR CLASS
-----------------------------------------------------------------------------------------------------------------------------
- Initial sales - No initial - No initial - No initial - No initial - No initial
charge which may sales charge sales charge sales charge sales charge sales charge
be waived or
reduced
- Contingent - No contingent - Contingent - Contingent - Contingent - No contingent
deferred sales deferred sales deferred sales deferred sales deferred sales deferred sales
charge on certain charge charge on charge on charge on charge
redemptions redemptions redemptions certain
within six years within one redemptions
year(3)
- 12b-1 fee of - 12b-1 fee - 12b-1 fee - 12b-1 fee - 12b-1 fee - 12b-1 fee
0.25%(1) of 0.25% of 1.00% of 1.00%(4) of 0.50% of 0.25%(1)
- Does not - Converts to - Does not - Does not - Does not
convert to Class A shares convert to convert to convert to
Class A shares on or about the Class A shares Class A shares Class A shares
end of the month
which is at
least eight
years after the
date on which
shares were
purchased along
with a pro rata
portion of
reinvested
dividends and
distributions(2)
- Generally - Available - Purchase - Generally - Generally, - Generally
more appropriate only through a orders limited more available only closed to new
for long-term limited number to amount less appropriate for to employee investors
investors of funds than $100,000 short-term benefit plans
investors
- Purchase orders
limited to
amounts less
than $1,000,000
-----------------------------------------------------------------------------------------------------------------------------
(1) Class A shares of AIM Tax-Free Intermediate Fund and Investor Class shares of AIM Money Market Fund, AIM Tax-Exempt Cash
Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio do not have a 12b-1
fee.
(2) Class B shares of AIM Money Market Fund convert to AIM Cash Reserve Shares.
(3) CDSC does not apply to redemption of Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund unless you
received Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund through an exchange from Class C shares from
another AIM Fund that is still subject to a CDSC.
(4) Class C shares of AIM Floating Rate Fund have a 12b-1 fee of 0.75%.
SHARE CLASS ELIGIBILITY
CLASS A, A3, B, C AND AIM CASH RESERVE SHARES
Class A, A3, B, C and AIM Cash Reserve Shares are available to all retail investors, including individuals, trusts,
corporations and other business and charitable organizations and employee benefit plans. The share classes offer different
fee structures which are intended to compensate financial intermediaries for services provided in connection with the sale of
shares and continued maintenance of the customer relationship. You should consider the services provided by your financial
advisor and any other intermediaries who will be involved in the servicing of your account when choosing a share class.
Class B shares are not available as an investment for retirement plans maintained pursuant to Section 401 of the
Internal Revenue Code (the Code). These plans include 401(k) plans (including AIM Solo 401(k) plans), money purchase pension
plans and profit sharing plans. However, plans that have existing accounts invested in Class B shares will continue to be
allowed to make additional purchases.
CLASS P SHARES
In addition to the other share classes discussed herein, the AIM Summit Fund offers Class P shares, which were historically
sold only through the AIM Summit Investors Plans I and II (the Summit Plans). Class P shares are sold with no initial sales
charge and have a 12b-1 fee of 0.10%. However, Class P shares are not sold to members of the general public. Only
shareholders who had accounts in the Summit Plans at the close of business on December 8, 2006, may purchase Class P shares
and only until the total of their combined investments in the Plans and in Class P shares directly equals the face amount of
their former Plan under the 30 year extended investment option. The face amount of a Plan is the combined total of all
scheduled monthly investments under the Plan. For a Plan with a scheduled monthly investment of $100.00, the face amount
would have been $36,000.00 under the 30 year extended investment option.
|
MCF--07/07 A-1
-------------
THE AIM FUNDS
-------------
CLASS R SHARES
Class R shares are generally available only to employee benefit plans. These may include, for example, retirement and
deferred compensation plans maintained pursuant to Sections 401, 403, and 457 of the Code; nonqualified deferred compensation
plans; health savings accounts maintained pursuant to Section 223 of the Code; and voluntary employees' beneficiary
arrangements maintained pursuant to Section 501(c)(9) of the Code. Retirement plans maintained pursuant to Section 401
generally include 401(k) plans, profit sharing plans, money purchase pension plans, and defined benefit plans. Retirement
plans maintained pursuant to Section 403 must be established and maintained by non-profit organizations operating pursuant to
Section 501(c)(3) of the Code in order to purchase Class R shares. Class R shares are generally not available for individual
retirement accounts (IRAs) such as traditional, Roth, SEP, SAR-SEP and SIMPLE IRAs.
INVESTOR CLASS SHARES
Some of the funds offer Investor Class shares. Investor Class shares are sold with no initial sales charge and have a maximum
12b-1 fee of 0.25%. Investor Class shares are not sold to members of the general public. Only the following persons may
purchase Investor Class shares:
- Investors who established accounts prior to April 1, 2002, in Investor Class shares who have continuously maintained an
account in Investor Class shares (this includes anyone listed in the registration of an account, such as a joint owner,
trustee or custodian, and immediate family members of such persons). These investors are referred to as "grandfathered
investors."
- Customers of certain financial intermediaries which have had relationships with the funds' distributor or any funds that
offered Investor Class shares prior to April 1, 2002, who have continuously maintained such relationships. These
intermediaries are referred to as "grandfathered intermediaries."
- Employee benefit plans; provided, however, that retirement plans maintained pursuant to Section 403 must be established
and maintained by non-profit organizations operating pursuant to Section 501(c)(3) of the Code in order to purchase
Investor Class shares, unless the plan is considered a grandfathered investor or the account is opened through a
grandfathered intermediary. Investor Class shares are generally not available for IRAs, unless the IRA depositor is
considered a grandfathered investor or the account is opened through a grandfathered intermediary.
- Any trustee, director, officer or employee of any fund or of INVESCO PLC or any of its subsidiaries or affiliates, or
any employee benefit plan maintained by any of them (this includes any immediate family members of such persons).
DISTRIBUTION AND SERVICE (12B-1) FEES
Except as noted below, each fund has adopted a distribution plan pursuant to SEC Rule 12b-1. A 12b-1 plan allows a fund to
pay distribution fees to A I M Distributors, Inc. (AIM Distributors) to compensate or reimburse, as applicable, AIM
Distributors for its efforts in connection with the sale and distribution of the fund's shares and for services provided to
shareholders, all or a substantial portion of which are paid to the dealer of record. Because the funds pay these fees out of
their assets on an ongoing basis, over time these fees will increase the cost of your investment and may cost you more than
paying other types of sales charges.
The following funds and share classes do not have 12b-1 plans:
- AIM Tax-Free Intermediate Fund, Class A shares. - Premier Portfolio, Investor Class shares.
- AIM Money Market Fund, Investor Class shares. - Premier U.S. Government Money Portfolio, Investor Class shares.
- AIM Tax-Exempt Cash Fund, Investor Class shares. - Premier Tax-Exempt Portfolio, Investor Class shares.
INITIAL SALES CHARGES (CLASS A SHARES ONLY)
The funds are grouped into four categories for determining initial sales charges. The "Other Information" section of each
fund's prospectus will tell you the sales charge category in which the fund is classified. As used below, the term "offering
price" with respect to all categories of Class A shares includes the initial sales charge.
CATEGORY I INITIAL SALES CHARGES CATEGORY II INITIAL SALES CHARGES
------------------------------------------------------------- -------------------------------------------------------------
INVESTOR'S SALES CHARGE INVESTOR'S SALES CHARGE
-------------------------- --------------------------
AMOUNT INVESTED AS A % OF AS A % OF AMOUNT INVESTED AS A % OF AS A % OF
IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT
------------------------------------------------------------- -------------------------------------------------------------
Less than $ 25,000 5.50% 5.82% Less than $ 50,000 4.75% 4.99%
$ 25,000 but less than $ 50,000 5.25 5.54 $ 50,000 but less than $ 100,000 4.00 4.17
$ 50,000 but less than $ 100,000 4.75 4.99 $100,000 but less than $ 250,000 3.75 3.90
$100,000 but less than $ 250,000 3.75 3.90 $250,000 but less than $ 500,000 2.50 2.56
$250,000 but less than $ 500,000 3.00 3.09 $500,000 but less than $1,000,000 2.00 2.04
$500,000 but less than $1,000,000 2.00 2.04
------------------------------------------------------------- -------------------------------------------------------------
|
-------------
THE AIM FUNDS
-------------
CATEGORY III INITIAL SALES CHARGES CATEGORY IV INITIAL SALES CHARGES
------------------------------------------------------------- -------------------------------------------------------------
INVESTOR'S SALES CHARGE INVESTOR'S SALES CHARGE
-------------------------- --------------------------
AMOUNT INVESTED AS A % OF AS A % OF AMOUNT INVESTED AS A % OF AS A % OF
IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT IN A SINGLE TRANSACTION OFFERING PRICE INVESTMENT
------------------------------------------------------------- -------------------------------------------------------------
Less than $ 100,000 1.00% 1.01% Less than $ 100,000 2.50% 2.56%
$100,000 but less than $ 250,000 0.75 0.76 $100,000 but less than $ 250,000 2.00 2.04
$250,000 but less than $1,000,000 0.50 0.50 $250,000 but less than $ 500,000 1.50 1.52
$500,000 but less than $1,000,000 1.25 1.27
------------------------------------------------------------- -------------------------------------------------------------
CLASS A SHARES SOLD WITHOUT AN INITIAL SALES CHARGE
Certain categories of investors are permitted to purchase and certain intermediaries are permitted to sell Class A shares of
the funds without an initial sales charge because their transactions involve little or no expense. The investors who are
entitled to purchase Class A shares without paying an initial sales charge include the following:
- Any current or retired trustee, director, officer or employee of any fund or of INVESCO PLC or any of its subsidiaries
or affiliates, or any foundation, trust or employee benefit plan maintained by any of them (this includes any immediate
family members of such persons).
- Any registered representative or employee of any intermediary who has an agreement with AIM Distributors to sell shares
of the funds (this includes any immediate family members of such persons).
- Any investor who purchases their shares through an approved fee-based program (this may include any type of account for
which there is some alternative arrangement made between the investor and the intermediary to provide for compensation
of the intermediary for services rendered in connection with the sale of the shares and maintenance of the customer
relationship).
- Any investor who purchases their shares with the proceeds of a rollover, transfer or distribution from a retirement plan
or individual retirement account for which AIM Distributors acts as the prototype sponsor to another retirement plan or
individual retirement account for which AIM Distributors acts as the prototype sponsor, to the extent that such proceeds
are attributable to the redemption of shares of a fund held through the plan or account.
- Employee benefit plans; provided, however, that they meet at least one of the following requirements:
a. the plan has assets of at least $1 million;
b. there are at least 100 employees eligible to participate in the plan; or
c. all plan transactions are executed through a single omnibus account per fund; further provided that retirement
plans maintained pursuant to Section 403(b) of the Code are not eligible to purchase shares without paying an
initial sales charge based on the aggregate investment made by the plan or the number of eligible employees unless
the employer or plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code.
- Any investor who maintains an account in Investor Class shares of a fund (this includes anyone listed in the
registration of an account, such as a joint owner, trustee or custodian, and immediate family members of such persons).
- Qualified Tuition Programs created and maintained in accordance with Section 529 of the Code.
- Insurance company separate accounts.
No investor will pay an initial sales charge in the following circumstances:
- When buying Class A shares of AIM Tax-Exempt Cash Fund and Class A3 shares of AIM Limited Maturity Treasury Fund or AIM
Tax-Free Intermediate Fund.
- When reinvesting dividends and distributions.
- When exchanging shares of one fund, that were previously assessed a sales charge, for shares of another fund.
- As a result of a fund's merger, consolidation, or acquisition of the assets of another fund.
Additional information regarding eligibility to purchase shares at reduced or without sales charges is available on the
Internet at www.aiminvestments.com, then click on the link for My Account, then Service Center, or consult the fund's
Statement of Additional Information, which is available on that same website or upon request free of charge.
REDUCED SALES CHARGES AND SALES CHARGE EXCEPTIONS
You may qualify for reduced sales charges or sales charge exceptions. To qualify for these reductions or exceptions, you or
your financial advisor must notify the transfer agent at the time of purchase that your purchase qualifies for such
treatment. Certain individuals and employer-sponsored retirement plans may link accounts for the purpose of qualifying for
lower initial sales charges. You or your financial consultant must provide other account numbers to be considered for Rights
of Accumulation, or mark the Letter of Intent section on the account application, or provide other relevant documentation, so
that the transfer agent can verify your eligibility for the reduction or exception. Please consult the fund's Statement of
Additional Information for details.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Limited Maturity Treasury Fund and AIM
Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Investor Class shares of any fund will not
be taken into account in determining whether a purchase qualifies for a reduction in initial sales charges pursuant to Rights
of Accumulation or Letters of Intent.
|
-------------
THE AIM FUNDS
-------------
RIGHTS OF ACCUMULATION
You may combine your new purchases of Class A shares of a fund with other fund shares currently owned (Class A, B, C, P or R)
and investments in the AIM College Savings Plan(R) for the purpose of qualifying for the lower initial sales charge rates
that apply to larger purchases. The applicable initial sales charge for the new purchase is based on the total of your
current purchase and the public offering price of all other shares you own. The transfer agent may automatically link certain
accounts registered in the same name with the same taxpayer identification number for the purpose of qualifying you for lower
initial sales charge rates. There may be other accounts that are eligible to be linked, as described in the fund's Statement
of Additional Information. However, if the accounts are not registered in the same name with the same taxpayer identification
number, you will have to contact the transfer agent to request that those accounts be linked. The transfer agent will not be
responsible for identifying all accounts that may be eligible to be linked.
LETTERS OF INTENT
Under a Letter of Intent (LOI), you commit to purchase a specified dollar amount of Class A shares of one or more funds
during a 13-month period. The amount you agree to purchase determines the initial sales charge you pay. If the full amount
committed to in the LOI is not invested by the end of the 13-month period, your account will be assessed the higher initial
sales charge that would normally be applicable to the amount actually invested.
REINSTATEMENT FOLLOWING REDEMPTION
If you redeem shares of a fund, you may reinvest all or a portion of the proceeds from the redemption in the same share class
of any fund in the same Category within 180 days of the redemption without paying an initial sales charge. Class B and P
redemptions may be reinvested only into Class A shares with no initial sales charge. This reinstatement privilege does not
apply to:
- A purchase made through a regularly scheduled automatic investment plan, such as a purchase by a regularly scheduled
payroll deduction or transfer from a bank account, or
- A purchase paid for with proceeds from the redemption of shares that were held indirectly through an employee benefit
plan.
In order to take advantage of this reinstatement privilege, you must inform your financial advisor or the transfer agent
that you wish to do so at the time of your investment.
CONTINGENT DEFERRED SALES CHARGES (CDSCS)
CDSCS ON CLASS A SHARES AND AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND
You can purchase $1,000,000 or more (a Large Purchase) of Class A shares of Category I, II and IV funds without paying an
initial sales charge. However, if you redeem these shares prior to 18 months after the date of purchase, they will be subject
to a CDSC of 1%.
If you currently own Class A shares of a Category I, II or IV fund, and make additional purchases without paying an
initial sales charge that result in account balances of $1,000,000 or more, the additional shares purchased will be subject
to an 18-month, 1% CDSC.
If AIM Distributors pays a concession to the dealer of record in connection with a Large Purchase of Class A shares by
an employee benefit plan, the Class A shares may be subject to a 1% CDSC if all of the plan's shares are redeemed within one
year from the date of the plan's initial purchase.
If you acquire AIM Cash Reserve Shares of AIM Money Market Fund, Class A shares of AIM Tax-Exempt Cash Fund, Class A3
shares of AIM Limited Maturity Treasury Fund or AIM Tax-Free Intermediate Fund through an exchange involving Class A shares
that were subject to a CDSC, the shares acquired as a result of the exchange will continue to be subject to that same CDSC.
CDSCS ON CLASS A SHARES AND AIM CASH RESERVE SHARES ACQUIRED BY EXCHANGE
If you purchase $1,000,000 or more of Class A shares of any fund, or if you make additional purchases of Class A shares
without paying an initial sales charge, your shares may be subject to a CDSC upon redemption in the following circumstances:
SHARES INITIALLY PURCHASED SHARES HELD AFTER AN EXCHANGE CDSC APPLICABLE UPON REDEMPTION OF SHARES
-------------------------------------- ----------------------------------------- ------------------------------------------
- Class A shares of any Category I, - Class A shares of any Category I, II - 1% if shares are redeemed within 18
II or IV fund or IV fund months of initial purchase of any
Category I, II or IV Fund
- AIM Cash Reserve Shares of AIM Money
Market Fund
- Class A Shares of AIM Tax-Exempt Cash
Fund
- Class A3 Shares of AIM Limited
Maturity Treasury Fund and
AIM Tax-Free Intermediate Fund
CDSCS ON CLASS B SHARES AND ON CLASS C SHARES OF FUNDS OTHER THAN
AIM LIBOR ALPHA FUND AND AIM SHORT TERM BOND FUND
Class B and Class C shares are sold without an initial sales charge. However, they are subject to a CDSC. If you redeem your
shares during the CDSC period, you will be assessed a CDSC as follows, unless you qualify for one of the CDSC exceptions
outlined below:
YEAR SINCE PURCHASE MADE: CLASS B CLASS C
-----------------------------------------------------------------------------------------------------------------------------
First 5% 1%
Second 4 None
Third 3 None
Fourth 3 None
Fifth 2 None
Sixth 1 None
Seventh and following None None
-----------------------------------------------------------------------------------------------------------------------------
|
-------------
THE AIM FUNDS
-------------
CDSCS ON CLASS C SHARES -- EMPLOYEE BENEFIT PLAN
AIM Distributors pays a concession to the dealer of record in connection with a purchase of Class C shares by an employee
benefit plan; the Class C shares are subject to a 1.00% CDSC at the time of redemption if all of the plan's shares are
redeemed within one year from the date of the plan's initial purchase.
CDSCS ON CLASS C SHARES OF AIM LIBOR ALPHA FUND AND AIM SHORT TERM BOND FUND
Class C shares of AIM LIBOR Alpha Fund and AIM Short Term Bond Fund are not normally subject to a CDSC. However, if you
acquired shares of those funds through an exchange, and the shares originally purchased were subject to a CDSC, the shares
acquired as a result of the exchange will continue to be subject to that same CDSC. Conversely, if you acquire Class C shares
of any other fund as a result of an exchange involving Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund
that were not subject to a CDSC, then the shares acquired as a result of the exchange will not be subject to a CDSC.
CDSCS ON CLASS R SHARES
Class R shares are not normally subject to a CDSC. However, if AIM Distributors pays a concession to the dealer of record in
connection with a purchase of Class R shares by an employee benefit plan, the Class R shares are subject to a 0.75% CDSC at
the time of redemption if all of the plan's shares are redeemed within one year from the date of the plan's initial purchase.
COMPUTING A CDSC
The CDSC on redemptions of shares is computed based on the lower of their original purchase price or current net asset value,
net of reinvested dividends and capital gains distributions. In determining whether to charge a CDSC, shares are accounted
for on a first-in, first-out basis, which means that you will redeem shares on which there is no CDSC first and, then, shares
in the order of their purchase.
CDSC EXCEPTIONS
Investors who own shares that are otherwise subject to a CDSC will not pay a CDSC in the following circumstances:
- If you participate in the Systematic Redemption Plan and withdraw up to 12% of the value of your shares that are subject
to a CDSC in any twelve-month period.
- If you redeem shares to pay account fees.
- If you are the executor, administrator or beneficiary of an estate or are otherwise entitled to assets remaining in an
account following the death or post-purchase disability of a shareholder or beneficial owner and you choose to redeem
those shares.
There are other circumstances under which you may be able to redeem shares without paying CDSCs. Additional information
regarding CDSC exceptions is available on the Internet at www.aiminvestments.com, then click on the link for My Account, then
Service Center, or consult the fund's Statement of Additional Information, which is available on that same website or upon
request free of charge.
Shares acquired through the reinvestment of dividends and distributions are not subject to CDSCs.
The following share classes are sold with no CDSC:
- Class A shares of any Category III Fund.
- Class A shares of AIM Tax-Exempt Cash Fund.
- Class A3 shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund.
- AIM Cash Reserve Shares of AIM Money Market Fund.
- Investor Class shares of any fund.
- Class P shares of AIM Summit Fund.
REDEMPTION FEES
Certain funds impose a 2% redemption fee (on redemption proceeds) if you redeem or exchange shares within 31 days of
purchase. Please refer to the applicable fund's prospectus to determine whether that fund imposes a redemption fee. As of the
date of this prospectus, the following funds impose redemption fees:
AIM Asia Pacific Growth Fund AIM Global Aggressive Growth Fund AIM Gold & Precious Metals Fund AIM International
AIM China Fund AIM Global Equity Fund AIM High Yield Fund Total Return Fund
AIM Developing Markets Fund AIM Global Growth Fund AIM International Allocation Fund AIM Japan Fund
AIM European Growth Fund AIM Global Health Care Fund AIM International Core Equity Fund AIM S&P 500 Index Fund
AIM European Small Company Fund AIM Global Real Estate Fund AIM International Growth Fund AIM Trimark Fund
AIM Floating Rate Fund AIM Global Value Fund AIM International Small Company Fund
The redemption fee will be retained by the fund from which you are redeeming or exchanging shares, and is intended to
offset the trading costs, market impact and other costs associated with short-term money movements in and out of the fund.
The redemption fee is imposed on a first-in, first-out basis, which means that you will redeem shares in the order of their
purchase.
|
-------------
THE AIM FUNDS
-------------
Redemption fees generally will not be charged in the following circumstances:
- Redemptions and exchanges of shares held in accounts maintained by intermediaries that do not have the systematic
capability to assess the redemption fees.
- Redemptions and exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529
of the Code, and variable insurance contracts which use the funds as underlying investments.
- Redemptions and exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs or
systematic withdrawal plans.
- Redemptions requested within 31 days following the death or post-purchase disability of an account owner.
- Redemptions or exchanges initiated by a fund.
The following shares are not subject to redemption fees, irrespective of whether they are redeemed in accordance with
any of the exceptions set forth above:
- Shares acquired through the reinvestment of dividends and distributions.
- Shares acquired through systematic purchase plans.
- Shares acquired in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit
plan to the trustee or custodian of another employee benefit plan.
Shares held by employee benefit plans will only be subject to redemption fees if the shares were acquired by exchange
and are redeemed by exchange within 31 days of purchase.
Some investments in the funds are made through accounts that are maintained by intermediaries (rather than the funds'
transfer agent) and some investments are made indirectly through products that use the funds as underlying investments, such
as employee benefit plans, funds of funds, qualified tuition plans, and variable insurance contracts (these products are
generally referred to as conduit investment vehicles). If shares of the funds are held in an account maintained by an
intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary
account or conduit investment vehicle may be considered an individual shareholder of the funds for purposes of assessing
redemption fees. In these cases, the funds are likely to be limited in their ability to assess redemption fees on
transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the
aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
If shares of the funds are held in an account maintained by an intermediary or in the name of a conduit investment
vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules
intended to limit short-term money movements in and out of the funds which differ from those described in this prospectus. In
such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and
subject to different exceptions) than those set forth above. Please consult your financial advisor or other intermediary for
details.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of losing its registered
investment company qualification for tax purposes.
Your financial advisor or other intermediary may charge service fees for handling redemption transactions. Your shares
also may be subject to a CDSC in addition to the redemption fee.
TEMPORARY REDEMPTION FEE FOR CLASS A SHARES OF AIM SELECT REAL ESTATE INCOME FUND
On March 12, 2007, AIM Select Real Estate Income Fund, a closed-end fund, was reorganized as an open-end fund. Shareholders
of the Common Shares of the closed-end AIM Select Real Estate Income Fund received Class A shares of the open-end AIM Select
Real Estate Income Fund in connection with the reorganization. If you redeem those shares received in connection with the
reorganization, including redeeming by exchange, within 12 months following the date of the reorganization, you will be
charged a 2.00% redemption fee.
This 2.00% redemption fee will not apply to Class A shares of the open-end AIM Select Real Estate Income Fund that are
purchased after the reorganization. The redemption fee will be retained by the open-end AIM Select Real Estate Income Fund to
offset transaction costs and other expenses associated with redemptions or exchanges. It is designed, in part, to stabilize
outflows from the open-end AIM Select Real Estate Income Fund after the reorganization and to deter arbitrage trades by
investors seeking to profit from the difference between the cost of purchasing Common Shares of the closed-end AIM Select
Real Estate Income Fund at a discount to net asset value, and the proceeds of redeeming Class A shares of the open-end AIM
Select Real Estate Fund at their net asset value following the reorganization. To the extent that arbitrage and other
short-term trading still occurs, the redemption fee would protect AIM Select Real Estate Income Fund and its long-term
shareholders by recouping some of the costs of the arbitrage-related redemptions and exchanges. The redemption fee may also
offset to some extent some of the direct and indirect costs associated with the reorganization.
PURCHASING SHARES
If you hold your shares through a financial advisor or other intermediary, your eligibility to purchase shares and the
terms by which you may purchase, redeem and exchange shares may differ depending on that institution's policies.
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MINIMUM INVESTMENTS
There are no minimum investments for Class P or R shares for fund accounts. The minimum investments for Class A, A3, B, C,
and Investor Class shares for fund accounts are as follows:
INITIAL INVESTMENT ADDITIONAL INVESTMENTS
TYPE OF ACCOUNT PER FUND PER FUND
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Wrap-fee accounts managed by your financial advisor None None
Employee benefit plans, SEP, SARSEP and SIMPLE IRA plans None None
Any type of account if the investor is purchasing shares through a systematic
purchase plan $ 50 $50
IRAs, Roth IRAs and Coverdell ESAs 250 25
All other accounts 1,000 50
AIM Distributors has the discretion to accept orders for lesser amounts.
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HOW TO PURCHASE SHARES
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OPENING AN ACCOUNT ADDING TO AN ACCOUNT
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Through a Financial Contact your financial advisor. Contact your financial advisor.
Advisor
By Mail Mail completed account application and check to Mail your check and the remittance slip from your
the transfer agent, confirmation statement to the transfer agent.
AIM Investment Services, Inc., P.O. Box 4739,
Houston, TX 77210-4739.
By Wire Mail completed account application to the Call the transfer agent to receive a reference
transfer agent. Call the transfer agent at (800) number. Then, use the wire instructions provided
959-4246 to receive a reference number. Then, use below.
the wire instructions provided below.
Wire Instructions Beneficiary Bank ABA/Routing #: 021000021
Beneficiary Account Number: 00100366807
Beneficiary Account Name: AIM Investment
Services, Inc.
RFB: Fund Name, Reference #
OBI: Your Name, Account #
By Telephone Open your account using one of the methods Select the AIM Bank Connection(SM) option on your
described above. completed account application or complete a
Special Account Options Form. Mail the
application or form to the transfer agent. Once
the transfer agent has received the form, call
the transfer agent at the number below to place
your purchase order.
Automated Investor Line Open your account using one of the methods Call the AIM 24-hour Automated Investor Line at
described above. 1-800-246-5463. You may place your order after
you have provided the bank instructions that will
be requested.
By Internet Open your account using one of the methods Access your account at www.aiminvestments.com.
described above. The proper bank instructions must have been
provided on your account. You may not purchase
shares in retirement accounts on the internet.
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Purchase orders will not be processed unless the account application and purchase payment are received in good order. In
accordance with the USA PATRIOT Act, if you fail to provide all the required information requested in the current account
application, your purchase order will not be processed. Additionally, federal law requires that the fund verify and record
your identifying information.
SYSTEMATIC PURCHASE PLAN
You can arrange for periodic investments in any of the funds by authorizing the transfer agent to withdraw the amount of your
investment from your bank account on a day or dates you specify and in an amount of at least $50 per fund. You may stop the
Systematic Purchase Plan at any time by giving the transfer agent notice ten days prior to your next scheduled withdrawal.
Certain financial advisors and other intermediaries may also offer systematic purchase plans.
DOLLAR COST AVERAGING
Dollar Cost Averaging allows you to make automatic periodic exchanges, if permitted, from one fund to another fund or
multiple other funds. The account from which exchanges are to be made must have a minimum balance of $5,000 before you can
use this option. Exchanges will occur on (or about) the day of the month you specify, in the amount you specify. Dollar Cost
Averaging cannot be set up for the 29th through the 31st of the month. The minimum amount you can exchange to another fund is
$50. Certain financial advisors and other intermediaries may also offer dollar cost averaging programs. If you participate in
one of these programs and it is the same or similar to AIM's Dollar Cost Averaging program, exchanges made under the program
generally will not be counted toward the limitation of four exchanges out of a fund per calendar year, discussed below.
AUTOMATIC DIVIDEND AND DISTRIBUTION INVESTMENT
Your dividends and distributions may be paid in cash or reinvested in the same fund or another fund without paying an initial
sales charge. Unless you specify otherwise, your dividends and distributions will automatically be reinvested in the same
fund. If you elect to receive your distributions by check, and the distribution amount is $10 or less, then the amount will
be automatically reinvested in the same fund and no check will be issued. If you have elected to receive distributions by
check, and the postal service is unable to deliver checks to your address of record, then your distribution election may be
converted to having all subsequent distributions reinvested in the same fund and no checks will be issued. You should contact
the
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transfer agent to change your distribution option, and your request to do so must be received by the transfer agent
before the record date for a distribution in order to be effective for that distribution. No interest will accrue on amounts
represented by uncashed distribution checks.
You must comply with the following requirements to be eligible to invest your dividends and distributions in shares of
another fund:
- Your account balance in the fund paying the dividend or distribution must be at least $5,000; and
- Your account balance in the fund receiving the dividend or distribution must be at least $500.
PORTFOLIO REBALANCING PROGRAM
If you have at least $5,000 in your account, you may participate in the Portfolio Rebalancing Program. Under this Program,
you can designate how the total value of your fund holdings should be rebalanced, on a percentage basis, between two and ten
of your funds on a quarterly, semiannual or annual basis. Your portfolio will be rebalanced through the exchange of shares in
one or more of your funds for shares of the same class of one or more other funds in your portfolio. Rebalancing will not
occur if your portfolio is within 2% of your stated allocation. If you wish to participate in the Program, make changes or
cancel the Program, the transfer agent must receive your request to participate, changes, or cancellation in good order at
least five business days prior to the next rebalancing date, which is normally the 28th day of the last month of the period
you choose. We may modify, suspend or terminate the Program at any time on 60 days prior written notice to participating
investors. Certain financial advisors and other intermediaries may also offer portfolio rebalancing programs. If you
participate in one of these programs and it is the same as or similar to AIM's program, exchanges made under the program
generally will not be counted toward the limitation of four exchanges out of a fund per calendar year, discussed below.
RETIREMENT PLANS SPONSORED BY AIM DISTRIBUTORS
AIM Distributors acts as the prototype sponsor for certain types of retirement plan documents. These plan documents are
generally available to anyone wishing to invest plan assets in the funds. These documents are provided subject to terms,
conditions and fees that vary by plan type. Contact your financial advisor or other intermediary for details.
REDEEMING SHARES
For funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, the
transfer agent must receive your call during the hours of the customary trading session of the New York Stock Exchange (NYSE)
in order to effect the redemption at that day's net asset value. For Premier Portfolio, Premier Tax-Exempt Portfolio and
Premier U.S. Government Money Portfolio, the transfer agent must receive your call before the last net asset value
determination in order to effect the redemption that day.
HOW TO REDEEM SHARES
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Through a Financial Advisor Contact your financial advisor or intermediary (including your retirement plan administrator).
or Other Intermediary
By Mail Send a written request to the transfer agent which includes:
- Original signatures of all registered owners/trustees;
- The dollar value or number of shares that you wish to redeem;
- The name of the fund(s) and your account number; and
- Signature guarantees, if necessary (see below).
The transfer agent may require that you provide additional documentation, or information, such
as corporate resolutions or powers of attorney, if applicable. If you are redeeming from an IRA
or other type of retirement account, you must complete the appropriate distribution form.
By Telephone Call the transfer agent at 1-800-959-4246. You will be allowed to redeem by telephone if:
- Your redemption proceeds are to be mailed to your address on record (and there has been no
change in your address of record within the last 30 days) or transferred electronically to
a pre-authorized checking account;
- You do not hold physical share certificates;
- You can provide proper identification information;
- Your redemption proceeds do not exceed $250,000 per fund; and
- You have not previously declined the telephone redemption privilege.
You may, in limited circumstances, initiate a redemption from an AIM IRA account by telephone.
Redemptions from other types of retirement plan accounts may be initiated only in writing and
require the completion of the appropriate distribution form.
Automated Investor Line Call the AIM 24-hour Automated Investor Line at 1-800-246-5463. You may place your redemption
order after you have provided the bank instructions that will be requested.
By Internet Place your redemption request at www.aiminvestments.com. You will be allowed to redeem by
Internet if:
- You do not hold physical share certificates;
- You can provide proper identification information;
- Your redemption proceeds do not exceed $250,000 per fund; and
- You have already provided proper bank information.
Redemptions from most retirement plan accounts may be initiated only in writing and require the
completion of the appropriate distribution form.
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TIMING AND METHOD OF PAYMENT
We normally will send out checks within one business day, and in any event no more than seven days, after your redemption
request is received in good order (meaning that all necessary information and documentation related to the redemption request
have been provided to the transfer agent). If you redeem shares recently purchased by check or ACH, you may be required to
wait up to ten business days before we send your redemption proceeds. This delay is necessary to ensure that the purchase has
cleared. Payment may be postponed in cases where the SEC declares an emergency or normal trading is halted on the NYSE.
Redemption checks are mailed to your address of record, via first class U.S. mail, unless you make other arrangements with
the transfer agent.
We use reasonable procedures to confirm that instructions communicated via telephone and the Internet are genuine, and
we are not liable for losses arising from actions taken in accordance with instructions that are reasonably believed to be
genuine.
SYSTEMATIC WITHDRAWALS
You may arrange for regular periodic withdrawals from your account in amounts equal to or greater than $50 per fund. We will
redeem the appropriate number of shares from your account to provide redemption proceeds in the amount requested. You must
have an account balance of at least $5,000 in order to establish a Systematic Redemption Plan. You can stop this plan at any
time by giving ten days prior notice to the transfer agent.
EXPEDITED REDEMPTIONS (AIM CASH RESERVE SHARES OF AIM MONEY MARKET FUND ONLY)
If you place your redemption order before 11:30 a.m. Eastern Time and request an expedited redemption, we will transmit
payment of redemption proceeds on that same day via federal wire to a bank of record on your account. If we receive your
redemption order after 11:30 a.m. Eastern Time and before the close of the customary trading session of the NYSE, we will
transmit payment on the next business day.
CHECK WRITING
The transfer agent provides check writing privileges for accounts in the
following funds and share classes:
- AIM Money Market Fund, AIM Cash Reserve Shares and Investor Class shares
- AIM Tax-Exempt Cash Fund, Class A shares and Investor Class shares
- Premier Portfolio, Investor Class shares
- Premier Tax-Exempt Portfolio, Investor Class shares
- Premier U.S. Government Money Portfolio, Investor Class shares
You may redeem shares of these funds by writing checks in amounts of $250 or more if you have completed an authorization
form. Redemption by check is not available for retirement accounts. Checks are not eligible to be converted to ACH by the
payee. You may not give authorization to a payee by phone to debit your account by ACH for a debt owed to the payee.
SIGNATURE GUARANTEES
We require a signature guarantee in the following circumstances:
- When your redemption proceeds will equal or exceed $250,000 per fund.
- When you request that redemption proceeds be paid to someone other than the registered owner of the account.
- When you request that redemption proceeds be sent somewhere other than the address of record or bank of record on the
account.
- When you request that redemption proceeds be sent to a new address or an address that changed in the last 30 days.
The transfer agent will accept a guarantee of your signature by a number of different types of financial institutions.
Call the transfer agent for additional information. Some institutions have transaction amount maximums for these guarantees.
Please check with the guarantor institution to determine whether the signature guarantee offered will be sufficient to cover
the value of your transaction request.
REDEMPTIONS IN KIND
Although the funds generally intend to pay redemption proceeds solely in cash, the funds reserve the right to determine, in
their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a
redemption in kind).
REDEMPTIONS INITIATED BY THE FUNDS
If your account (Class A, A3, B, C, P and Investor Class shares only) has been open at least one year, you have not made an
additional purchase in the account during the past six calendar months, and the value of your account falls below $500 for
three consecutive months, the funds have the right to redeem the account after giving you 60 days' prior written notice. You
may avoid having your account redeemed during the notice period by bringing the account value up to $500 or by initiating a
Systematic Purchase Plan.
If the fund determines that you have not provided a correct Social Security or other tax identification number on your
account application, or the fund is not able to verify your identity as required by law, the fund may, at its discretion,
redeem the account and distribute the proceeds to you.
EXCHANGING SHARES
You may, under certain circumstances, exchange shares in one fund for those of another fund. An exchange is the purchase of
shares in one fund which is paid for with the proceeds from a redemption of shares of another fund effectuated on the same
day. Accordingly, the procedures and processes
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THE AIM FUNDS
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applicable to redemptions of fund shares, as discussed under the heading "Redeeming Shares" above, will apply. Before
requesting an exchange, review the prospectus of the fund you wish to acquire.
All exchanges are subject to the limitations set forth in the prospectuses of the funds. If you wish to exchange shares
of one fund for those of another fund, you must consult the prospectus of the fund whose shares you wish to acquire to
determine whether the fund is offering shares to new investors and whether you are eligible to acquire shares of that fund.
PERMITTED EXCHANGES
Except as otherwise provided below under "Exchanges Not Permitted", you generally may exchange your shares for shares of the
same class of another fund. The following below shows permitted exchanges:
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EXCHANGE FROM EXCHANGE TO
-----------------------------------------------------------------------------------------------------------------------------
AIM Cash Reserve Shares Class A, A3, B, C, R, Investor Class
Class A Class A, A3, Investor Class, AIM Cash Reserve Shares
Class A3 Class A, A3, Investor Class, AIM Cash Reserve Shares
Investor Class Class A, A3, Investor Class
Class P Class A, A3, AIM Cash Reserve Shares
Class B Class B
Class C Class C
Class R Class R
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EXCHANGES NOT PERMITTED
The following exchanges are not permitted:
- Investor Class shares cannot be exchanged for Class A shares of any fund which offers Investor Class shares.
- Exchanges into Class A shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund (also known as
the Category III funds) are not permitted.
- Class A Shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund cannot be exchanged for Class A3
Shares of those funds.
- AIM Cash Reserve Shares cannot be exchanged for Class B, C or R shares if the shares being exchanged were acquired by
exchange from Class A shares of any fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- Shares must have been held for at least one day prior to the exchange with the exception of dividends and distributions
that are reinvested; and
- If you have physical share certificates, you must return them to the transfer agent in order to effect the exchange.
Under unusual market conditions, a fund may delay the exchange of shares for up to five business days if it determines
that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an
option or right to purchase shares. Any of the participating funds or the distributor may modify or terminate this privilege
at any time.
LIMIT ON THE NUMBER OF EXCHANGES
You will generally be limited to four exchanges out of a fund per calendar year (other than the money market funds);
provided, however, that the following transactions will not count toward the exchange limitation:
- Exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to apply
the exchange limitation.
- Exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529 of the Code, and
insurance company separate accounts which use the funds as underlying investments.
- Generally, exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs.
- Exchanges initiated by a fund or by the trustee, administrator or other fiduciary of an employee benefit plan (not in
response to distribution or exchange instructions received from a plan participant).
Each fund reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if the fund,
or its designated agent, believes that granting such exceptions would be consistent with the best interests of shareholders.
There is no limit on the number of exchanges out of AIM Limited Maturity Treasury Fund, AIM Money Market Fund, AIM
Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.
If you exchange shares of one fund for shares of multiple other funds as part of a single transaction, that transaction
is counted as one exchange out of a fund.
INITIAL SALES CHARGES AND CDSCS APPLICABLE TO EXCHANGES
You may be required to pay an initial sales charge when exchanging from a fund with a lower initial sales charge than the one
into which you are exchanging. If you exchange into shares that are subject to a CDSC, we will begin the holding period for
purposes of calculating the CDSC on the date you made your initial purchase.
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THE AIM FUNDS
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RIGHTS RESERVED BY THE FUNDS
Each fund and its agents reserve the right at any time to:
- Reject or cancel all or any part of any purchase or exchange order.
- Modify any terms or conditions related to the purchase, redemption or exchange of shares of any fund.
- Reject or cancel any request to establish a Systematic Purchase Plan, Systematic Redemption Plan or Portfolio
Rebalancing Program.
- Suspend, change or withdraw all or any part of the offering made by this prospectus.
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each fund's shares is the fund's net asset value per share. The funds value portfolio securities for which
market quotations are readily available at market value. The funds value all other securities and assets for which market
quotations are unavailable or unreliable at their fair value in good faith using procedures approved by the Boards of
Trustees of the funds (collectively, the Board). Securities and other assets quoted in foreign currencies are valued in U.S.
dollars based on the prevailing exchange rates on that day.
Even when market quotations are available, they may be stale or unreliable because the security is not traded
frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after
the security ceased trading or because of the passage of time between the close of the market on which the security trades
and the close of the NYSE and when the fund calculates its net asset value. Issuer specific events may cause the last market
quotation to be unreliable. Such events may include a merger or insolvency, events which affect a geographical area or an
industry segment, such as political events or natural disasters, or market events, such as a significant movement in the U.S.
market. Where market quotations are not readily available, including where AIM determines that the closing price of the
security is unreliable, AIM will value the security at fair value in good faith using procedures approved by the Board. Fair
value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from
potentially "stale" prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
Fair value is that amount that the owner might reasonably expect to receive for the security upon its current sale. Fair
value requires consideration of all appropriate factors, including indications of fair value available from pricing services.
A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their net asset
values.
AIM may use indications of fair value from pricing services approved by the Board. In other circumstances, the AIM
valuation committee may fair value securities in good faith using procedures approved by the Board. As a means of evaluating
its fair value process, AIM routinely compares closing market prices, the next day's opening prices for the security in its
primary market if available, and indications of fair value from other sources. Fair value pricing methods and pricing
services can change from time to time as approved by the Board.
Specific types of securities are valued as follows:
Senior Secured Floating Rate Loans and Senior Secured Floating Rate Debt Securities. Senior secured floating rate loans
and senior secured floating rate debt securities are fair valued using an evaluated quote provided by an independent pricing
service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as ratings, tranche type,
industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of
securities and other market data.
Domestic Exchange Traded Equity Securities. Market quotations are generally available and reliable for domestic exchange
traded equity securities. If market quotations are not available or are unreliable, AIM will value the security at fair value
in good faith using procedures approved by the Board.
Foreign Securities. If market quotations are available and reliable for foreign exchange traded equity securities, the
securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close
of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and
the close of the customary trading session on the NYSE events occur that are significant and may make the closing price
unreliable, the fund may fair value the security. If an issuer specific event has occurred that AIM determines, in its
judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value. AIM
also relies on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that
the closing price in the principal market where a foreign security trades is not the current market value as of the close of
the NYSE. For foreign securities where AIM believes, at the approved degree of certainty, that the price is not reflective of
current market value, AIM will use the indication of fair value from the pricing service to determine the fair value of the
security. The pricing vendor, pricing methodology or degree of certainty may change from time to time.
Fund securities primarily traded on foreign markets may trade on days that are not business days of the fund. Because
the net asset value of fund shares is determined only on business days of the fund, the value of the portfolio securities of
a fund that invests in foreign securities may change on days when you will not be able to purchase or redeem shares of the
fund.
Fixed Income Securities. Government, corporate, asset-backed and municipal bonds, convertible securities, including high
yield or junk bonds, and loans, normally are valued on the basis of prices provided by independent pricing services. Prices
provided by the pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate
factors such as institution-size trading in similar groups of securities, developments related to special securities,
dividend rate, maturity and other market data. Prices received from pricing services are fair value prices. In addition, if
the price provided by the pricing service and independent quoted prices are unreliable, the AIM valuation committee will fair
value the security using procedures approved by the Board.
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Short-term Securities. The funds' short-term investments are valued at amortized cost when the security has 60 days or
less to maturity. AIM Money Market Fund, AIM Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt Portfolio and
Premier U.S. Government Money Portfolio value all their securities at amortized cost. AIM High Income Municipal Fund, AIM
Municipal Bond Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have an unconditional demand or
put feature exercisable within seven days or less at par, which reflects the market value of such securities.
Futures and Options. Futures and options are valued on the basis of market quotations, if available.
Swap Agreements. Swap Agreements are fair valued using an evaluated quote provided by an independent pricing service.
Evaluated quotes provided by the pricing service are based on a model that may include end of day net present values,
spreads, ratings, industry and company performance.
Open-end Funds. To the extent a fund invests in other open-end funds, other than open-end funds that are exchange
traded, the investing fund will calculate its net asset value using the net asset value of the underlying fund in which it
invests.
Each fund determines the net asset value of its shares on each day the NYSE is open for business (a business day), as of
the close of the customary trading session, or earlier NYSE closing time that day. AIM Money Market Fund also determines its
net asset value as of 12:00 noon Eastern Time on each business day. Premier Portfolio, Premier Tax-Exempt Portfolio and
Premier U.S. Government Money Portfolio determine the net asset value of their shares every fifteen minutes on each business
day, beginning at 8:00 a.m. Eastern Time. The last net asset value determination on any business day for Premier Portfolio
and Premier U.S. Government Money Portfolio will generally occur at 5:30 p.m. Eastern Time, and the last net asset value
determination on any business day for Premier Tax-Exempt Portfolio will generally occur at 4:30 p.m. Eastern Time. Premier
Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio are authorized not to open for trading on
a day that is otherwise a business day if the Federal Reserve Bank of New York and the Bank of New York, the fund's
custodian, are not open for business or the Securities Industry and Financial Markets Association (SIFMA) recommends that
government securities dealers not open for trading and any such day will not be considered a business day. Premier Portfolio,
Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio also may close early on a business day if SIFMA
recommends that government securities dealers close early. If Premier Portfolio, Premier Tax-Exempt Portfolio or Premier U.S.
Government Money Portfolio uses its discretion to close early on a business day, the last net asset value calculation will
occur as of the time of such closing.
From time to time and in circumstances deemed appropriate by AIM in its sole discretion, each of Premier Portfolio,
Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio may remain open for business, during customary
business day hours, on a day that the NYSE is closed for business. In such event, on such day you will be permitted to
purchase or redeem shares of such funds and net asset values will be calculated for such funds.
TIMING OF ORDERS
For funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can
purchase or redeem shares on each business day prior to the close of the customary trading session or any earlier NYSE
closing time that day. For funds other than Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money
Portfolio, purchase orders that are received and accepted before the close of the customary trading session or any earlier
NYSE closing time on a business day generally are processed that day and settled on the next business day.
For Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, you can purchase or
redeem shares on each business day, prior to the last net asset value determination on such business day; however, if your
order is received and accepted after the close of the customary trading session or any earlier NYSE closing time that day,
your order generally will be processed on the next business day and settled on the second business day following the receipt
and acceptance of your order.
For all funds, you can exchange shares on each business day, prior to the close of the customary trading session or any
earlier NYSE closing time that day. Shareholders of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S.
Government Money Portfolio therefore cannot exchange their shares after the close of the customary trading session or any
earlier NYSE closing time on a particular day, even though these funds remain open after such closing time.
The funds price purchase, exchange and redemption orders at the net asset value calculated after the transfer agent
receives an order in good order. Any applicable sales charges are applied at the time an order is processed. A fund may
postpone the right of redemption only under unusual circumstances, as allowed by the Securities and Exchange Commission, such
as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal
income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable
to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund
earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions.
Every year, you will be sent information showing the amount of dividends and distributions you received from each fund during
the prior year.
Any long-term or short-term capital gains realized from redemptions of fund shares will be subject to federal income
tax. Exchanges of shares for shares of another fund are treated as a sale, and any gain realized on the transaction will
generally be subject to federal income tax.
Investors in tax-exempt funds should read the information under the heading "Other Information--Special Tax Information
Regarding the Fund" in the applicable fund's prospectus.
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The foreign, state and local tax consequences of investing in fund shares may differ materially from the federal income
tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and
distributions and of redemptions and exchanges of fund shares is inapplicable to investors that are generally exempt from
federal income tax, such as retirement plans that are qualified under Section 401, 403, 408, 408A and 457 of the Code,
individual retirement accounts (IRAs) and Roth IRAs. You should consult your tax advisor before investing.
PAYMENTS TO FINANCIAL ADVISORS
The financial advisor or intermediary through which you purchase your shares may receive all or a portion of the sales
charges and distribution fees discussed above. In addition to those payments, AIM Distributors or one or more of its
corporate affiliates (collectively, AIM Affiliates) may make additional cash payments to financial advisors in connection
with the promotion and sale of shares of the funds. These additional cash payments may include cash payments and other
payments for certain marketing and support services. AIM Affiliates make these payments from their own resources, from AIM
Distributors' retention of initial sales charges and from payments to AIM Distributors made by the funds under their 12b-1
plans. In this context, "financial advisors" include any broker, dealer, bank (including bank trust departments), registered
investment advisor, financial planner, retirement plan administrator and any other financial intermediary having a selling,
administration or similar agreement with AIM Affiliates.
AIM Affiliates make payments as incentives to certain financial advisors to promote and sell shares of the funds. The
benefits AIM Affiliates receive when they make these payments include, among other things, placing the funds on the financial
advisor's funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members
of the financial advisor's sales force or to the financial advisor's management. These payments are sometimes referred to as
"shelf space" payments because the payments compensate the financial advisor for including the funds in its fund sales system
(on its "sales shelf"). AIM Affiliates compensate financial advisors differently depending typically on the level and/or type
of considerations provided by the financial advisor. The payments AIM Affiliates make may be calculated based on sales of
shares of the funds (Sales-Based Payments), in which case the total amount of such payments shall not exceed 0.25% of the
public offering price of all shares sold by the financial advisor during the particular period. Payments may also be
calculated based on the average daily net assets of the applicable funds attributable to that particular financial advisor
(Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets
during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares of the funds and
Asset-Based Payments primarily create incentives to retain previously sold shares of the funds in investor accounts. AIM
Affiliates may pay a financial advisor either or both Sales-Based Payments and Asset-Based Payments.
AIM Affiliates are motivated to make these payments as they promote the sale of fund shares and the retention of those
investments by clients of financial advisors. To the extent financial advisors sell more shares of the funds or retain shares
of the funds in their clients' accounts, AIM Affiliates benefit from the incremental management and other fees paid to AIM
Affiliates by the funds with respect to those assets.
AIM Affiliates also may make payments to certain financial advisors for certain administrative services, including
record keeping and sub-accounting of shareholder accounts pursuant to a sub-transfer agency, omnibus account service or
sub-accounting agreement. All fees payable by AIM Affiliates under this category of services are charged back to the funds,
subject to certain limitations approved by the Board.
You can find further details in the fund's Statement of Additional Information about these payments and the services
provided by financial advisors. In certain cases these payments could be significant to the financial advisor. Your financial
advisor may charge you additional fees or commissions other than those disclosed in this prospectus. You can ask your
financial advisor about any payments it receives from AIM Affiliates or the funds, as well as about fees and/or commissions
it charges.
EXCESSIVE SHORT-TERM TRADING ACTIVITY (MARKET TIMING) DISCLOSURES
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term
investors and are not designed to accommodate excessive short-term trading activity in violation of our policies described
below. Excessive short-term trading activity in the funds' shares (i.e., a purchase of fund shares followed shortly
thereafter by a redemption of such shares, or vice versa) may hurt the long-term performance of certain funds by requiring
them to maintain an excessive amount of cash or to liquidate portfolio holdings at a disadvantageous time, thus interfering
with the efficient management of such funds by causing them to incur increased brokerage and administrative costs. Where
excessive short-term trading activity seeks to take advantage of arbitrage opportunities from stale prices for portfolio
securities, the value of fund shares held by long-term investors may be diluted. The Board has adopted policies and
procedures designed to discourage excessive or short-term trading of fund shares for all funds except the money market funds.
However, there is the risk that these funds' policies and procedures will prove ineffective in whole or in part to detect or
prevent excessive or short-term trading. These funds may alter their policies at any time without prior notice to
shareholders if the advisor believes the change would be in the best interests of long-term shareholders.
The AIM Affiliates currently use the following tools designed to discourage excessive short-term trading in the retail
funds:
- Trade activity monitoring.
- Trading guidelines.
- Redemption fees on trades in certain funds.
- The use of fair value pricing consistent with procedures approved by the Board.
Each of these tools is described in more detail below. Although these tools are designed to discourage excessive
short-term trading, you should understand that none of these tools alone nor all of them taken together eliminate the
possibility that excessive short-term trading activity in the funds
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THE AIM FUNDS
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will occur. Moreover, each of these tools involves judgments that are inherently subjective. AIM Affiliates seek to make
these judgments to the best of their abilities in a manner that they believe is consistent with long-term shareholder
interests.
Some investments in the funds are made through accounts that are maintained by intermediaries (rather than the funds'
transfer agent) and some investments are made indirectly through products that use the funds as underlying investments, such
as employee benefit plans, funds of funds, qualified tuition plans, and variable insurance contracts (these products are
generally referred to as conduit investment vehicles). If shares of the funds are held in an account maintained by an
intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary
account or conduit investment vehicle may be considered an individual shareholder of the funds for purposes of assessing
redemption fees. In these cases, the funds are likely to be limited in their ability to assess redemption fees on
transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the
aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
If shares of the funds are held in an account maintained by an intermediary or in the name of a conduit investment
vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules
intended to limit short-term money movements in and out of the funds which differ from those described in this prospectus. In
such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and
subject to different exceptions) than those set forth above. Please consult your financial advisor or other intermediary for
details.
Money Market Funds. The Board of AIM Money Market Fund, AIM Tax-Exempt Cash Fund, Premier Portfolio, Premier Tax-Exempt
Portfolio and Premier U.S. Government Money Portfolio (the money market funds) have not adopted any policies and procedures
that would limit frequent purchases and redemptions of such funds' shares. The Board considered the risks of not having a
specific policy that limits frequent purchases and redemptions, and determined that those risks were minimal. Nonetheless, to
the extent that a money market fund must maintain additional cash and/or securities with short-term durations in greater
amounts than may otherwise be required or borrow to honor redemption requests, the money market fund's yield could be
negatively impacted.
The Board does not believe that it is appropriate to adopt any such policies and procedures for the money market funds
for the following reasons:
- The money market funds are offered to investors as cash management vehicles; investors must perceive an investment in
such funds as an alternative to cash, and must be able to purchase and redeem shares regularly and frequently.
- One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that
diminishes the liquidity of the money market funds will be detrimental to the continuing operations of such funds.
- The money market funds' portfolio securities are valued on the basis of amortized cost, and such funds seek to maintain
a constant net asset value. As a result, there are no price arbitrage opportunities.
- Because the money market funds seek to maintain a constant net asset value, investors expect to receive upon redemption
the amount they originally invested in such funds. Imposition of redemption fees would run contrary to investor
expectations.
AIM Limited Maturity Treasury Fund. The Board of AIM Limited Maturity Treasury Fund has not adopted any policies and
procedures that would limit frequent purchases and redemptions of such fund's shares. The Board considered the risks of not
having a specific policy that limits frequent purchases and redemptions and determined that those risks were minimal.
Nonetheless, to the extent that AIM Limited Maturity Treasury Fund must maintain additional cash and/or securities with
short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, AIM Limited
Maturity Treasury Fund's yield could be negatively impacted.
The Board does not believe that it is appropriate to adopt any such policies and procedures for the fund for the
following reasons:
- Many investors use AIM Limited Maturity Treasury Fund as a short-term investment alternative and should be able to
purchase and redeem shares regularly and frequently.
- One of the advantages of AIM Limited Maturity Treasury Fund as compared to other investment options is liquidity. Any
policy that diminishes the liquidity of AIM Limited Maturity Treasury Fund will be detrimental to the continuing
operations of such fund.
TRADE ACTIVITY MONITORING
AIM Affiliates monitor selected trades on a daily basis in an effort to detect excessive short-term trading activities. If,
as a result of this monitoring, AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they
will seek to act in a manner that they believe is consistent with the best interests of long-term investors, which may
include taking steps such as (i) asking the shareholder to take action to stop such activities or (ii) refusing to process
future purchases or exchanges related to such activities in the shareholder's accounts other than exchanges into a money
market fund. AIM Affiliates will use reasonable efforts to apply the fund's policies uniformly given the practical
limitations described above.
The ability of AIM Affiliates to monitor trades that are made through accounts that are maintained by intermediaries
(rather than the funds' transfer agent) and through conduit investment vehicles may be severely limited or non-existent.
TRADING GUIDELINES
If you exceed four exchanges out of a fund per calendar year (other than the money market funds and AIM Limited Maturity
Treasury Fund), or a fund or an AIM Affiliate determines, in its sole discretion, that your short-term trading activity is
excessive (regardless of whether or not you exceed such guidelines), it may, in its discretion, reject any additional
purchase and exchange orders.
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THE AIM FUNDS
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The ability of AIM Affiliates to monitor exchanges made through accounts that are maintained by intermediaries (rather than
the funds' transfer agent) and through conduit investment vehicles may be severely limited or non-existent. If shares of the
funds are held in the name of a conduit investment vehicle and not in the names of the individual investors who have invested
in the funds through the conduit investment vehicle, the conduit investment vehicle may be considered an individual
shareholder of the funds. To the extent that a conduit investment vehicle is considered an individual shareholder of the
funds, the funds are likely to be limited in their ability to impose exchange limitations on individual transactions
initiated by investors who have invested in the funds through the conduit investment vehicle.
REDEMPTION FEES
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, shares of certain funds within 31 days
of purchase. The ability of a fund to assess a redemption fee on redemptions effectuated through accounts that are maintained
by intermediaries (rather than the funds' transfer agent) and through conduit investment vehicles may be severely limited or
non-existent.
FAIR VALUE PRICING
Securities owned by a fund are to be valued at current market value if market quotations are readily available. All other
securities and assets of a fund for which market quotations are not readily available are to be valued at fair value
determined in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent
traders to take advantage of arbitrage opportunities resulting from potentially "stale" prices of portfolio holdings.
However, it cannot eliminate the possibility of frequent trading.
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More information may be obtained free of charge upon request. The Statement of Additional Information (SAI), a current version of which is on file with the Securities and Exchange Commission (SEC), contains more details about the fund and is incorporated by reference into the prospectus (is legally a part of this prospectus). Annual and semiannual reports to shareholders contain additional information about the fund's investments. The fund's annual report also discusses the market conditions and investment strategies that significantly affected the fund's performance during its last fiscal year. The fund also files its complete schedule of portfolio holdings with the SEC for the 1st and 3rd quarters of each fiscal year on Form N-Q. The fund's most recent portfolio holdings, as filed on Form N-Q, are also available at http://www.aiminvestments.com.
If you have questions about this fund, another fund in The AIM Family of Funds--Registered Trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us by mail at AIM Investment Services, Inc., P.O. Box 4739, Houston, TX 77210-4739 or
BY TELEPHONE: (800) 959-4246
ON THE INTERNET: You can send us a request by e-mail or download
prospectuses, SAIs, annual or semiannual reports via our
website: http://www.aiminvestments.com
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You can also review and obtain copies of the fund's SAI, financial reports, the fund's Forms N-Q and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database, on the SEC's Internet website (http://www.sec.gov); or, after paying a duplicating fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
AIMinvestments.com TFI-PRO-1
[AIM INVESTMENTS LOGO APPEARS HERE]
--Registered Trademark--
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AIM HIGH INCOME MUNICIPAL FUND
AIM TAX-FREE INTERMEDIATE FUND
PROSPECTUS
JULY 31, 2007
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INSTITUTIONAL CLASSES
AIM High Income Municipal Fund's investment objective is to achieve a high level of current income that is exempt from federal income taxes.
AIM Tax-Free Intermediate Fund's investment objective is to generate as high a level of tax-exempt income as is consistent with preservation of capital.
This prospectus contains important information about the Institutional Class shares of the funds. Please read it before investing and keep it for future reference.
As with all other mutual fund securities, the Securities and Exchange Commission has not approved or disapproved these securities or determined whether the information in this prospectus is adequate or accurate. Anyone who tells you otherwise is committing a crime.
An investment in the funds:
- is not FDIC insured;
- may lose value; and
- is not guaranteed by a bank.
As of the close of business on May 31, 2007, AIM High Income Municipal Fund limited public sales of its shares to certain investors.
RISK/RETURN SUMMARY 1 ------------------------------------------------------ AIM High Income Municipal Fund (High Income Municipal) 1 AIM Tax-Free Intermediate Fund (Tax-Free Intermediate) 1 PERFORMANCE INFORMATION 2 ------------------------------------------------------ Annual Total Returns 2 Performance Table 3 FEE TABLE AND EXPENSE EXAMPLE 4 ------------------------------------------------------ Fee Table 4 Expense Example 4 HYPOTHETICAL INVESTMENT AND EXPENSE INFORMATION 5 ------------------------------------------------------ INVESTMENT OBJECTIVE, STRATEGIES AND RISKS 5 ------------------------------------------------------ Objective and Strategies 5 High Income Municipal 5 Tax-Free Intermediate 6 Risks 7 High Income Municipal 7 Tax-Free Intermediate 8 DISCLOSURE OF PORTFOLIO HOLDINGS 9 ------------------------------------------------------ FUND MANAGEMENT 9 ------------------------------------------------------ The Advisor 9 Advisor Compensation 9 Portfolio Manager(s) 9 OTHER INFORMATION 10 ------------------------------------------------------ Dividends and Distributions 10 Limited Fund Offering (High Income Municipal) 10 Suitability for Investors 10 Special Tax Information Regarding the Funds 11 FINANCIAL HIGHLIGHTS 12 ------------------------------------------------------ GENERAL INFORMATION A-1 ------------------------------------------------------ Purchasing Shares A-1 Redeeming Shares A-1 Exchanging Shares A-3 Rights Reserved by the Funds A-3 Payments to Financial Advisors A-3 Excessive Short-Term Trading Activity (Market Timing) Disclosures A-4 Pricing of Shares A-5 Taxes A-6 OBTAINING ADDITIONAL INFORMATION Back Cover ------------------------------------------------------ |
The AIM Family of Funds, AIM and Design, AIM, AIM Funds, AIM Funds and Design, AIM Investments, AIM Investor, AIM Lifetime America, AIM LINK, AIM Institutional Funds, aimfunds.com, La Familia AIM de Fondos, La Familia AIM de Fondos and Design, Invierta con DISCIPLINA, Invest with DISCIPLINE, The AIM College Savings Plan, AIM Solo 401(k), AIM Investments and Design and Your goals. Our solutions. are registered service marks and AIM Bank Connection, AIM Internet Connect, AIM Private Asset Management, AIM Private Asset Management and Design, AIM Stylized and/or Design, AIM Alternative Assets and Design and myaim.com are service marks of A I M Management Group Inc. AIM Trimark is a registered service mark of A I M Management Group, Inc. and AIM Funds Management Inc.
No dealer, salesperson or any other person has been authorized to give any information or to make any representations other than those contained in this prospectus, and you should not rely on such other information or representations.
AIM HIGH INCOME MUNICIPAL FUND (HIGH INCOME MUNICIPAL)
INVESTMENT OBJECTIVE
The fund's investment objective is to achieve a high level of current income that is exempt from federal income taxes.
PRIMARY INVESTMENT STRATEGIES
The fund will invest, normally, at least 80% of its assets in municipal debt securities that (1) pay interest which is excluded from gross income for federal income tax purposes, and (2) do not produce income that will be considered to be an item of preference for purposes of the alternative minimum tax.
The fund invests, normally, at least 80% of its assets in municipal debt securities that are rated BBB/Baa or lower by Standard & Poor's Ratings Services, Moody's Investors Service, Inc., or any other nationally recognized statistical rating organization (NRSRO), or are deemed by the portfolio managers to be of comparable quality to such rated securities. The fund may invest all of its assets in debt securities that are rated BB/Ba or lower by an NRSRO, or are determined by the portfolio managers to be of comparable quality to such rated securities. It may also invest up to 10% of its assets in defaulted securities. Securities rated BB/Ba or lower are below investment grade quality and are commonly known as "junk bonds." The portfolio managers seek to maintain an average credit quality of BB/Ba on the fund's portfolio.
In selecting securities for the fund's portfolio, the portfolio managers focus on municipal securities they believe have favorable prospects for high current income.
Please see "Investment Objective, Strategies and Risks" for additional information regarding the fund's investment strategies.
PRINCIPAL RISKS
Among the principal risks of investing in the fund, which could adversely affect its net asset value, yield and total return are:
Market Risk High Yield Risk Concentration Risk Management Risk Interest Rate Risk Reinvestment Risk Defaulted Securities Risk Credit Risk Municipal Securities Risk Synthetic Municipal Securities Risk |
Please see "Investment Objective, Strategies and Risks" for a description of these risks.
There is a risk that you could lose all or a portion of your investment in the fund and that the income you may receive from your investment may vary. The value of your investment in the fund will rise and fall with the prices of the securities in which the fund invests. An investment in the fund is not a deposit in a bank and is not insured guaranteed by the Federal Deposit Insurance Corporation or any other governmental agency.
AIM TAX-FREE INTERMEDIATE FUND (TAX-FREE INTERMEDIATE)
INVESTMENT OBJECTIVE
The fund's investment objective is to generate as high a level of tax-exempt income as is consistent with preservation of capital.
PRIMARY INVESTMENT STRATEGIES
The fund will invest, normally, at least 80% of its net assets, plus the amount
of any borrowings for investment purposes, in municipal debt securities that (1)
pay interest that is excluded from gross income for federal income tax purposes,
and (2) do not produce income that will be considered to be an item of
preference for purposes of the alternative minimum tax.
The fund intends to invest at least 80% of its assets in municipal debt
securities determined to be of investment grade quality. Up to 20% of the fund's
assets may be invested in municipal debt securities that are determined to be
below investment grade quality. These types of securities are commonly known as
"junk bonds."
In selecting securities for the fund's portfolio, the portfolio managers
focus on municipal securities they believe have favorable prospects for high
current income.
The portfolio managers seek to maintain a dollar-weighted average portfolio
maturity for the fund of between three and ten years.
Please see "Investment Objective, Strategies and Risks" for additional
information regarding the fund's investment strategies.
PRINCIPAL RISKS
Among the principal risks of investing in the fund, which could adversely affect its net asset value, yield and total return are:
Market Risk High Yield Risk Concentration Risk Interest Rate Risk Reinvestment Risk Synthetic Municipal Securities Risk Credit Risk Municipal Securities Risk Management Risk |
Please see "Investment Objective, Strategies and Risks" for a description of these risks.
There is a risk that you could lose all or a portion of your investment in
the fund and that the income you may receive from your investment may vary. The
value of your investment in the fund will rise and fall with the prices of the
securities in which the fund invests.
An investment in the fund is not a deposit in a bank and is not insured or
guaranteed by the Federal Deposit Insurance Corporation or any other
governmental agency.
The bar charts and tables shown below provide an indication of the risks of investing in each fund. A fund's past performance (before and after taxes) is not necessarily an indication of its future performance. The returns shown for High Income Municipal Fund are those of the fund's Class A shares, which are not offered in this prospectus. Institutional Class shares would have higher annual returns because, although the shares are invested in the same portfolio of securities, Institutional Class shares have lower expenses.
The following bar charts show changes in the performance of High Income Municipal Class A shares and Tax-Free Intermediate Institutional Class shares from year to year. The bar charts do not reflect sales loads. If they did, the annual total returns shown for Class A shares would be lower. Institutional Class shares are not subject to front-end or back-end sales loads.
HIGH INCOME MUNICIPAL--CLASS A
ANNUAL
YEAR ENDED TOTAL
DECEMBER 31 RETURNS
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1999................................................................... -7.62%
2000................................................................... 3.78%
2001................................................................... 6.87%
2002................................................................... 7.22%
2003................................................................... 5.84%
2004................................................................... 7.55%
2005................................................................... 7.91%
2006................................................................... 7.49%
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TAX-FREE INTERMEDIATE--INSTITUTIONAL CLASS
ANNUAL
YEAR ENDED TOTAL
DECEMBER 31 RETURNS
----------- -------
2005................................................................... 0.83%
2006................................................................... 2.73%
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The funds, year-to-date total returns as of June 30, 2007, were as follows:
YEAR-TO-DATE TOTAL RETURN
FUND (JUNE 30, 2007)
--------------------------------------------------------------------
High Income Municipal--Institutional
Class 1.24%
Tax-Free Intermediate--Institutional
Class 0.85%
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During the periods shown in the bar charts, the highest quarterly returns and the lowest quarterly returns were as follows:
HIGHEST QUARTERLY RETURN LOWEST QUARTERLY RETURN
FUND (QUARTER ENDED) (QUARTER ENDED)
-----------------------------------------------------------------------------------------------------------
High Income Municipal--Class A 3.75% June 30, 2005 (4.91)% December 31, 1999
Tax-Free Intermediate--Institutional
Class 1.79% September 30, 2006 (0.94)% March 31, 2005
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PERFORMANCE TABLE
The following performance table compares the funds' performance to that of a broad-based securities market index, a style specific index and a peer group index, as applicable. The indices may not reflect payment of fees, expenses or taxes. The funds are not managed to track the performance of any particular index, including the indices shown below, and consequently, the performance of the funds may deviate significantly from the performance of the indices shown below.
AVERAGE ANNUAL TOTAL RETURNS
--------------------------------------------------------------------------------------------
(for the periods ended SINCE INCEPTION
December 31, 2006) 1 YEAR 5 YEARS 10 YEARS INCEPTION(1) DATE
--------------------------------------------------------------------------------------------
High Income
Municipal--Institutional
Class(2) 01/02/98(2)
Return Before Taxes 7.72% 7.24% -- 4.96%
Return After Taxes on
Distributions 7.72 7.24 -- 4.95
Return After Taxes on
Distributions and Sale of
Fund Shares 6.83 7.05 -- 5.03
--------------------------------------------------------------------------------------------
Lehman Brothers Municipal Bond
Index(3) 4.84 5.53 -- 5.38 12/31/97(10)
Lipper High Yield Municipal
Debt Funds Index(4,5) 7.71 6.56 -- 4.82 12/31/97(10)
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Tax-Free
Intermediate--Institutional
Class(6) 05/11/87(6)
Return Before Taxes 2.73 3.80 4.43 --
Return After Taxes on
Distributions 2.65 3.72 4.38 --
Return After Taxes on
Distributions and Sale of
Fund Shares 3.46 3.82 4.40 --
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Lehman Brothers Municipal Bond
Index(3) 4.84 5.53 5.76 --
Merrill Lynch 3-7 Year
Municipal Index(7,8) 3.42 4.34 4.89 --
Lipper Intermediate Municipal
Debt Funds Index(7,9) 3.87 4.27 4.61 --
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After-tax returns are calculated using the historical highest individual federal marginal income tax rates and do not reflect the impact of state and local taxes. Actual after-tax returns depend on an investor's tax situation and may differ from those shown, and after-tax returns shown are not relevant to investors who hold their fund shares through tax-deferred arrangements, such as 401(k) plans or individual retirement accounts.
(1) Since Inception performance is only provided for a class with less than ten calendar years of performance.
(2) The returns shown for these periods are the blended returns of the historical performance of the fund's Institutional Class shares since their inception and the restated historical performance of the fund's Class A shares (for the periods prior to inception of the Institutional Class shares) at net asset value. The inception date shown in the table is that of the fund's Class A shares. The inception date of the fund's Institutional Class shares is July 31, 2006.
(3) The Lehman Brothers Municipal Bond Index covers municipal bonds with a minimum credit rating of Baa, an outstanding par value of at least $5 million and issued as a part of a transaction of at least $50 million USD. The bonds must have been issued after December 31, 1990, and have a remaining maturity of at least one year.
(4) In addition, the Lipper High Yield Municipal Debt Funds Index (which may or may not include the fund) is included for comparison to a peer group.
(5) The Lipper High Yield Municipal Debt Funds Index is an equally weighted representation of the largest funds in the Lipper High Yield Municipal Debt Funds category. These funds invest at least 50% of their assets in lower rated municipal debt issues.
(6) The return shown for the one year period is the historical performance of the fund's Institutional Class shares. The returns shown for other periods are the blended returns of the historical performance of the fund's Institutional Class shares since their inception and the restated historical performance of the fund's Class A shares (for the periods prior to the inception of the Institutional Class shares) at the net asset value. The inception date shown in the table is that of the fund's Class A shares. The inception date of the fund's Institutional Class shares is July 30, 2004.
(7) The fund has also included the Merrill Lynch 3-7 Year Municipal Index, which the fund believes more closely reflects the performance of the types of securities in which the fund invests. In addition, the Lipper Intermediate Municipal Debt Funds Index (which may or may not include the fund) is included for comparison to a peer group.
(8) The Merrill Lynch 3-7 Year Municipal Index is a domestic bond index that holds municipal bonds with maturities that range between three and seven years.
(9) The Lipper Intermediate Municipal Debt Funds Index is an equally weighted representation of the largest funds in the Lipper Intermediate Municipal Debt Funds category. These funds invest in municipal debt issues with dollar-weighted average maturities of five to ten years.
(10) The average annual total return given is since the month-end closest to the inception date of the class with the longest performance history.
FEE TABLE
This table describes the fees and expenses that you may pay if you buy and hold Institutional Class shares of the funds.
SHAREHOLDER FEES
-------------------------------------------------------------------------------------------------------
HIGH INCOME TAX-FREE
(fees paid directly from your investment) MUNICIPAL INTERMEDIATE
-------------------------------------------------------------------------------------------------------
Maximum Sales Charge (Load) Imposed on Purchases
(as a percentage of offering price) None None
Maximum Deferred Sales Charge (Load)
(as a percentage of original purchase price or redemption proceeds,
whichever is less) None None
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ANNUAL FUND OPERATING EXPENSES(1)
-------------------------------------------------------------------------------------------------------
HIGH INCOME TAX-FREE
(expenses that are deducted from fund assets) MUNICIPAL INTERMEDIATE
-------------------------------------------------------------------------------------------------------
Management Fees 0.60% 0.30%
Distribution and/or Service (12b-1) Fees None None
Other Expenses 0.17 0.22
Acquired Fund Fees and Expenses None None
Total Annual Fund Operating Expenses(2) 0.77 0.52
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(1) There is no guarantee that actual expenses will be the same as those shown in the table.
(2) Effective April 1, 2007, High Income Municipal's investment advisor has voluntarily agreed to waive advisory fees and/or reimburse expenses to the extent necessary to limit Total Annual Fund Operating Expenses (excluding certain items discussed below) of Institutional Class shares of High Income Municipal to 0.45% of average daily net assets. In determining the advisor's obligation to waive advisory fees and/or reimburse expenses, the following expenses are not taken into account, and could cause the Net Annual Fund Operating Expenses to exceed the numbers reflected above: (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary items; (v) expenses related to a merger or reorganization, as approved by the fund's Board of Trustees; and (vi) expenses that the fund has incurred but did not actually pay because of an expense offset arrangement. Currently, in addition to the expense reimbursement arrangement with INVESCO PLC, the expense offset arrangements from which the fund may benefit are in the form of credits that the fund receives from banks where the fund or its transfer agent has deposit accounts in which it holds uninvested cash. Those credits are used to pay certain expenses incurred by the fund. Voluntary fee waivers or reimbursements may be modified or discontinued at any time upon consultation with the Board of Trustees without further notice to investors.
If a financial institution is managing your account, you may also be charged a transaction or other fee by such financial institution.
EXPENSE EXAMPLE
This example is intended to help you compare the cost of investing in different
classes the funds with the cost of investing in other mutual funds.
The expense example assumes you:
(i) invest $10,000 in the fund for the time periods indicated;
(ii) redeem all of your shares at the end of the periods indicated;
(iii)earn a 5% return on your investment before operating expenses each year; and
(iv) incur the same amount in operating expenses each year (after giving effect to any applicable contractual fee waivers and/or expense reimbursements).
To the extent fees are waived and/or expenses are reimbursed voluntarily, your expenses will be lower. Although your actual returns and costs may be higher or lower, based on these assumptions your costs would be:
1 YEAR 3 YEARS 5 YEARS 10 YEARS
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High Income Municipal $79 $246 $428 $954
Tax-Free Intermediate $53 $167 $291 $653
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The settlement agreement between A I M Advisors, Inc. and certain of its affiliates and the New York Attorney General requires A I M Advisors, Inc. and certain of its affiliates to provide certain hypothetical information regarding investment and expense information. The chart below is intended to reflect the annual and cumulative impact of the funds' expenses, including investment advisory fees and other fund costs, on the funds' return over a 10-year period. The example reflects the following:
- You invest $10,000 in a fund and hold it for the entire 10 year period; and
- Your investment has a 5% return before expenses each year.
There is no assurance that the annual expense ratio will be the expense ratio for the funds' Institutional Classes for any of the years shown. To the extent that A I M Advisors, Inc. and certain of its affiliates make any fee waivers and/or expense reimbursements pursuant to a voluntary arrangement, your actual expenses may be less. This is only a hypothetical presentation made to illustrate what expenses and returns would be under the above scenarios, your actual returns and expenses are likely to differ (higher or lower) from those shown below.
HIGH INCOME MUNICIPAL, INSTITUTIONAL CLASS YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 ----------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 0.77% 0.77% 0.77% 0.77% 0.77% Cumulative Return Before Expenses 5.00% 10.25% 15.76% 21.55% 27.63% Cumulative Return After Expenses 4.23% 8.64% 13.23% 18.02% 23.02% End of Year Balance $10,423.00 $10,863.89 $11,323.44 $11,802.42 $12,301.66 Estimated Annual Expenses $ 78.63 $ 81.95 $ 85.42 $ 89.03 $ 92.80 ----------------------------------------------------------------------------------------------- HIGH INCOME MUNICIPAL, INSTITUTIONAL CLASS YEAR 6 YEAR 7 YEAR 8 YEAR 9 YEAR 10 Annual Expense Ratio(1) 0.77% 0.77% 0.77% 0.77% 0.77% Cumulative Return Before Expenses 34.01% 40.71% 47.75% 55.13% 62.89% Cumulative Return After Expenses 28.22% 33.64% 39.30% 45.19% 51.33% End of Year Balance $12,822.02 $13,364.39 $13,929.70 $14,518.93 $15,133.08 Estimated Annual Expenses $ 96.73 $ 100.82 $ 105.08 $ 109.53 $ 114.16 ----------------------------------------------------------------------------------------------- |
TAX-FREE INTERMEDIATE, INSTITUTIONAL CLASS YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 ----------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 0.52% 0.52% 0.52% 0.52% 0.52% Cumulative Return Before Expenses 5.00% 10.25% 15.76% 21.55% 27.63% Cumulative Return After Expenses 4.48% 9.16% 14.05% 19.16% 24.50% End of Year Balance $10,448.00 $10,916.07 $11,405.11 $11,916.06 $12,449.90 Estimated Annual Expenses $ 53.16 $ 55.55 $ 58.04 $ 60.64 $ 63.35 ----------------------------------------------------------------------------------------------- TAX-FREE INTERMEDIATE, INSTITUTIONAL CLASS YEAR 6 YEAR 7 YEAR 8 YEAR 9 YEAR 10 ----------------------------------------------------------------------------------------------- Annual Expense Ratio(1) 0.52% 0.52% 0.52% 0.52% 0.52% Cumulative Return Before Expenses 34.01% 40.71% 47.75% 55.13% 62.89% Cumulative Return After Expenses 30.08% 35.90% 41.99% 48.35% 55.00% End of Year Balance $13,007.65 $13,590.40 $14,199.25 $14,835.37 $15,500.00 Estimated Annual Expenses $ 66.19 $ 69.15 $ 72.25 $ 75.49 $ 78.87 ----------------------------------------------------------------------------------------------- |
(1) Your actual expenses may be higher or lower than those shown.
OBJECTIVE AND STRATEGIES
HIGH INCOME MUNICIPAL
The fund's investment objective is to achieve a high level of current income that is exempt from federal income taxes. The fund's investment objective may be changed by the Board of Trustees without shareholder approval.
The fund seeks to meet its investment objective by investing, normally, at
least 80% of its assets in municipal debt securities that (1) pay interest which
is excluded from gross income for federal income tax purposes, and (2) do not
produce income that will be considered to be an item of preference for purposes
of the alternative minimum tax. The fund may invest up to 20% of its total
assets in taxable securities.
The principal type of municipal debt securities purchased by the fund are
municipal bonds, which include revenue bonds and general obligation bonds.
Municipal debt securities include debt obligations of states, territories
and possessions of the United States and the District of Columbia and their
political subdivisions, agencies, and instrumentalities, authorities thereof,
and multi-state agencies, issued to obtain funds for various public purposes.
Synthetic municipal securities, which include variable rate instruments that are
created when fixed rate bonds are coupled with a third party tender feature and
variable tender fees are treated as municipal debt securities. Other securities
held by the fund may be structured with demand features which have the effect of
shortening the security's maturity.
The fund invests, normally, at least 80% of its assets in municipal debt securities that are rated BBB/Baa or lower by Standard & Poor's Ratings Services, Moody's Investors Service, Inc., or any other nationally recognized statistical rating organization (NRSRO), or are deemed by the portfolio managers to be of comparable quality to such rated securities. The fund may invest all of its assets in debt securities that are rated BB/Ba or lower by an NRSRO, or are determined by the portfolio managers to be of comparable quality to such rated securities. It may also invest up to 10% of its assets in defaulted securities. Securities rated BB/Ba or lower are below investment grade quality and are commonly known as "junk bonds." The portfolio managers seek to maintain an average credit quality of BB/Ba on the fund's portfolio.
The fund may invest 25% or more of its assets in municipal securities issued by entities having similar characteristics, such as (a) securities the issuers of which are located in the same geographic area or securities where issuers' interest obligations are paid from revenues of similar projects, or (b) industrial development revenue bonds, including pollution control revenue bonds, housing finance agency bonds or hospital bonds. The
fund may not, however, invest 25% or more of its total assets in industrial
development revenue bonds, including pollution control revenue bonds, issued for
companies in the same industry. The fund may, but does not currently intend to,
invest 25% or more of its total assets in securities whose issuers are located
in any of the following states: Arizona, California, Colorado, Connecticut,
Florida, Illinois, Michigan, Massachusetts, New Hampshire, New Jersey, New York,
Ohio, Pennsylvania and Texas.
The fund's investments in the types of securities described in this
prospectus vary from time to time, and, at any time, the fund may not be
invested in all types of securities described in this prospectus. Any percentage
limitations with respect to assets of the fund are applied at the time of
purchase.
The portfolio managers generally take a buy and hold approach while focusing on municipal securities they believe have favorable prospects for high current income. Many of the municipal securities in which the fund invests, such as revenue bonds, are typically issued by a public authority and the proceeds from such securities are used to build or renovate a specific project, such as an airport, a toll road, water and sewer works, hospitals or housing. The proceeds from the project--such as rents, tolls or user fees--are used to pay interest and principal on the municipal securities. Another type of municipal security in which the fund invests in are general obligation bonds. These bonds are repaid from a municipality's general revenues and are generally backed by the full faith and credit of the municipal issuer.
In selecting securities for the fund's portfolio, the portfolio managers
initially focus on experienced project managers, as well as projects that the
portfolio managers believe make good economic and business sense. Prior to
investing in a municipal security, the portfolio managers and/or fund analysts
generally: (i) review the industry and project financial statements, (ii)
perform site visits to talk with management about the project and facility,
(iii) review independent appraisals of the project, (iv) review environmental
and feasibility studies on the project, and (v) conduct cash flow analysis.
Before purchasing a municipal security upon its initial issuance, the portfolio
managers or analysts may negotiate key terms, such as calls and loan covenants,
credit basis, and a fair price (coupon) for the municipal security. Following an
investment in a municipal security, the portfolio managers or analysts normally
maintain phone contact with project managers, make periodic site visits to
determine it the project is likely to reach its goals, and review monthly and
quarterly statements.
The portfolio managers consider selling a security: (i) if the issuer's credit quality declines, (ii) if the outlook for a project undergoes a negative change, (iii) to shorten or lengthen the fund's duration (a measure of the fund's price sensitivity to changes in interest rates), (iv) as a result of interest rate changes, or (v) to limit exposure to a sector or issuer.
The fund typically maintains a portion of its assets in cash, cash equivalents, high quality debt instruments, and/or money market funds advised by the fund's advisor. Depending upon the then-current investment environment, holding a relatively larger percentage of portfolio assets in such instruments may either assist or hinder the fund's relative performance and its ability to achieve its investment objective. The fund holds cash to handle its daily cash needs, which include payment of fund expenses, redemption requests and securities transactions. In order to respond to adverse market, economic or other conditions, the fund may assume a temporary defensive position and invest a relatively larger percentage of the fund's portfolio assets in cash, cash equivalents or high quality debt instruments.
TAX-FREE INTERMEDIATE
The fund's investment objective is to generate as high a level of tax-exempt income as is consistent with preservation of capital. The fund's investment objective may be changed by the Board of Trustees without shareholder approval.
The fund will invest, normally, at least 80% of its net assets, plus the
amount of any borrowings for investment purposes, in municipal debt securities
that (1) pay interest that is excluded from gross income for federal income tax
purposes, and (2) do not produce income that will be considered to be an item of
preference for purposes of the alternative minimum tax. In complying with this
80% investment requirement, the fund's investments may include synthetic
instruments that in the judgment of the fund's advisor have economic
characteristics similar to the fund's direct investments.
The principal type of municipal debt securities purchased by the fund are
municipal bonds, which include revenue bonds and general obligation bonds.
Municipal debt securities include debt obligations of states, territories
and possessions of the United States and the District of Columbia and their
political subdivisions, agencies, and instrumentalities, authorities thereof,
and multi-state agencies, issued to obtain funds for various public purposes.
Municipal lease obligations, synthetic municipal securities and industrial
development bonds are treated as municipal debt securities.
At least 80% of the fund's assets will normally be invested in municipal
debt securities that are determined to be of investment grade quality, because
they meet one of the following quality criteria at the time of purchase: (1)
securities rated within the four highest ratings for long-term municipal
obligations by Moody's Investors Service, Inc. (Moody's), Standard & Poor's
Ratings Services (S&P) or any other nationally recognized statistical rating
organization (NRSRO); (2) (a) securities rated within the three highest ratings
for short-term municipal obligations by Moody's, or (b) securities rated within
the two highest ratings for short-term municipal obligations by S&P, or (c)
securities deemed by the portfolio managers to be of comparable quality to the
securities set forth in 2(a) or 2(b); (3) securities guaranteed as to payment of
principal and interest by the U.S. Government; (4) securities fully
collateralized by an escrow of U.S. Government or other high-quality securities;
or (5) unrated securities, if (a) other municipal securities of the same issuer
are rated BBB or better by an NRSRO, or (b) they are deemed by the portfolio
managers to be of comparable quality.
Up to 20% of the fund's assets may be invested in municipal debt securities
that are determined to be below investment grade quality because they are rated
BB or lower by an NRSRO, or are determined by a portfolio manager to be of
comparable quality to such rated securities. These types of
securities are commonly known as "junk bonds." The amount of the fund's
investments in these types of securities varies from time to time but will not
exceed more than 20% of the fund's assets.
The fund's investments in the types of securities described in this
prospectus vary from time to time, and, at any time, the fund may not be
invested in all types of securities described in this prospectus. Any percentage
limitations with respect to assets of the fund are applied at the time of
purchase.
In constructing the fund's portfolio, the portfolio managers attempt to
control price volatility by purchasing bonds trading at a premium to par, which
bonds generally have less price volatility than bonds trading at a discount.
The fund will attempt to maintain a dollar-weighted average portfolio maturity of between three and ten years. The portfolio managers determine which municipal bond sectors have compelling value and what maturities are needed in order to maintain the fund's duration (a measure of the fund's price sensitivity to changes in interest rates). The portfolio managers may, from time to time, shorten or lengthen the duration of the fund's portfolio to protect principal in the event of rising or falling interest rates.
The portfolio managers normally hold municipal bonds to maturity. The portfolio managers consider selling a security: (i) if the issuer's credit quality declines, (ii) to shorten or lengthen the fund's duration, (iii) as a result of interest rate changes, or (iv) to limit exposure to a sector or issuer.
The fund typically maintains a portion of its assets in cash, cash equivalents, high quality debt instruments, and/or money market funds advised by the fund's advisor. Depending upon the then-current investment environment, holding a relatively larger percentage of portfolio assets in such instruments may either assist or hinder the fund's relative performance and its ability to achieve its investment objective. The fund holds cash to handle its daily cash needs, which include payment of fund expenses, redemption requests and securities transactions. In order to respond to adverse market, economic or other conditions, the fund may assume a temporary defensive position and invest a relatively larger percentage of the fund's portfolio assets in cash, cash equivalents or high quality debt instruments.
RISKS
HIGH INCOME MUNICIPAL
The principal risks of investing in the fund are:
- Market Risk--The prices of and the income generated by securities held by the fund may decline in response to certain events, including those directly involving the issuers, or in the case of industrial development revenue bonds, the company for whose benefit the bonds are being issued; general economic and market conditions; regional or global economic instability; and interest rate fluctuations.
- Interest Rate Risk--Interest rate risk refers to the risk that bond prices generally fall as interest rates rise; conversely, bond prices generally rise as interest rates fall. Specific bonds differ in their sensitivity to changes in interest rates depending on specific characteristics of each bond.
- Credit Risk--Credit risk is the risk of loss on an investment due to the deterioration of an issuer's financial health. Such a deterioration of financial health may result in a reduction of the credit rating of the issuer's securities and may lead to the issuer's inability to honor its contractual obligations including making timely payment of interest and principal. Credit ratings are a measure of credit quality. Although a downgrade or upgrade of a bond's credit ratings may or may not affect its price, a decline in credit quality may make bonds less attractive, thereby driving up the yield on the bond and driving down the price. Declines in credit quality may result in bankruptcy for the issuer and permanent loss of investment. Revenue bonds are generally not backed by the taxing power of the issuing municipality and therefore are subject to a higher degree of credit risk than general obligation bonds.
- High Yield Risk--High yield risk is a form of credit risk. High yield bonds or "junk bonds" are bonds rated below investment grade or deemed to be of comparable quality. They are considered to be speculative investments with greater risk of failure to make timely payment of interest and principal (to default on their contractual obligations) than their investment grade counterparts. High yield bonds may exhibit increased price sensitivity and reduced liquidity generally and particularly during times economic downturn or volatility in the capital markets.
- Reinvestment Risk--Reinvestment risk is the risk that a bond's cash flows (coupon income and principal repayment) will be reinvested at an interest rate below that on the original bond. If interest rates decline, the underlying bond may rise in value, but the cash flows received from that bond may have to be invested at a lower interest rate.
- Municipal Securities Risk--The value of, payment of interest and repayment of principal with respect to, and the ability of the fund to sell, a municipal security may be affected by constitutional amendments, legislative enactments, executive orders, administrative regulations and voter initiatives as well as the economics of the regions in which the issuers in which the fund invests are located. Municipal securities backed by current or anticipated revenues from a specific project or assets, such as revenue bonds, can be negatively affected by the discontinuance of the taxation supporting the project or assets or the inability to collect revenues for the project or from the assets. If the Internal Revenue Service determines that an issuer of a municipal security has not complied with applicable tax requirements, interest from the security could be treated as
taxable, which could result in a decline in the security's value. To the extent that a municipal security in which the fund invests is not heavily followed by the investment community or such security issue is relatively small, the security may be difficult to value or sell at a fair price.
- Concentration Risk--Because many municipal securities are issued to finance similar projects, especially those relating to education, health care, transportation and utilities, conditions in those sectors can affect the overall municipal securities market and the fund. Moreover, sizeable investments in securities issued to finance similar projects could involve an increased risk to the fund if economic or other factors adversely affect the viability of these projects.
- Defaulted Securities Risk--The fund may invest in securities where the issuer has defaulted on the payment of interest and/or principal. Defaulted securities are speculative and involve substantial risks. Generally, the fund will invest in defaulted securities when the portfolio managers believe they offer significant potential for higher returns or can be exchanged for other securities that offer this potential. There can be no assurance that the fund will achieve these returns or that the issuer will make an exchange offer. The fund will generally not receive interest payments on defaulted securities and may incur costs to protect its investment. In addition, defaulted securities involve the substantial risk that principal will not be repaid. Defaulted securities and any securities received in an exchange for such securities may be subject to restrictions on resale.
- Synthetic Municipal Securities Risk--The tax-exempt character of the interest paid on synthetic municipal securities is based on the tax-exempt income stream from the collateral. The Internal Revenue Service has not ruled on this issue and could deem income derived from synthetic municipal securities to be taxable.
- Management Risk--There is no guarantee that the investment techniques and risk analyses used by the fund's portfolio manager(s) will produce the desired results.
TAX-FREE INTERMEDIATE
The principal risks of investing in the fund are:
- Market Risk--The prices of and the income generated by securities held by the fund may decline in response to certain events, including those directly involving the issuers, or in the case of industrial development revenue bonds, the company for whose benefit the bonds are being issued; general economic and market conditions; regional or global economic instability; and interest rate fluctuations.
- Interest Rate Risk--Interest rate risk refers to the risk that bond prices generally fall as interest rates rise; conversely, bond prices generally rise as interest rates fall. Specific bonds differ in their sensitivity to changes in interest rates depending on specific characteristics of each bond.
- Credit Risk--Credit risk is the risk of loss on an investment due to the deterioration of an issuer's financial health. Such a deterioration of financial health may result in a reduction of the credit rating of the issuer's securities and may lead to the issuer's inability to honor its contractual obligations including making timely payment of interest and principal. Credit ratings are a measure of credit quality. Although a downgrade or upgrade of a bond's credit ratings may or may not affect its price, a decline in credit quality may make bonds less attractive, thereby driving up the yield on the bond and driving down the price. Declines in credit quality may result in bankruptcy for the issuer and permanent loss of investment. Revenue bonds are generally not backed by the taxing power of the issuing municipality and therefore are subject to a higher degree of credit risk than general obligation bonds.
- High Yield Risk--High yield risk is a form of credit risk. High yield bonds or "junk bonds" are bonds rated below investment grade or deemed to be of comparable quality. They are considered to be speculative investments with greater risk of failure to make timely payment of interest and principal (to default on their contractual obligations) than their investment grade counterparts. High yield bonds may exhibit increased price sensitivity and reduced liquidity generally and particularly during times economic downturn or volatility in the capital markets.
- Reinvestment Risk--Reinvestment risk is the risk that a bond's cash flows (coupon income and principal repayment) will be reinvested at an interest rate below that on the original bond. If interest rates decline, the underlying bond may rise in value, but the cash flows received from that bond may have to be invested at a lower interest rate.
- Municipal Securities Risk--The value of, payment of interest and repayment of principal with respect to, and the ability of the fund to sell, a municipal security may be affected by constitutional amendments, legislative enactments, executive orders, administrative regulations and voter initiatives as well as the economics of the regions in which the issuers in which the fund invests are located. Municipal securities backed by current or anticipated revenues from a specific project or assets, such as revenue bonds, can be negatively affected by the discontinuance of the taxation supporting the project or assets or the inability to collect revenues for the project or from the assets. If the Internal Revenue Service determines that an issuer of a municipal security has not complied with applicable tax requirements, interest from the security could be treated as taxable, which could result in a decline in the security's value. To the extent that a municipal security in which the fund invests is not heavily followed by the investment community or such security issue is relatively small, the security may be difficult to value or sell at a fair price.
- Concentration Risk--Because many municipal securities are issued to finance similar projects, especially those relating to education, health care, transportation and utilities, conditions in those sectors can affect the overall municipal securities market and the fund. Moreover, sizeable
investments in securities issued to finance similar projects could involve an increased risk to the fund if economic or other factors adversely affect the viability of these projects.
- Synthetic Municipal Securities Risk--The tax-exempt character of the interest paid on synthetic municipal securities is based on the tax-exempt income stream from the collateral. The Internal Revenue Service has not ruled on this issue and could deem income derived from synthetic municipal securities to be taxable.
- Management Risk--There is no guarantee that the investment techniques and risk analyses used by the fund's portfolio manager(s) will produce the desired results.
Each fund's portfolio holdings are disclosed on a regular basis in its semi-annual and annual reports to shareholders, and on Form N-Q, which is filed with the Securities and Exchange Commission (SEC) within 60 days of the funds' first and third fiscal quarter-ends. In addition, portfolio holdings information for each fund is available at http://www.aiminvestments.com. To reach this information, access the funds' overview page on the website. Links to the following fund information are located in the upper right side of this website page:
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APPROXIMATE DATE OF INFORMATION REMAINS
INFORMATION WEBSITE POSTING POSTED ON WEBSITE
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Top ten holdings as of month-end 15 days after month-end Until posting of the following month's top
ten holdings
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Complete portfolio holdings as of 30 days after calendar quarter-end For one year
calendar quarter-end
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A description of the funds' policies and procedures with respect to the disclosure of the funds' portfolio holdings is available in the funds' Statement of Additional Information, which is available at http://www.aiminvestments.com.
THE ADVISOR
A I M Advisors, Inc. (the advisor or AIM) serves each fund's investment advisor and is responsible for its day-to-day management. The advisor is located at 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. The advisor supervises all aspects of each fund's operations and provides investment advisory services to each fund, including obtaining and evaluating economic, statistical and financial information to formulate and implement investment programs for the funds.
The advisor has acted as an investment advisor since its organization in 1976. Today, the advisor, together with its subsidiaries, advises or manages over 225 investment portfolios, including the funds, encompassing a broad range of investment objectives.
ADVISOR COMPENSATION
During the fiscal year ended March 31, 2007, the advisor received compensation of 0.25% and 0.30%, respectively, of High Income Municipal's and Tax-Free Intermediate's average daily net assets.
A discussion regarding the basis for the Board of Trustees' approval of the investment advisory agreement of each fund is available in each fund's most recent report to shareholders for the six-month period ended September 30.
PORTFOLIO MANAGER(S)
The following individuals are jointly and primarily responsible for the day-to-day management of each fund's portfolio:
HIGH INCOME MUNICIPAL
- Franklin Ruben, (lead manager), Senior Portfolio Manager, who has been responsible for the fund since 1998 and has been associated with the advisor and/or its affiliates since 1997. As lead manager, Mr. Ruben generally has final authority over all aspects of the fund's investment portfolio, including but not limited to, purchases and sales of individual securities, portfolio construction techniques, portfolio risk assessment, and the management of daily cash flows in accordance with portfolio holdings. The degree to which Mr. Ruben my perform these functions, and the nature of these functions, may change from time to time. Mr. Ruben is a dual employee of AIM and INVESCO Institutional (N.A.), Inc.
- Gerard M. Pollard, Portfolio Manager, who has been responsible for the fund since 2007 and has been associated with the advisor and/or its affiliates since 1998.
Mr. Pollard and Mr. Ruben are dual employees of AIM and INVESCO Institutional (N.A.), Inc.
They are assisted by the advisor's Municipal Bond Team.
TAX-FREE INTERMEDIATE
- Richard A. Berry, Senior Portfolio Manager, who has been responsible for the fund since 1987 and has been associated with the advisor and/or its affiliates since 1987.
- Stephen D. Turman, Senior Portfolio Manager, who has been responsible for the fund since 1988 and has been associated with the advisor and/or its affiliates since 1985.
Mr. Berry and Mr. Turman are dual employees of AIM and INVESCO Institutional (N.A.), Inc.
They are assisted by the advisor's Municipal Bond Team.
ALL FUNDS
The teams that assist the portfolio managers are comprised of portfolio managers and research analysts. Team members provide research support and make securities recommendations with respect to the fund's portfolio, but do not have day-to-day management responsibilities with respect to the fund's portfolio. Members of the team may change from time to time. More information on these portfolio manager(s) and the team, including biographies of members of the team, may be found on the advisor's website http://www.aiminvestments.com. The website is not a part of this prospectus.
The funds' Statement of Additional Information provides additional information about the portfolio managers' investments in the funds, a description of their compensation structure, and information regarding other accounts they manage.
DIVIDENDS AND DISTRIBUTIONS
The funds expect that their distributions, if any, will consist primarily of income.
DIVIDENDS
The funds generally declare dividends on each business day and pay dividends, if any, monthly.
CAPITAL GAINS DISTRIBUTIONS
The funds generally distribute long-term and short-term capital gains, if any, annually.
LIMITED FUND OFFERING (HIGH INCOME MUNICIPAL)
Due to the sometimes limited availability of certain municipal securities that meet the portfolio managers' investment process for the fund, the fund limited public sales of its shares to new investors, effective as of the close of business on May 31, 2007. Investors should note that the fund reserves the right to refuse any order that might disrupt the efficient management of the fund.
All investors who are invested in the fund as of the date on which the fund closed to new investors and remain invested in the fund may continue to make additional investments in their existing accounts and may open new accounts in their name. Additionally, the following types of investors may be allowed to open a new account in the fund, subject to the approval of A I M Distributors, Inc. (ADI) and the advisor.
- Retirement plans maintained pursuant to Section 401 of the Internal Revenue Code (the Code);
- Retirement plans maintained pursuant to Section 403 of the Code, to the extent they are maintained by organizations established under Section 501(c)(3) of the Code;
- Non qualified deferred compensation plans maintained pursuant to Section 409A of the Code;
- Retirement plans maintained pursuant to Section 457 of the Code; and
- Qualified Tuition Programs maintained pursuant to Section 529 of the Code.
Future investments in the fund may also be made by or through brokerage firm
wrap programs, subject to the approval of ADI and the advisor. Such plans and
programs that are considering the fund as an investment option should contact
ADI.
At the advisors' discretion, proprietary asset allocation funds may open new
accounts in the fund. In addition, the fund's current portfolio managers and
portfolio management team may also make investments in the fund.
The fund, upon consultation with the Board of Trustees, may resume sales of shares to other new investors on a future date if the advisor determines it is appropriate.
SUITABILITY FOR INVESTORS
The Institutional Class of the funds are intended for use by institutional investors. Shares of the Institutional Class of the funds are available for banks and trust companies acting in a fiduciary or similar capacity, bank and trust company common and collective trust funds, banks and trust companies
investing for their own account, entities acting for the account of a public entity (e.g. Taft-Hartley funds, states, cities or government agencies), defined benefit plans, endowments, foundations and defined contribution plans offered pursuant to Sections 401, 457, 403(a), or 403(b) or (c) (defined contribution plans offered pursuant to Section 403(b) must be sponsored by a Section 501(c)(3) organization). For defined contribution plans for which the sponsor has combined defined contribution and defined benefit assets of at least $100 million there is no minimum initial investment requirement, otherwise the minimum initial investment requirement for defined contribution plans is $10 million. There is no minimum initial investment requirement for defined benefit plans, and the minimum initial investment requirement for all other investors for which the Institutional Class of the fund is available is $1 million.
The Institutional Class of the funds are designed to be a convenient and economical vehicle in which institutions can invest in a portfolio of securities. An investment in the funds may relieve the institution of many of the investment and administrative burdens encountered when investing in securities directly. These include: selection and diversification of portfolio investments; surveying the market for the best price at which to buy and sell; valuation of portfolio securities; receipt, delivery and safekeeping of securities; and portfolio recordkeeping.
SPECIAL TAX INFORMATION REGARDING THE FUNDS
In addition to the general tax information set forth under the heading "General Information--Taxes" in this prospectus, the following information describes the tax impact of certain dividends you may receive from the funds.
You will not be required to include the "exempt-interest" portion of
dividends paid by the funds in your gross income for federal income tax
purposes. You will be required to report the receipt of exempt-interest
dividends and other tax-exempt interest on your federal income tax returns.
Exempt-interest dividends from the funds may be subject to state and local
income taxes, may give rise to a federal alternative minimum tax liability, may
affect the amount of social security benefits subject to federal income tax, may
affect the deductibility of interest on certain indebtedness, and may have other
collateral federal income tax consequences for you. The funds may invest in
municipal securities the interest on which constitutes an item of tax preference
and could give rise to a federal alternative minimum tax liability for you, and
may invest up to 20% of its net assets in such securities and other taxable
securities. The funds will try to avoid investments that result in taxable
dividends.
To the extent that dividends paid by the funds are derived from taxable
investments or realized capital gains, they will be taxable as ordinary income
or long-term capital gains. The percentage of dividends that constitutes
exempt-interest dividends will be determined annually. This percentage may
differ from the actual percentage of exempt interest received by the fund for
the particular days in which you hold shares.
From time to time, proposals have been introduced before Congress that would
have the effect of reducing or eliminating the federal tax exemption on
municipal securities. If such a proposal were enacted, the ability of the funds
to pay exempt-interest dividends might be adversely affected.
The financial highlights tables are intended to help you understand each fund's
financial performance. Certain information reflects financial results for a
single fund share.
The total returns in the tables represent the rate that an investor would
have earned (or lost) on an investment in each fund (assuming reinvestment of
all dividends and distributions).
The information for the fiscal years ended 2007 and 2006 has been audited by PricewaterhouseCoopers LLP, whose report, along with each fund's financial statements, is included in each fund's annual report, which is available upon request. Information prior to fiscal year 2006 was audited by other public accountants.
HIGH INCOME MUNICIPAL --
INSTITUTIONAL CLASS
------------------------
JULY 31, 2006
(DATE SALES
COMMENCED) TO
MARCH 31,
2007
------------------------
Net asset value, beginning of period $ 8.98
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Income from investment operations:
Net investment income 0.32
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Net gains on securities (both realized and unrealized) 0.17
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Total from investment operations 0.49
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Less dividends from net investment income (0.31)
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Net asset value, end of period $ 9.16
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Total return(a) 5.53%
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Ratios/supplemental data:
Net assets, end of period (000s omitted) $51,501
________________________________________________________________________________________
========================================================================================
Ratio of expenses to average net assets:
With fee waivers and/or expense reimbursements 0.40%(b)
----------------------------------------------------------------------------------------
Without fee waivers and/or expense reimbursements 0.77%(b)
========================================================================================
Ratio of net investment income to average net assets 5.24%(b)
________________________________________________________________________________________
========================================================================================
Portfolio turnover rate(c) 10%
________________________________________________________________________________________
========================================================================================
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(a) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year.
(b) Ratios are annualized and based on average daily net assets of $40,380,081.
(c) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year.
TAX-FREE INTERMEDIATE --
INSTITUTIONAL CLASS
-------------------------------------
JULY 30, 2004
YEAR ENDED (DATE SALES
MARCH 31, COMMENCED) TO
--------------------- MARCH 31,
2007 2006 2005
------ ------- -------------
Net asset value, beginning of period $10.92 $ 11.21 $ 11.40
---------------------------------------------------------------------------------------------------
Income from investment operations:
Net investment income 0.46 0.45 0.32(a)
---------------------------------------------------------------------------------------------------
Net gains (losses) on securities (both realized and
unrealized) (0.10) (0.24) (0.19)
===================================================================================================
Total from investment operations 0.36 0.21 0.13
===================================================================================================
Less distributions:
Dividends from net investment income (0.48) (0.50) (0.32)
---------------------------------------------------------------------------------------------------
Distributions from net realized gains (0.05) -- --
===================================================================================================
Total distributions (0.53) (0.50) (0.32)
===================================================================================================
Net asset value, end of period $10.75 $ 10.92 $ 11.21
___________________________________________________________________________________________________
===================================================================================================
Total return(b) 3.43% 1.91% 1.13%
___________________________________________________________________________________________________
===================================================================================================
Ratios/supplemental data:
Net assets, end of period (000s omitted) $3,215 $46,992 $32,779
___________________________________________________________________________________________________
===================================================================================================
Ratio of expenses to average net assets 0.52%(c) 0.41% 0.42%(d)(e)
===================================================================================================
Ratio of net investment income to average net assets 4.22%(c) 4.21% 4.10%(e)
___________________________________________________________________________________________________
===================================================================================================
Portfolio turnover rate(f) 11% 9% 4%
___________________________________________________________________________________________________
===================================================================================================
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(a) Calculated using average shares outstanding.
(b) Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year.
(c) Ratios are based on average daily net assets of $32,969,298.
(d) After fees waivers and/or expense reimbursements. Ratio of expenses to average net assets prior to fee waivers and/or expense reimbursements was 0.43% (annualized) for the period ended March 31, 2005.
(e) Annualized.
(f) Portfolio turnover is calculated at the fund level and is not annualized for periods less than one year.
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THE AIM FUNDS - INSTITUTIONAL CLASS
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GENERAL INFORMATION
-----------------------------------------------------------------------------------------------------------------------------
In addition to the fund, AIM serves as investment advisor to many other mutual funds. The following information is about the
Institutional Classes of these funds, which are offered to certain eligible institutional investors.
PURCHASING SHARES
If you hold your shares through a financial advisor or other intermediary, your eligibility to purchase shares and the terms
by which you may purchase, redeem and exchange shares may differ depending on that institution's policies.
SHARES SOLD WITHOUT SALES CHARGES
You will not pay an initial or contingent deferred sales charge on purchases of any Institutional Class shares.
MINIMUM INVESTMENTS
The minimum investments for Institutional Class accounts are as follows:
INITIAL ADDITIONAL
TYPE OF ACCOUNT INVESTMENTS INVESTMENTS
-----------------------------------------------------------------------------------------------------------------------------
Defined Benefit Plans or Platform Sponsors for Defined Contribution Plans $ 0 no minimum
Banks acting in a fiduciary or similar capacity, Collective and Common Trust Funds, Banks and
Broker-Dealers acting for their own account or Foundations and Endowments 1 million no minimum
Defined Contribution Plans (Corporate, Non-profit or Governmental) 10 million no minimum
-----------------------------------------------------------------------------------------------------------------------------
HOW TO PURCHASE SHARES
PURCHASE OPTIONS
-----------------------------------------------------------------------------------------------------------------------------
OPENING AN ACCOUNT ADDING TO AN ACCOUNT
-----------------------------------------------------------------------------------------------------------------------------
Through a Financial Contact your financial advisor or intermediary. Contact your financial advisor or
Advisor or other The financial advisor or intermediary should mail your intermediary.
Intermediary completed account application to the transfer agent,
AIM Investment Services, Inc.,
P.O. Box 0843,
Houston, TX 77210-0843.
The financial advisor or intermediary should call the
transfer agent at
(800) 659-1005 to receive a reference number.
Then, use the following wire instructions:
Beneficiary Bank
ABA/Routing #: 021000021
Beneficiary Account Number: 00100366732
Beneficiary Account Name: AIM Investment Services, Inc.
RFB: Fund Name, Reference #
OBI: Your Name, Account #
By Telephone and Wire Open your account through a financial advisor or Call the transfer agent at (800)
intermediary as described above. 659-1005 and wire payment for your
purchase order in accordance
with the wire instructions listed above.
-----------------------------------------------------------------------------------------------------------------------------
Purchase orders will not be processed unless the account application and purchase payment are received in good order. In
accordance with the USA PATRIOT Act, if you fail to provide all the required information requested in the current account
application, your purchase order will not be processed. Additionally, federal law requires that the fund verify and record
your identifying information.
AUTOMATIC DIVIDEND AND DISTRIBUTION INVESTMENT
All of your dividends and distributions may be paid in cash or reinvested in the same fund at net asset value. Unless you
specify otherwise, your dividends and distributions will automatically be reinvested in the same fund.
REDEEMING SHARES
HOW TO REDEEM SHARES
-----------------------------------------------------------------------------------------------------------------------------
Through a Financial Contact your financial advisor or intermediary (including your retirement plan administrator).
Advisor or Other Redemption proceeds will be sent in accordance with the wire instructions specified in the account
Intermediary application provided to the transfer agent. The transfer agent must receive your financial advisor's
or intermediary's call before the close of the customary trading session of the New York Stock
Exchange (NYSE) on days the NYSE is open for business in order to effect the redemption at that day's
closing price.
By Telephone A person who has been authorized in the account application to effect transactions may make
redemptions by telephone. You must call the transfer agent before the close of the customary trading
session of the NYSE on days the NYSE is open for business in order to effect the redemption at that
day's closing price.
-----------------------------------------------------------------------------------------------------------------------------
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INSTCL-07/07 A-1
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THE AIM FUNDS - INSTITUTIONAL CLASS
-----------------------------------
TIMING AND METHOD OF PAYMENT
We normally will send out redemption proceeds within one business day, and in any event no more than seven days, after your
redemption request is received in good order (meaning that all necessary information and documentation related to the
redemption request have been provided to the transfer agent). If your request is not in good order, we may require additional
documentation in order to redeem your shares. Payment may be postponed in cases where the Securities and Exchange Commission
(SEC) declares an emergency or normal trading is halted on the NYSE.
If you redeem by telephone, we will transmit the amount of redemption proceeds electronically to your pre-authorized
bank account.
We use reasonable procedures to confirm that instructions communicated via telephone are genuine, and we are not liable
for losses arising from actions taken in accordance with instructions that are reasonably believed to be genuine.
REDEMPTIONS IN KIND
Although the funds generally intend to pay redemption proceeds solely in cash, the funds reserve the right to determine in
their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a
redemption in kind).
REDEMPTIONS INITIATED BY THE FUNDS
If the fund determines that you have not provided a correct Social Security or other tax ID number on your account
application, or the fund is not able to verify your identity as required by law, the fund may, at its discretion, redeem the
account and distribute the proceeds to you.
REDEMPTION FEES
Certain funds impose a 2% redemption fee (on redemption proceeds) if you redeem or exchange shares within 31 days of
purchase. Please refer to the applicable fund's prospectus to determine whether that fund imposes a redemption fee. As of the
date of this prospectus, the following funds impose redemption fees:
AIM China Fund AIM Global Real Estate Fund AIM International Core Equity Fund AIM Japan Fund
AIM Developing Markets Fund AIM Global Value Fund AIM International Growth Fund AIM S&P 500 Index Fund
AIM Floating Rate Fund AIM High Yield Fund AIM International Small Company Fund AIM Trimark Fund
AIM Global Equity Fund AIM International Allocation Fund AIM International Total Return Fund
The redemption fee will be retained by the fund from which you are redeeming or exchanging shares, and is intended to
offset the trading costs, market impact and other costs associated with short-term money movements in and out of the fund.
The redemption fee is imposed on a first-in, first-out basis which means that you will redeem shares in the order of their
purchase.
Redemption fees generally will not be charged in the following circumstances:
- Redemptions and exchanges of shares held in accounts maintained by intermediaries that do not have the systematic
capability to assess the redemption fees.
- Redemptions and exchanges of shares held by funds of funds, qualified tuition plans maintained pursuant to Section 529
of the Code, and variable insurance contracts which use the funds as underlying investments.
- Redemptions and exchanges effectuated pursuant to an intermediary's automatic investment rebalancing or dollar cost
averaging programs or systematic withdrawal plans.
- Redemptions requested within 31 days following the death or post-purchase disability of an account owner.
- Redemptions or exchanges initiated by a fund.
The following shares are not subject to redemption fees, irrespective of whether they are redeemed in accordance with
any of the exceptions set forth above:
- Shares acquired through the reinvestment of dividends and distributions.
- Shares acquired in connection with a rollover or transfer of assets from the trustee or custodian of an employee benefit
plan or individual retirement account (IRA) to the trustee or custodian of another employee benefit plan or IRA.
Shares held by employee benefit plans will only be subject to redemption fees if the shares were acquired by exchange
and are redeemed by exchange within 31 days of purchase.
Some investments in the funds are made through accounts that are maintained by intermediaries (rather that the funds'
transfer agent) and some investments are made indirectly through products that use the funds as underlying investments, such
as employee benefit plans, funds of funds, qualified tuition plans, and variable insurance contracts (these products are
generally referred to as conduit investment vehicles). If shares of the funds are held in an account maintained by an
intermediary or in the name of a conduit investment vehicle (and not in the names of individual investors), the intermediary
account or conduit investment vehicle may be considered an individual shareholder of the funds for purposes of assessing
redemption fees. In these cases, the funds are likely to be limited in their ability to assess redemption fees on
transactions initiated by individual investors, and the applicability of redemption fees will be determined based on the
aggregate holdings and redemptions of the intermediary account or the conduit investment vehicle.
If shares of the funds are held in an account maintained by an intermediary or in the name of a conduit investment
vehicle (and not in the names of individual investors), the intermediary or conduit investment vehicle may impose rules
intended to limit short-term money movements in and out of the
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THE AIM FUNDS - INSTITUTIONAL CLASS
-----------------------------------
funds which differ from those described in this prospectus. In
such cases, there may be redemption fees imposed by the intermediary or conduit investment vehicle on different terms (and
subject to different exceptions) than those set forth above. Please consult your financial advisor or other intermediary for
details.
The funds have the discretion to waive the 2% redemption fee if a fund is in jeopardy of losing its registered
investment company qualification for tax purposes.
Your financial advisor or other intermediary may charge service fees for handling redemption transactions.
EXCHANGING SHARES
You may, under most circumstances, exchange Institutional Class shares in one fund for Institutional Class shares of another
fund. An exchange is the purchase of shares in one fund which is paid for with the proceeds from a redemption of shares of
another fund effectuated on the same day. Before requesting an exchange, review the prospectus of the fund you wish to
acquire.
All exchanges are subject to the limitations set forth in the prospectuses of the funds. If you wish to exchange shares
of one fund for those of another fund, you must consult the prospectus of the fund whose shares you wish to acquire to
determine whether the fund is offering shares to new investors and whether you are eligible to acquire shares of that fund.
EXCHANGE CONDITIONS
The following conditions apply to all exchanges:
- Shares must have been held for at least one day prior to the exchange with the exception of dividends and distributions
that are reinvested; and
- If you have physical share certificates, you must return them to the transfer agent in order to effect the exchange.
Under unusual market conditions, a fund may delay the exchange of shares for up to five business days if it determines
that it would be materially disadvantaged by the immediate transfer of exchange proceeds. The exchange privilege is not an
option or right to purchase shares. Any of the participating funds or the distributor may modify or terminate this privilege
at any time. The fund or A I M Distributors, Inc. ("AIM Distributors") will provide you with notice of such modification or
termination if it is required to do so by law.
LIMIT ON THE NUMBER OF EXCHANGES
You will generally be limited to four exchanges out of a fund per calendar year; provided, however, that the following
transactions will not count toward the exchange limitation:
- Exchanges of shares held in accounts maintained by intermediaries that do not have the systematic capability to apply
the exchange limitation.
- Exchanges of shares held by funds of funds and insurance company separate accounts which use the funds as underlying
investments.
- Exchanges effectuated pursuant to automatic investment rebalancing or dollar cost averaging programs.
- Exchanges initiated by a fund or by the trustee, administrator or other fiduciary of an employee benefit plan (not in
response to distribution or exchange instructions received from a plan participant).
- If you acquire shares in connection with a rollover or transfer of assets from the trustee or custodian of an employee
benefit plan or IRA to the trustee or custodian of a new employee benefit plan or IRA, your first reallocation of those
assets will not count toward the exchange limitation.
Each fund reserves the discretion to accept exchanges in excess of these guidelines on a case-by-case basis if the fund,
or its designated agent, believes that granting such exceptions would be consistent with the best interests of shareholders.
If you exchange shares of one fund for shares of multiple other funds as part of a single transaction, that transaction
is counted as one exchange out of a fund.
RIGHTS RESERVED BY THE FUNDS
Each fund and its agent reserves the right at any time to:
- Reject or cancel all or any part of any purchase or exchange order.
- Modify any terms or conditions related to the purchase, redemption or exchange of shares of any fund.
- Suspend, change or withdraw all or any part of the offering made by this Prospectus.
PAYMENTS TO FINANCIAL ADVISORS
AIM Distributors or one or more of its corporate affiliates (collectively, AIM Affiliates) may make cash payments to
financial advisors in connection with the promotion and sale of shares of the funds. These cash payments may include cash
payments and other payments for certain marketing and support services. AIM Affiliates make these payments from their own
resources. In this context, "financial advisors" include any broker, dealer, bank (including bank trust departments),
registered investment advisor, financial planner, retirement plan administrator and any other financial intermediary having a
selling, administration or similar agreement with AIM Affiliates.
AIM Affiliates make payments as incentives to certain financial advisors to promote and sell shares of the funds. The
benefits AIM Affiliates receive when they make these payments include, among other things, placing the fund on the financial
advisor's funds sales system, and access (in some cases on a preferential basis over other competitors) to individual members
of the financial advisor's sales force or to the financial advisor's management. These payments are sometimes referred to as
"shelf space" payments because the payments compensate the financial advisor for including the funds in
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-----------------------------------
THE AIM FUNDS - INSTITUTIONAL CLASS
-----------------------------------
its fund sales system (on its "sales shelf"). AIM Affiliates compensate financial advisors differently depending typically on
the level and/or type of considerations provided by the financial advisor. The payments AIM Affiliates make may be calculated
based on sales of shares of the funds (Sales-Based Payments), in which case the total amount of such payments shall not
exceed 0.10% of the public offering price of all shares sold by the financial advisor during the particular period. Payments
may also be calculated based on the average daily net assets of the applicable funds attributable to that particular
financial advisor (Asset-Based Payments), in which case the total amount of such cash payments shall not exceed 0.25% per
annum of those assets during a defined period. Sales-Based Payments primarily create incentives to make new sales of shares
of the funds and Asset-Based Payments primarily create incentives to retain previously sold shares of the funds in investor
accounts. AIM Affiliates may pay a financial advisor either or both Sales-Based Payments and Asset-Based Payments.
AIM Affiliates are motivated to make these payments as they promote the sale of fund shares and the retention of those
investments by clients of financial advisors. To the extent financial advisors sell more shares of the funds or retain shares
of the funds in their clients' accounts, AIM Affiliates benefit from the incremental management and other fees paid to AIM
Affiliates by the funds with respect to those assets.
AIM Affiliates also may make payments to certain financial advisors for certain administrative services, including
record keeping and sub-accounting of shareholder accounts pursuant to a sub-transfer agency or sub-accounting agreement. All
fees payable by AIM Affiliates under this category of services are charged back to the funds, subject to certain limitations
approved by the funds' Boards of Trustees (collectively, the Board).
You can find further details in the fund's Statement of Additional Information about these payments and the services
provided by financial advisors. In certain cases these payments could be significant to the financial advisor. Your financial
advisor may charge you additional fees or commissions other than those disclosed in this prospectus. You can ask your
financial advisor about any payments it receives from AIM Affiliates or the funds, as well as about fees and/or commissions
it charges.
EXCESSIVE SHORT-TERM TRADING ACTIVITY (MARKET TIMING) DISCLOSURES
While the funds provide their shareholders with daily liquidity, their investment programs are designed to serve long-term
investors and are not designed to accommodate excessive short-term trading activity in violation of our policies described
below. Excessive short-term trading activity in the funds' shares (i.e., a purchase of fund shares followed shortly
thereafter by a redemption of such shares, or vice versa) may hurt the long-term performance of certain funds by requiring
them to maintain an excessive amount of cash or to liquidate portfolio holdings at a disadvantageous time, thus interfering
with the efficient management of such funds by causing them to incur increased brokerage and administrative costs. Where
excessive short-term trading activity seeks to take advantage of arbitrage opportunities from stale prices for portfolio
securities, the value of fund shares held by long-term investors may be diluted. The Board has adopted policies and
procedures designed to discourage excessive or short-term trading of fund shares for all funds. However, there is the risk
that these funds' policies and procedures will prove ineffective in whole or in part to detect or prevent excessive or
short-term trading. These funds may alter their policies at any time without prior notice to shareholders if the advisor
believes the change would be in the best interests of long-term shareholders.
AIM Affiliates currently use the following tools designed to discourage excessive short-term trading in the funds:
- Trade activity monitoring.
- Trading guidelines.
- Redemption fees on trades in certain funds.
- The use of fair value pricing consistent with procedures approved by the Board.
Each of these tools is described in more detail below. Although these tools are designed to discourage excessive
short-term trading, you should understand that none of these tools alone nor all of them taken together eliminate the
possibility that excessive short-term trading activity in the funds will occur. Moreover, each of these tools involves
judgments that are inherently subjective. AIM Affiliates seek to make these judgments to the best of their abilities in a
manner that they believe is consistent with long-term shareholder interests.
AIM Limited Maturity Treasury Fund. The Board of AIM Limited Maturity Treasury Fund has not adopted any policies and
procedures that would limit frequent purchases and redemptions of such fund's shares. The Board considered the risks of not
having a specific policy that limits frequent purchases and redemptions and determined that those risks were minimal.
Nonetheless, to the extent that AIM Limited Maturity Treasury Fund must maintain additional cash and/or securities with
short-term durations in greater amounts than may otherwise be required or borrow to honor redemption requests, AIM Limited
Maturity Treasury Fund's yield could be negatively impacted.
The Board does not believe that it is appropriate to adopt any such policies and procedures for the fund for the
following reasons:
- Many investors use AIM Limited Maturity Treasury Fund as a short-term investment alternative and should be able to
purchase and redeem shares regularly and frequently.
- One of the advantages of AIM Limited Maturity Treasury Fund as compared to other investment options is liquidity. Any
policy that diminishes the liquidity of AIM Limited Maturity Treasury Fund will be detrimental to the continuing
operations of such fund.
TRADE ACTIVITY MONITORING
AIM Affiliates monitor selected trades on a daily basis in an effort to detect excessive short-term trading activities. If,
as a result of this monitoring, AIM Affiliates believe that a shareholder has engaged in excessive short-term trading, they
will seek to act in a manner that they believe is consistent with the best interests of long-term investors, which may
include taking steps such as (i) asking the shareholder to take action to stop such activities or (ii)
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-----------------------------------
THE AIM FUNDS - INSTITUTIONAL CLASS
-----------------------------------
refusing to process future purchases or exchanges related to such activities in the shareholder's accounts. AIM Affiliates
will use reasonable efforts to apply the fund's policies uniformly given the practical limitations described above.
The ability of AIM Affiliates to monitor trades that are made through accounts that are maintained by intermediaries
(rather than the funds' transfer agent) and through conduit investment vehicles may be severely limited or non-existent.
TRADING GUIDELINES
If you exceed four exchanges out of a fund per calendar year, or a fund or an AIM Affiliate determines, in its sole
discretion, that your short-term trading activity is excessive (regardless of whether or not you exceed such guidelines), it
may, in its discretion, reject any additional purchase and exchange orders.
The ability of AIM Affiliates to monitor exchanges made through accounts that are maintained by intermediaries (rather
than the funds' transfer agent) and through conduit investment vehicles may be severely limited or non-existent. If shares of
the funds are held in the name of a conduit investment vehicle and not in the names of the individual investors who have
invested in the funds through the conduit investment vehicle, the conduit investment vehicle may be considered an individual
shareholder of the funds. To the extent that a conduit investment vehicle is considered an individual shareholder of the
funds, the funds are likely to be limited in their ability to impose exchange limitations on individual transactions
initiated by investors who have invested in the funds through the conduit investment vehicle.
REDEMPTION FEES
You may be charged a 2% redemption fee if you redeem, including redeeming by exchange, shares of certain funds within 31 days
of purchase. For more information on this redemption fee, see "Redeeming Shares--Redemption Fees" section of this prospectus.
The ability of a fund to assess a redemption fee on redemptions effectuated through accounts that are maintained by
intermediaries (rather than the funds' transfer agent) and through conduit investment vehicles may be severely limited or
non-existent.
FAIR VALUE PRICING
Securities owned by a fund are to be valued at current market value if market quotations are readily available. All other
securities and assets of a fund for which market quotations are not readily available are to be valued at fair value
determined in good faith using procedures approved by the Board. Fair value pricing may reduce the ability of frequent
traders to take advantage of arbitrage opportunities resulting from potentially "stale" prices of portfolio holdings.
However, it cannot eliminate the possibility of frequent trading.
PRICING OF SHARES
DETERMINATION OF NET ASSET VALUE
The price of each fund's shares is the fund's net asset value per share. The funds value portfolio securities for which
market quotations are readily available at market value. The funds value all other securities and assets for which market
quotations are unavailable or unreliable at their fair value in good faith using procedures approved by the Board. Securities
and other assets quoted in foreign currencies are valued in U.S. dollars based on the prevailing exchange rates on that day.
Even when market quotations are available, they may be stale or unreliable because the security is not traded
frequently, trading on the security ceased before the close of the trading market or issuer specific events occurred after
the security ceased trading or because of the passage of time between the close of the market on which the security trades
and the close of the NYSE and when the fund calculates its net asset value. Issuer specific events may cause the last market
quotation to be unreliable. Such events may include a merger or insolvency, events which affect a geographical area or an
industry segment, such as political events or natural disasters, or market events, such as a significant movement in the U.S.
market. Where market quotations are not readily available, including where AIM determines that the closing price of the
security is unreliable, AIM will value the security at fair value in good faith using procedures approved by the Board. Fair
value pricing may reduce the ability of frequent traders to take advantage of arbitrage opportunities resulting from
potentially "stale" prices of portfolio holdings. However, it cannot eliminate the possibility of frequent trading.
Fair value is that amount that the owner might reasonably expect to receive for the security upon its current sale. Fair
value requires consideration of all appropriate factors, including indications of fair value available from pricing services.
A fair value price is an estimated price and may vary from the prices used by other mutual funds to calculate their net asset
values.
AIM may use indications of fair value from pricing services approved by the Board. In other circumstances, the AIM
valuation committee may fair value securities in good faith using procedures approved by the Board. As a means of evaluating
its fair value process, AIM routinely compares closing market prices, the next day's opening prices for the security in its
primary market if available, and indications of fair value from other sources. Fair value pricing methods and pricing
services can change from time to time as approved by the Board.
Specific types of securities are valued as follows:
Senior Secured Floating Rate Loans and Senior Secured Floating Rate Debt Securities. Senior secured floating rate loans
and senior secured floating rate debt securities are fair valued using an evaluated quote provided by an independent pricing
service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as ratings, tranche type,
industry, company performance, spread, individual trading characteristics, institution-size trading in similar groups of
securities and other market data.
Domestic Exchange Traded Equity Securities. Market quotations are generally available and reliable for domestic exchange
traded equity securities. If market quotations are not available or are unreliable, AIM will value the security at fair value
in good faith using procedures approved by the Board.
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-----------------------------------
THE AIM FUNDS - INSTITUTIONAL CLASS
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Foreign Securities. If market quotations are available and reliable for foreign exchange traded equity securities, the
securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close
of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and
the close of the customary trading session on the NYSE events occur that are significant and may make the closing price
unreliable, the fund may fair value the security. If an issuer specific event has occurred that AIM determines, in its
judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value. AIM
also relies on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that
the closing price in the principal market where a foreign security trades is not the current market value as of the close of
the NYSE. For foreign securities where AIM believes, at the approved degree of certainty, that the price is not reflective of
current market value, AIM will use the indication of fair value from the pricing service to determine the fair value of the
security. The pricing vendor, pricing methodology or degree of certainty may change from time to time.
Fund securities primarily traded on foreign markets may trade on days that are not business days of the fund. Because
the net asset value of fund shares is determined only on business days of the fund, the value of the portfolio securities of
a fund that invests in foreign securities may change on days when you will not be able to purchase or redeem shares of the
fund.
Fixed Income Securities. Government, corporate, asset-backed and municipal bonds, convertible securities, including high
yield or junk bonds, and loans, normally are valued on the basis of prices provided by independent pricing services. Prices
provided by the pricing services may be determined without exclusive reliance on quoted prices, and may reflect appropriate
factors such as institution-size trading in similar groups of securities, developments related to special securities,
dividend rate, maturity and other market data. Prices received from pricing services are fair value prices. In addition, if
the price provided by the pricing service and independent quoted prices are unreliable, the AIM valuation committee will fair
value the security using procedures approved by the Board.
Short-term Securities. The funds' short-term investments are valued at amortized cost when the security has 60 days or
less to maturity. AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund value variable rate securities that have
an unconditional demand or put feature exercisable within seven days or less at par, which reflects the market value of such
securities.
Futures and Options. Futures and options are valued on the basis of market quotations, if available.
Swap Agreements. Swap Agreements are fair valued using an evaluated quote provided by an independent pricing service.
Evaluated quotes provided by the pricing service are based on a model that may include end of day net present values,
spreads, ratings, industry and company performance.
Open-end Funds. To the extent a fund invests in other open-end funds, other than open-end funds that are exchange
traded, the investing fund will calculate its net asset value using the net asset value of the underlying fund in which it
invests.
Each fund determines the net asset value of its shares on each day the NYSE is open for business (a business day), as of
the close of the customary trading session, or earlier NYSE closing time that day.
For financial reporting purposes and shareholder transactions on the last day of the fiscal quarter, transactions are
normally accounted for on a trade date basis. For purposes of executing shareholder transactions in the normal course of
business (other than shareholder transactions at a fiscal period-end), each fund's portfolio securities transactions are
recorded no later than the first business day following the trade date.
TIMING OF ORDERS
You can purchase, exchange or redeem shares on each business day prior to the close of the customary trading session or any
earlier NYSE closing time that day. The funds price purchase, exchange and redemption orders at the net asset value
calculated after the transfer agent receives an order in good order. Any applicable sales charges are applied at the time an
order is processed. A fund may postpone the right of redemption only under unusual circumstances, as allowed by the SEC, such
as when the NYSE restricts or suspends trading.
TAXES
In general, dividends and distributions you receive are taxable as ordinary income or long-term capital gains for federal
income tax purposes, whether you reinvest them in additional shares or take them in cash. Distributions are generally taxable
to you at different rates depending on the length of time the fund holds its assets and the type of income that the fund
earns. Different tax rates apply to ordinary income, qualified dividend income, and long-term capital gain distributions.
Every year, you will be sent information showing the amount of dividends and distributions you received from each fund during
the prior year.
Any long-term or short-term capital gains realized from redemptions of fund shares will be subject to federal income
tax. Exchanges of shares for shares of another fund are treated as a sale, and any gain realized on the transaction will
generally be subject to federal income tax.
Investors in tax-exempt funds should read the information under the heading "Other Information--Suitability of
Investors" in the applicable fund's prospectus.
The foreign, state and local tax consequences of investing in fund shares may differ materially from the federal income
tax consequences described above. In addition, the preceding discussion concerning the taxability of fund dividends and
distributions and of redemptions and exchanges of fund shares is inapplicable to investors that are generally exempt from
federal income tax, such as retirement plans that are qualified under Section 401, 403, 408, 408A and 457 of the Code, IRAs
and Roth IRAs. You should consult your tax advisor before investing.
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More information may be obtained free of charge upon request. The Statement of
Additional Information (SAI), a current version of which is on file with the
Securities and Exchange Commission (SEC), contains more details about each fund
and is incorporated by reference into the prospectus (is legally a part of this
prospectus). Annual and semiannual reports to shareholders contain additional
information about the funds' investments. Each fund's annual report also
discusses the market conditions and investment strategies that significantly
affected the fund's performance during its last fiscal year. Each fund also
files its complete schedule of portfolio holdings with the SEC for the 1st and
3rd quarters of each fiscal year on Form N-Q.
Each fund's most recent portfolio holdings, as filed on Form N-Q, are also
available at http://www.aiminvestments.com.
If you have questions about the funds, another fund in The AIM Family of Funds--Registered Trademark-- or your account, or wish to obtain free copies of the fund's current SAI or annual or semiannual reports, please contact us by mail at AIM Investment Services, Inc., P.O. Box 4739, Houston, TX 77210-4739 or
BY TELEPHONE: (800) 659-1005
ON THE INTERNET: You can send us a request by e-mail or download
prospectuses, SAIs, annual or semiannual reports via our
website: http://www.aiminvestments.com
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You can also review and obtain copies of each fund's SAI, financial reports, each fund's Forms N-Q and other information at the SEC's Public Reference Room in Washington, DC; on the EDGAR database, on the SEC's Internet website (http://www.sec.gov); or, after paying a duplicating fee, by sending a letter to the SEC's Public Reference Section, Washington, DC 20549-0102 or by sending an electronic mail request to publicinfo@sec.gov. Please call the SEC at 1-202-942-8090 for information about the Public Reference Room.
AIM High Income Municipal Fund
AIMinvestments.com ATEF-PRO-1 [AIM INVESTMENTS LOGO APPEARS HERE]
--Registered Trademark--
STATEMENT OF
ADDITIONAL INFORMATION
AIM TAX-EXEMPT FUNDS
11 GREENWAY PLAZA
SUITE 100
HOUSTON, TEXAS 77046-1173
(713) 626-1919
THIS STATEMENT OF ADDITIONAL INFORMATION RELATES TO EACH PORTFOLIO (EACH A "FUND," COLLECTIVELY, THE "FUNDS") OF AIM TAX-EXEMPT FUNDS LISTED BELOW. THIS STATEMENT OF ADDITIONAL INFORMATION IS NOT A PROSPECTUS, AND IT SHOULD BE READ IN CONJUNCTION WITH THE PROSPECTUSES FOR THE FUNDS LISTED BELOW. PORTIONS OF EACH FUND'S FINANCIAL STATEMENTS ARE INCORPORATED INTO THIS STATEMENT OF ADDITIONAL INFORMATION BY REFERENCE TO SUCH FUND'S MOST RECENT ANNUAL REPORT TO SHAREHOLDERS. YOU MAY OBTAIN, WITHOUT CHARGE, A COPY OF ANY PROSPECTUS AND/OR ANNUAL REPORT FOR ANY FUND LISTED BELOW FROM AN AUTHORIZED DEALER OR BY WRITING TO:
AIM INVESTMENT SERVICES, INC.
P.O. BOX 4739
HOUSTON, TEXAS 77210-4739
OR BY CALLING (800) 347-4246
THIS STATEMENT OF ADDITIONAL INFORMATION, DATED JULY 31, 2007, RELATES TO THE CLASS A, CLASS A3, CLASS B, CLASS C AND INVESTOR CLASS SHARES, AS APPLICABLE, OF THE FOLLOWING PROSPECTUSES:
FUND DATED
---- -------------
AIM HIGH INCOME MUNICIPAL FUND JULY 31, 2007
AIM TAX-EXEMPT CASH FUND JULY 31, 2007
AIM TAX-FREE INTERMEDIATE FUND JULY 31, 2007
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THIS STATEMENT OF ADDITIONAL INFORMATION, DATED JULY 31, 2007, ALSO RELATES TO THE INSTITUTIONAL CLASS SHARES OF THE FOLLOWING PROSPECTUS:
FUND DATED
---- -------------
AIM HIGH INCOME MUNICIPAL FUND JULY 31, 2007
AIM TAX-FREE INTERMEDIATE FUND JULY 31, 2007
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AIM TAX-EXEMPT FUNDS
STATEMENT OF ADDITIONAL INFORMATION
TABLE OF CONTENTS
PAGE
----
GENERAL INFORMATION ABOUT THE TRUST ..................................... 1
Fund History ......................................................... 1
Shares of Beneficial Interest ........................................ 1
DESCRIPTION OF THE FUNDS AND THEIR INVESTMENTS AND RISKS ................ 3
Classification ....................................................... 3
Investment Strategies and Risks ...................................... 3
Debt Investments .................................................. 4
Other Investments ................................................. 11
Investment Techniques ............................................. 13
Derivatives ....................................................... 17
Additional Securities or Investment Techniques .................... 22
Diversification Requirements - AIM Tax-Exempt Cash Fund ........... 22
Fund Policies ........................................................ 23
Temporary Defensive Positions ........................................ 25
Portfolio Turnover ................................................... 25
Policies and Procedures for Disclosure of Fund Holdings .............. 26
MANAGEMENT OF THE TRUST ................................................. 28
Board of Trustees .................................................... 28
Management Information ............................................... 29
Trustee Ownership of Fund Shares .................................. 32
Compensation ......................................................... 32
Retirement Plan For Trustees ...................................... 32
Deferred Compensation Agreements .................................. 32
Purchase of Class A Shares of the Funds at Net Asset Value ........ 33
Code of Ethics ....................................................... 33
Proxy Voting Policies ................................................ 33
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES ..................... 33
INVESTMENT ADVISORY AND OTHER SERVICES .................................. 33
Investment Advisor ................................................... 33
Portfolio Managers ................................................... 35
Securities Lending Arrangements ...................................... 35
Service Agreements ................................................... 35
Other Service Providers .............................................. 36
BROKERAGE ALLOCATION AND OTHER PRACTICES ................................ 37
Brokerage Transactions ............................................... 37
Commissions .......................................................... 37
Broker Selection ..................................................... 37
Directed Brokerage (Research Services) ............................... 40
Regular Brokers ...................................................... 40
Allocation of Portfolio Transactions ................................. 41
PURCHASE, REDEMPTION AND PRICING OF SHARES .............................. 41
Purchase and Redemption of Shares .................................... 41
Institutional Class Shares ........................................... 59
Offering Price ....................................................... 59
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Redemptions In Kind .................................................. 61 Backup Withholding ................................................... 62 DIVIDENDS, DISTRIBUTIONS AND TAX MATTERS ................................ 63 Dividends and Distributions .......................................... 63 Tax Matters .......................................................... 63 DISTRIBUTION OF SECURITIES .............................................. 69 Distribution Plans ................................................... 69 Distributor .......................................................... 71 FINANCIAL STATEMENTS .................................................... 72 PENDING LITIGATION ...................................................... 72 APPENDICES: RATINGS OF DEBT SECURITIES .............................................. A-1 PERSONS TO WHO AIM PROVIDES NON-PUBLIC PORTFOLIO HOLDINGS ON AN ONGOING BASIS ..................................................... B-1 TRUSTEES AND OFFICERS ................................................... C-1 TRUSTEE COMPENSATION TABLE .............................................. D-1 PROXY POLICIES AND PROCEDURES ........................................... E-1 CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES ..................... F-1 MANAGEMENT FEES ......................................................... G-1 PORTFOLIO MANAGERS ...................................................... H-1 ADMINISTRATIVE SERVICES FEES ............................................ I-1 BROKERAGE COMMISSIONS ................................................... J-1 DIRECTED BROKERAGE (RESEARCH SERVICES) AND PURCHASES OF SECURITIES OF REGULAR BROKERS OR DEALERS .............................................. K-1 CERTAIN FINANCIAL ADVISORS THAT RECEIVE ONE OR MORE TYPES OF PAYMENTS ... L-1 AMOUNTS PAID TO A I M DISTRIBUTORS, INC. PURSUANT TO DISTRIBUTION PLANS ................................................................ M-1 ALLOCATION OF ACTUAL FEES PAID PURSUANT TO DISTRIBUTION PLANS ........... N-1 TOTAL SALES CHARGES ..................................................... O-1 PENDING LITIGATION ...................................................... P-1 |
GENERAL INFORMATION ABOUT THE TRUST
FUND HISTORY
AIM Tax-Exempt Funds (the "Trust") is a Delaware statutory trust which is registered under the Investment Company Act of 1940, as amended (the "1940 Act"), as an open-end management investment company. The Trust currently consists of three separate portfolios: AIM High Income Municipal Fund, AIM Tax-Exempt Cash Fund and AIM Tax-Free Intermediate Fund (each a "Fund" and collectively, the "Funds"). Under the Amended and Restated Agreement and Declaration of Trust, dated September 14, 2005, as amended (the "Trust Agreement"), the Board of Trustees of the Trust (the "Board") is authorized to create new series of shares without the necessity of a vote of shareholders of the Trust.
The Trust was originally incorporated on May 3, 1993 as AIM Tax-Exempt Funds, Inc. ("ATEF"), a Maryland corporation. The Trust reorganized as a Delaware business trust on June 1, 2000. Each Fund acquired all the assets and assumed all of the liabilities of the series portfolios with corresponding names of AIM Tax-Exempt Funds, Inc. All historical financial and other information contained in this Statement of Additional Information for periods prior to June 1, 2000 relating to these Funds (or a class thereof) is that of the predecessor funds (or the corresponding class thereof).
On October 15, 1993, pursuant to an Agreement and Plan of Reorganization between ATEF and AIM Funds Group ("AFG"), a Massachusetts business trust, AIM Tax-Exempt Cash Fund succeeded to the assets and assumed the liabilities of AFG's AIM Tax-Exempt Cash Fund (the "AFG Fund"). Similarly, on October 15, 1993, pursuant to an Agreement and Plan of Reorganization between ATEF and Tax-Free Investments Co., a Maryland corporation ("TFIC"), ATEF's AIM Tax-Free Intermediate Fund (named the Intermediate Portfolio prior to September 25, 1997) succeeded to the assets and assumed the liabilities of TFIC's Intermediate Portfolio (together with the AFG Fund, the "TFIC Predecessor Funds"). All historical financial and other information contained in this Statement of Additional Information for periods prior to October 15, 1993, relating to such Funds is that of the TFIC Predecessor Funds.
SHARES OF BENEFICIAL INTEREST
Shares of beneficial interest of the Trust are redeemable at their net asset value (subject, in certain circumstances, to a contingent deferred sales charge or redemption fee) at the option of the shareholder or at the option of the Trust in certain circumstances.
The Trust allocates moneys and other property it receives from the issue or sale of shares of each of its series of shares, and all income, earnings and profits from such issuance and sales, subject only to the rights of creditors, to the appropriate Fund. These assets constitute the underlying assets of each Fund, are segregated on the Trust's books of account, and are charged with the expenses of such Fund and its respective classes. The Trust allocates any general expenses of the Trust not readily identifiable as belonging to a particular Fund by or under the direction of the Board of Trustees, primarily on the basis of relative net assets, or other relevant factors.
Each share of each Fund represents an equal proportionate interest in that Fund with each other share and is entitled to such dividends and distributions out of the income belonging to such Fund as are declared by the Board. Each Fund offers the following separate classes of shares:
FUND CLASS A CLASS A3 CLASS B CLASS C INVESTOR CLASS INSTITUTIONAL CLASS
---- ------- -------- ------- ------- -------------- -------------------
AIM High Income
Municipal Fund X X X X
AIM Tax-Exempt
Cash Fund X X
AIM Tax-Free
Intermediate Fund X X X
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This Statement of Additional Information relates solely to the Class A, Class A3, Class B, Class C, Investor Class and Institutional Class shares, if applicable, of the Funds. The Institutional Class shares of AIM Tax-Free Intermediate Fund and AIM High Income Municipal Fund are intended for use by certain eligible institutional investors, including the following:
- banks and trust companies acting in a fiduciary or similar capacity;
- bank and trust company common and collective trust funds;
- banks and trust companies investing for their own account;
- entities acting for the account of a public entity (e.g. Taft-Hartley funds, cities or government agencies);
- retirement plans;
- platform sponsors with which A I M Distributors, Inc.("AIM Distributors") has entered into an agreement; and
- proprietary asset allocation funds.
Each class of shares represents an interest in the same portfolio of investments. Differing sales charges and expenses will result in differing net asset values and dividends and distributions. Upon any liquidation of the Trust, shareholders of each class are entitled to share pro rata in the net assets belonging to the applicable Fund allocable to such class available for distribution after satisfaction of outstanding liabilities of the Fund allocable to such class.
Each share of a Fund generally has the same voting, dividend, liquidation and other rights; however, each class of shares of a Fund is subject to different sales loads, conversion features, exchange privileges and class specific expenses. Only shareholders of a specific class may vote on matters relating to that class' distribution plan.
Because Class B shares automatically convert to Class A shares on or about month-end which at least eight years after the date of purchase, the Funds' distribution plan adopted pursuant to Rule 12b-1 under the 1940 Act requires that Class B shareholders must also approve any material increase in distribution fees submitted to Class A shareholders of that Fund. A pro rata portion of shares from reinvested dividends and distributions convert along with the Class B shares.
Except as specifically noted above, shareholders of each Fund are entitled to one vote per share (with proportionate voting for fractional shares), irrespective of the relative net asset value of the shares of a Fund. However, on matters affecting an individual Fund or class of shares, a separate vote of shareholders of that Fund or class is required. Shareholders of a Fund or class are not entitled to vote on any matter which does not affect that Fund or class but that requires a separate vote of another Fund or class. An example of a matter that would be voted on separately by shareholders of each Fund is the approval of the advisory agreement with A I M Advisors, Inc. ("AIM"), and an example of a matter that
would be voted on separately by shareholders of each class of shares is approval of the distribution plans. When issued, shares of each Fund are fully paid and nonassessable, have no preemptive or subscription rights, and are freely transferable. Other than the automatic conversion of Class B shares to Class A shares, there are no conversion rights. Shares do not have cumulative voting rights, which means that in situations in which shareholders elect trustees, holders of more than 50% of the shares voting for the election of trustees can elect all of the trustees of the Trust, and the holders of less than 50% of the shares voting for the election of trustees will not be able to elect any trustees.
Under Delaware law, shareholders of a Delaware statutory trust shall be entitled to the same limitations of liability extended to shareholders of private for-profit corporations. There is a remote possibility, however, that shareholders could, under certain circumstances, be held liable for the obligations of the Trust to the extent the courts of another state which does not recognize such limited liability were to apply the laws of such state to a controversy involving such obligations. The Trust Agreement disclaims shareholder liability for acts or obligations of the Trust and requires that notice of such disclaimer be given in each agreement, obligation or instrument entered into or executed by the Trust or the trustees to all parties, and each party thereto must expressly waive all rights of action directly against shareholders of the Trust. The Trust Agreement provides for indemnification out of the property of a Fund for all losses and expenses of any shareholder of such Fund held liable on account of being or having been a shareholder. Thus, the risk of a shareholder incurring financial loss due to shareholder liability is limited to circumstances in which a Fund is unable to meet its obligations and the complaining party is not held to be bound by the disclaimer.
The trustees and officers of the Trust will not be liable for any act, omission or obligation of the Trust or any Trustee or officer; however, a trustee or officer is not protected against any liability to the Trust or to the shareholders to which a trustee or officer would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office with the Trust ("Disabling Conduct"). The Trust's By-laws generally provide for indemnification by the Trust of the trustees, the officers and employees or agents of the Trust, provided that such persons have not engaged in Disabling Conduct. Indemnification does not extend to judgments or amounts paid in settlement in any actions by or in the right of the Trust. The Trust's Bylaws provide for the advancement of payments to current and former trustees, officers and employees or agents of the Trust, or anyone serving at their request, in connection with the preparation and presentation of a defense to any claim, action, suit or proceeding, expenses for which such person would be entitled to indemnification; provided that any advancement of payments would be reimbursed unless it is ultimately determined that such person is entitled to indemnification for such expenses.
SHARE CERTIFICATES. Shareholders of the Funds do not have the right to demand or require the Trust to issue share certificates and share certificates are not issued.
DESCRIPTION OF THE FUNDS AND THEIR INVESTMENTS AND RISKS
CLASSIFICATION
The Trust is an open-end management investment company. Each of the Funds is "diversified" for purposes of the 1940 Act.
INVESTMENT STRATEGIES AND RISKS
Set forth below are detailed descriptions of the various types of securities and investment techniques that the Funds' advisor, AIM may use in managing the Funds, as well as the risks associated with those types of securities and investment techniques. The descriptions of the types of securities and investment techniques below supplement the discussion of principal investment strategies and risks contained in each Fund's Prospectus; where a particular type of security or investment technique is not discussed in a Fund's Prospectus, that security or investment technique is not a principal investment strategy.
Not all of the Funds invest in all of the types of securities or use all of the investment techniques described below, and a fund may not invest in all of these types of securities or use all of these techniques at any one time. A Fund's transactions in a particular type of security or use of a particular technique is subject to limitations imposed by a Fund's investment objective, policies and restrictions described in that Fund's Prospectus and/or this Statement of Additional Information, as well as the federal securities laws. In addition to those described below, AIM may invest in other types of securities and may use other investment techniques in managing the Funds, subject to limitations imposed by a Fund's investment objective, policies and restrictions described in that Fund's Prospectus and/or this Statement of Additional Information, as well as the federal securities laws.
The Funds' investment objectives, policies, strategies and practices described below are non-fundamental unless otherwise indicated.
Debt Investments
U.S. GOVERNMENT OBLIGATIONS. Each Fund may invest in U.S. Government obligations. Obligations issued or guaranteed by the U.S. Government, its agencies and instrumentalities including bills, notes and bonds issued by the U.S. Treasury, as well as "stripped" or "zero coupon" U.S. Treasury obligations representing future interest or principal payments on U.S. Treasury notes or bonds. Stripped securities are sold at a discount to their "face value," and may exhibit greater price volatility than interest-bearing securities since investors receive no payment until maturity. Obligations of certain agencies and instrumentalities of the U.S. Government, such as the Government National Mortgage Association ("GNMA"), are supported by the full faith and credit of the U.S. Treasury; others, such as those of the Federal National Mortgage Association ("FNMA"), are supported by the right of the issuer to borrow from the U.S. Treasury; others, such as those of the Student Loan Marketing Association ("SLMA"), are supported by the discretionary authority of the U.S. Government to purchase the agency's obligations; still others, though issued by an instrumentality chartered by the U.S. Government, like the Federal Farm Credit Bureau ("FFCB"), are supported only by the credit of the instrumentality. The U.S. Government may choose not to provide financial support to U.S. Government-sponsored agencies or instrumentalities if it is not legally obligated to do so, in which such case if the issuer were to default, the Fund holding securities of such issuer might not be able to recover their investments.
RULE 2A-7 REQUIREMENTS. Money market instruments in which the AIM Tax-Exempt Cash Fund will invest will be "Eligible Securities" as defined in Rule 2a-7 under the 1940 Act, as such Rule may be amended from time to time. An Eligible Security is generally a rated security with a remaining maturity of 397 calendar days or less that has been rated by the Requisite NRSROs (as defined below) in one of the two highest short-term rating categories, or a security issued by an issuer that has received a rating by the Requisite NRSROs in one of the two highest short-term rating categories with respect to a class of debt obligations (or any debt obligation within that class). Eligible Securities may also include unrated securities determined by AIM (under the supervision of and pursuant to guidelines established by the Board) to be of comparable quality to such rated securities. Eligible securities also include securities issued by a registered investment company that is a money market fund and U.S. government securities. If an unrated security is subject to a guarantee, to be an Eligible Security, the guarantee generally must have received a rating from an NRSRO in one of the two highest short-term rating categories or be issued by a guarantor that has received a rating from an NRSRO in one of the two highest short-term rating categories with respect to a class of debt obligations (or any debt obligation within that class). The term "Requisite NRSRO" means (a) any two nationally recognized statistical rating organizations (NRSROs) that have issued a rating with respect to a security or class of debt obligations of an issuer, or (b) if only one NRSRO has issued a rating with respect to such security or issuer at the time the Fund acquires the security, that NRSRO.
Should AIM Tax-Exempt Cash Fund invest in "Second Tier Securities" as defined in Rule 2a-7 under the 1940 Act, as such Rule may be amended from time to time, it will limit its investments in Second Tier Securities such that, immediately after the acquisition of any Second Tier Security, (i) no more than 5% of the Fund's total assets will be invested in Second Tier Securities and (ii) no more than the greater of 1%
of the Fund's total assets or $1 million will be invested in securities issued by that issuer that are Second Tier Securities.
Maturities. AIM Tax-Exempt Cash Fund will attempt to maintain a constant net asset value per share of $1.00 and, to this end, values its assets by the amortized cost method and rounds the per share net asset value of its shares in compliance with applicable rules and regulations. Accordingly, the Fund invests only in securities having remaining maturities of 397 days or less and maintains a dollar weighted average portfolio maturity of 90 days or less. The maturity of a security held by the Fund is determined in compliance with applicable rules and regulations. Certain securities bearing interest at rates that are adjusted prior to the stated maturity of the instrument or that are subject to redemption or repurchase agreements are deemed to have maturities shorter than their stated maturities.
MORTGAGE-BACKED AND ASSET-BACKED SECURITIES. AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund may invest in mortgage-backed and asset-backed securities. Mortgage-backed securities are mortgage-related securities issued or guaranteed by the U.S. Government, its agencies and instrumentalities, or issued by nongovernment entities. Mortgage-related securities represent pools of mortgage loans assembled for sale to investors by various government agencies such as GNMA and government-related organizations such as FNMA and the Federal Home Loan Mortgage Corporation ("FHLMC"), as well as by nongovernment issuers such as commercial banks, savings and loan institutions, mortgage bankers and private mortgage insurance companies. Although certain mortgage-related securities are guaranteed by a third party or otherwise similarly secured, the market value of the security, which may fluctuate, is not so secured.
There are a number of important differences among the agencies and instrumentalities of the U.S. Government that issue mortgage-related securities and among the securities they issue. Mortgage-related securities issued by GNMA include GNMA Mortgage Pass-Through Certificates (also known as "Ginnie Maes") which are guaranteed as to the timely payment of principal and interest. That guarantee is backed by the full faith and credit of the U.S. Treasury. GNMA is a corporation wholly owned by the U.S. Government within the Department of Housing and Urban Development. Mortgage-related securities issued by FNMA include FNMA Guaranteed Mortgage Pass-Through Certificates (also known as "Fannie Maes") and are guaranteed as to payment of principal and interest by FNMA itself and backed by a line of credit with the U.S. Treasury. FNMA is a government-sponsored entity wholly owned by public stockholders. Mortgage-related securities issued by FHLMC include FHLMC Mortgage Participation Certificates (also known as "Freddie Macs") guaranteed as to payment of principal and interest by FHLMC itself and backed by a line of credit with the U.S. Treasury. FHLMC is a government-sponsored entity wholly owned by public stockholders.
Other asset-backed securities are structured like mortgage-backed securities, but instead of mortgage loans or interests in mortgage loans, the underlying assets may include such items as motor vehicle installment sales or installment loan contracts, leases of various types of real and personal property, and receivables from credit card agreements. Regular payments received in respect of such securities include both interest and principal. Asset-backed securities typically have no U.S. Government backing. Additionally, the ability of an issuer of asset-backed securities to enforce its security interest in the underlying assets may be limited.
If a Fund purchases a mortgage-backed or other asset-backed security at a premium, that portion may be lost if there is a decline in the market value of the security whether resulting from changes in interest rates or prepayments in the underlying collateral. As with other interest-bearing securities, the prices of such securities are inversely affected by changes in interest rates. Although the value of a mortgage-backed or other asset-backed security may decline when interest rates rise, the converse is not necessarily true, since in periods of declining interest rates the mortgages and loans underlying the securities are prone to prepayment, thereby shortening the average life of the security and shortening the period of time over which income at the higher rate is received. When interest rates are rising, the rate of prepayment tends to decrease, thereby lengthening the period of time over which income at the lower rate is received. For these and other reasons, a mortgage-backed or other asset-backed security's
average maturity may be shortened or lengthened as a result of interest rate fluctuations and, therefore, it is not possible to predict accurately the security's return.
BANK INSTRUMENTS. The Funds may invest in certificates of deposits, time deposits, and bankers' acceptances from U.S. banks. A certificate of deposit is a negotiable interest-bearing instrument with a specific maturity. Certificates of deposit are issued by banks and savings and loan institutions in exchange for the deposit of funds, and normally can be traded in the secondary market prior to maturity. A time deposit is a non-negotiable receipt issued by a bank in exchange for the deposit of funds. Like a certificate of deposit, it earns a specified rate of interest over a definite period of time; however, it cannot be traded in the secondary market. A banker's acceptance is a bill of exchange or time draft drawn on and accepted by a commercial bank.
COMMERCIAL INSTRUMENTS. Each Fund may invest in commercial instruments, including commercial paper, master notes and other short-term corporate instruments, that are denominated in U.S. dollars. Commercial paper consists of short-term promissory notes issued by corporations. Commercial paper may be traded in the secondary market after its issuance. Master notes are demand notes that permit the investment of fluctuating amounts of money at varying rates of interest pursuant to arrangements with issuers who meet the quality criteria of the Fund. The interest rate on a master note may fluctuate based upon changes in specified interest rates or be reset periodically according to a prescribed formula or may be a set rate. Although there is no secondary market in master demand notes, if such notes have a demand feature, the payee may demand payment of the principal amount of the note upon relatively short notice. Master notes are generally illiquid and therefore subject to the Funds' percentage limitation for investments in illiquid securities.
PARTICIPATION INTERESTS. AIM High Income Municipal Fund may purchase participations in corporate loans. Participation interests generally will be acquired from a commercial bank or other financial institution (a "Lender") or from other holders of a participation interest (a "Participant"). The purchase of a participation interest either from a Lender or a Participant will not result in any direct contractual relationship with the borrowing company ("the Borrower"). A fund generally will have no right directly to enforce compliance by the Borrower with the terms of the credit agreement. Instead, a Fund will be required to rely on the Lender or the Participant that sold the participation interest both for the enforcement of the Fund's rights against the Borrower and for the receipt and processing of payments due to the Fund under the loans. Under the terms of a participation interest, a Fund may be regarded as a creditor of the participant and thus the Fund is subject to the credit risk of both the Borrower and a Lender or a Participant. Participation interests are generally subject to restrictions on resale. The Fund considers participation interests to be illiquid and therefore subject to the Fund's percentage limitation for investments in illiquid securities.
MUNICIPAL SECURITIES. Each Fund may invest in municipal securities. "Municipal Securities" include debt obligations of states, territories and possessions of the United States and the District of Columbia and their political subdivisions, agencies and instrumentalities, authorities thereof, and multi-state agencies, issued to obtain funds for various public purposes, including the construction of a wide range of public facilities such as airports, bridges, highways, housing, hospitals, mass transportation, schools, streets and water and sewer works.
Other public purposes for which Municipal Securities may be issued include the refunding of outstanding obligations, obtaining funds for general operating expenses and lending such funds to other public institutions and facilities. In addition, certain types of industrial development bonds are issued by or on behalf of public authorities to obtain funds to provide for the construction, equipment, repair or improvement of privately operated housing facilities, airport, mass transit, industrial, port or parking facilities, air or water pollution control facilities and certain local facilities for water supply, gas, electricity or sewage or solid waste disposal. The principal and interest payments for industrial development bonds or pollution control bonds are often the sole responsibility of the industrial user and therefore may not be backed by the taxing power of the issuing municipality. The interest paid on such bonds may be exempt from federal income tax, although current federal tax laws place substantial limitations on the purposes and size of such issues. Such obligations are considered to be Municipal Securities provided that the
interest paid thereon, in the opinion of bond counsel, qualifies as exempt from federal income tax. However, interest on Municipal Securities may give rise to a federal alternative minimum tax liability and may have other collateral federal income tax consequences. See "Dividends, Distributions and Tax Matters - Tax Matters."
The two major classifications of Municipal Securities are bonds and notes. Bonds may be further classified as "general obligation" or "revenue" issues. General obligation bonds are secured by the issuer's pledge of its full faith, credit and taxing power for the payment of principal and interest. Revenue bonds are payable from the revenues derived from a particular facility or class of facilities, and in some cases, from the proceeds of a special excise or other specific revenue source, but not from the general taxing power. Tax-exempt industrial development bonds are in most cases revenue bonds and do not generally carry the pledge of the credit of the issuing municipality. Notes are short-term instruments which usually mature in less than two years. Most notes are general obligations of the issuing municipalities or agencies and are sold in anticipation of a bond sale, collection of taxes or receipt of other revenues. There are, of course, variations in the risks associated with Municipal Securities, both within a particular classification and between classifications. The Funds' assets may consist of any combination of general obligation bonds, revenue bonds, industrial revenue bonds and notes. The percentage of such Municipal Securities held by a Fund will vary from time to time.
Municipal Securities also include the following securities:
- Bond Anticipation Notes usually are general obligations of state and local governmental issuers which are sold to obtain interim financing for projects that will eventually be funded through the sale of long-term debt obligations or bonds.
- Tax Anticipation Notes are issued by state and local governments to finance the current operations of such governments. Repayment is generally to be derived from specific future tax revenues. Tax anticipation notes are usually general obligations of the issuer.
- Revenue Anticipation Notes are issued by governments or governmental bodies with the expectation that future revenues from a designated source will be used to repay the notes. In general, they also constitute general obligations of the issuer.
- Tax-Exempt Commercial Paper (Municipal Paper) is similar to taxable commercial paper, except that tax-exempt commercial paper is issued by states, municipalities and their agencies.
AIM Tax-Free Intermediate Fund and AIM Tax-Exempt Cash Fund limit their investment in certain types of Municipal Securities as follows: (i) less than 25% of its total assets will be invested in securities of issuers who are located in the same state; (ii) less than 25% of its total assets will be invested in industrial development bonds; and (iii) less than 25% of its total assets will be invested in securities the interest on which is paid from revenues of similar type projects (similar project securities). However, industrial development bonds and similar project securities will not be counted towards the applicable 25% limit if they are subject to a guarantee, including a letter of credit, financial guaranty insurance, or are refunded securities (meaning that payments of principal and interest on such securities are paid by U.S. government securities that have been irrevocably placed in an escrow account and are pledged only to such payments).
AIM High Income Municipal Fund also may purchase participation interests or custodial receipts from financial institutions. These participation interests give the purchaser an undivided interest in one or more underlying Municipal Securities.
Subsequent to its purchase by a Fund, an issue of Municipal Securities may cease to be rated by Moody's Investors Service, Inc. ("Moody's") or Standard and Poor's Ratings Services ("S&P"), or another NRSRO, or the rating of such a security may be reduced below the minimum rating required for purchase by a Fund. Neither event would require a Fund to dispose of the security, but AIM will consider such
events to be relevant in determining whether the Fund should continue to hold the security. To the extent that the ratings applied by Moody's, S&P or another NRSRO to Municipal Securities may change as a result of changes in these rating systems, a Fund will attempt to use comparable ratings as standards for its investments in Municipal Securities in accordance with the investment policies described herein.
There is a risk that some or all of the interest received by a Fund from Municipal Securities might become taxable as a result of tax law changes or determinations of the Internal Revenue Service.
The yields on Municipal Securities are dependent on a variety of factors, including general economic and monetary conditions, money market factors, conditions of the Municipal Securities market, size of a particular offering, and maturity and rating of the obligation. Generally, the yield realized by a Fund's shareholders will be the yield realized by the Fund on its investments, reduced by the general expenses of the Fund and the Trust. The market values of the Municipal Securities held by a Fund will be affected by changes in the yields available on similar securities. If yields increase following the purchase of a Municipal Security, the market value of such Municipal Security will generally decrease. Conversely, if yields decrease, the market value of a Municipal Security will generally increase.
Maturities. AIM Tax-Free Intermediate Fund will maintain a dollar weighted average maturity of at least three years and not more than ten years. For purposes of this limitation, the maturity of an instrument will be considered to be the earlier of:
(a) the stated maturity of the instrument; or
(b) the date, if any, on which the issuer has agreed to redeem or purchase the instrument; or
(c) in the case of a variable rate instrument, the next date on which the coupon rate is to be adjusted.
AIM High Income Municipal Fund may invest its assets without regard to the maturity of the various securities it purchases, and will not seek to maintain any particular average portfolio maturity.
Quality Standards. The following quality standards apply at the time a security is purchased. Information concerning the ratings criteria of Moody's, S&P, and Fitch Investors Service, Inc. ("Fitch") appears herein under "Appendix A - Ratings of Debt Securities".
AIM Tax-Free Intermediate Fund. At least 80% of the Fund's assets will normally be invested in Municipal Securities to be of investment grade because they meet one of the following quality criteria:
(a) They are rated within the four highest ratings for municipal obligations by Moody's (Aaa, Aa, A or Baa) or S&P (AAA, AA, A or BBB), or have received a comparable rating from another NRSRO;
(b) (1) They are rated within the three highest ratings for short-term municipal obligations by Moody's (MIG /VMIG 1/P-1, MIG 2/VMIG 2/P-2 or MIG 3/VMIG 3/P-3), (2) they are rated within the two highest ratings for short-term municipal obligations by S&P (SP-1/A-1 or SP-2/A-2), or (3) have received a comparable rating from another NRSRO;
(c) They are guaranteed as to payment of principal and interest by the U. S. Government;
(d) They are fully collateralized by an escrow of U.S. Government or other high quality securities; or
(e) Unrated securities, if (1) other Municipal Securities of the same issuer are rated BBB or better by an NRSRO, or (2) they are deemed by the portfolio managers to be of comparable quality.
AIM Tax-Free Intermediate Fund invests in securities backed by insurance companies and other financial institutions. Therefore, changes in the financial condition of these institutions could cause losses to the Fund and affect its share price.
Because a limited number of entities provide such insurance, the Fund may invest more than 25% of its assets in securities insured by the same insurance company.
AIM Tax-Exempt Cash Fund. Since AIM Tax-Exempt Cash Fund invests in securities backed by banks and other financial institutions, changes in the credit quality of these institutions could cause losses to the Fund and affect its share price.
Insurance. AIM High Income Municipal Fund may purchase insurance for non-insured Municipal Securities in which it invests. The purchase of such insurance is expected to enhance the value of the security for which insurance is purchased. The cost of purchasing such insurance would be an expense of the Fund.
Other Considerations. The ability of each of AIM Tax-Exempt Cash Fund and AIM Tax-Free Intermediate Fund to achieve their respective investment objectives depends upon the continuing ability of the issuers or guarantors of Municipal Securities held by the Funds to meet their obligations for the payment of interest and principal when due. The securities in which such Funds invest may not yield as high a level of current income as longer term or lower grade securities, which generally have less liquidity and greater fluctuation in value.
AIM Tax-Free Intermediate Fund will invest its assets so that 80% of the Fund's assets will be invested in securities that generate interest that is exempt from Federal income taxes. The Fund will seek to avoid the purchase of "private activity bonds" the interest on which could give rise to an alternative minimum tax liability for individuals and other noncorporate shareholders.
SYNTHETIC MUNICIPAL INSTRUMENTS. The Funds may invest in synthetic municipal instruments the value of and return on which are derived from underlying securities. AIM believes that certain synthetic municipal instruments provide opportunities for mutual funds to invest in high credit quality securities providing attractive returns, even in market conditions where the supply of short-term tax-exempt instruments may be limited. Synthetic municipal instruments comprise a large percentage of tax-exempt securities eligible for purchase by tax-exempt money market funds. The types of synthetic municipal instruments in which the Fund may invest include tender option bonds and variable rate trust certificates. Both types of instruments involve the deposit into a trust or custodial account of one or more long-term tax-exempt bonds or notes ("Underlying Bonds"), and the sale of certificates evidencing interests in the trust or custodial account to investors such as the Fund. The trustee or custodian receives the long-term fixed rate interest payments on the Underlying Bonds, and pays certificate holders short-term floating or variable interest rates that are reset periodically. A "tender option bond" provides a certificate holder with the conditional right to sell its certificate to the Sponsor or some designated third party at specified intervals and receive the par value of the certificate plus accrued interest (a demand feature). A "variable rate trust certificate" evidences an interest in a trust entitling the certificate holder to receive variable rate interest based on prevailing short-term interest rates and also typically providing the certificate holder with the conditional demand feature the right to tender its certificate at par value plus accrued interest.
All synthetic municipal instruments must meet the minimum quality standards for AIM Tax-Exempt Cash Fund's investments and must present minimal credit risks. In selecting synthetic municipal instruments for the Fund, AIM considers the creditworthiness of the issuer of the Underlying Bond, the Sponsor and the party providing certificate holders with a conditional right to sell their certificates at stated times and prices (a demand feature). Typically, a certificate holder cannot exercise the demand feature upon the occurrence of certain conditions, such as where the issuer of the Underlying Bond defaults on interest payments. Moreover, because synthetic municipal instruments involve a trust or custodial account and a third party conditional demand feature, they involve complexities and potential risks that may not be present where a municipal security is owned directly.
The tax-exempt character of the interest paid to certificate holders is based on the assumption that the holders have an ownership interest in the Underlying Bonds; however, the Internal Revenue Service has not issued a ruling addressing this issue. In the event the Internal Revenue Service issues an adverse ruling or successfully litigates this issue, it is possible that the interest paid to AIM Tax-Exempt Cash Fund on certain synthetic municipal instruments would be deemed to be taxable. AIM Tax-Exempt Cash Fund relies on opinions of special tax counsel provided to the trustees and others on this ownership question and opinions of bond counsel regarding the tax-exempt character of interest paid on the Underlying Bonds.
MUNICIPAL LEASE OBLIGATIONS. AIM High Income Municipal Fund and AIM Tax-Exempt Cash Fund may invest in municipal lease obligations. Municipal lease obligations, a type of Municipal Security, may take the form of a lease, an installment purchase or a conditional sales contract. Municipal lease obligations are issued by state and local governments and authorities to acquire land, equipment and facilities such as state and municipal vehicles, telecommunications and computer equipment, and other capital assets. Interest payments on qualifying municipal leases are exempt from federal income taxes. Each Fund may purchase these obligations directly, or it may purchase participation interests in such obligations. Municipal leases are generally subject to greater risks than general obligation or revenue bonds. State laws set forth requirements that states or municipalities must meet in order to issue municipal obligations, and such obligations may contain a covenant by the issuer to budget for, appropriate, and make payments due under the obligation. However, certain municipal lease obligations may contain "non-appropriation" clauses which provide that the issuer is not obligated to make payments on the obligation in future years unless funds have been appropriated for this purpose each year. Accordingly, such obligations are subject to "non-appropriation" risk. While municipal leases are secured by the underlying capital asset, it may be difficult to dispose of such assets in the event of non-appropriation or other default. All direct investments by a Fund in municipal lease obligations shall be deemed illiquid and shall be valued according to the Fund's Procedures for Valuing Securities current at the time of such valuation.
INVESTMENT GRADE DEBT OBLIGATIONS. Each Fund may invest in U.S. dollar-denominated debt obligations issued or guaranteed by U.S. corporations or U.S. commercial banks. Such debt obligations include, among others, bonds, notes, debentures and variable rate demand notes. In choosing corporate debt securities on behalf of a Fund, its investment adviser may consider (i) general economic and financial conditions; (ii) the specific issuer's (a) business and management, (b) cash flow, (c) earnings coverage of interest and dividends, (d) ability to operate under adverse economic conditions, (e) fair market value of assets; and, (iii) other considerations deemed appropriate.
Each Fund may from time to time invest in taxable short-term investments ("Taxable Investments") consisting of obligations of the U.S. Government, its agencies or instrumentalities, banks and corporations, short-term fixed income securities, and repurchase agreements/reverse repurchase agreements (instruments under which the seller agrees to repurchase the security at a specified time and price) relating thereto; commercial paper rated within the highest rating category by a recognized rating agency; and certificates of deposit of domestic banks. A Fund may invest in Taxable Investments, for example, due to market conditions or pending the investment of proceeds from the sale of its shares or proceeds from the sale of portfolio securities or in anticipation of redemptions. Although interest earned from Taxable Investments will be taxable to shareholders as ordinary income, the Funds generally intend to minimize taxable income through investment, when possible, in short-term tax-exempt securities, which may include shares of other investment companies whose dividends are tax-exempt. See also "Dividends, Distributions and Tax Matters."
JUNK BONDS. AIM Tax-Free Intermediate Fund may invest up to 20% of its total assets in Municipal Securities which are junk bonds, and the interest of which is exempt from federal income taxes (including the alternative minimum tax). AIM High Income Municipal Fund will usually maintain, under normal market conditions, at least 80% of its assets in a diversified portfolio of Municipal Securities which are junk bonds, and the interest of which is exempt from federal income taxes (including the alternative minimum tax.
Junk bonds are lower-rated or non-rated debt securities. Junk bonds are considered speculative with respect to their capacity to pay interest and repay principal in accordance with the terms of the obligation. While generally providing greater income and opportunity for gain, non-investment grade debt securities are subject to greater risks than higher-rated securities.
Companies that issue junk bonds are often highly leveraged, and may not have more traditional methods of financing available to them. During an economic downturn or recession, highly leveraged issuers of high yield securities may experience financial stress, and may not have sufficient revenues to meet their interest payment obligations. Economic downturns tend to disrupt the market for junk bonds, lowering their values, and increasing their price volatility. The risk of issuer default is higher with respect to junk bonds because such issues may be subordinated to other creditors of the issuer.
The credit rating of a junk bond does not necessarily address its market value risk, and ratings may from time to time change to reflect developments regarding the issuer's financial condition. The lower the rating of a junk bond, the more speculative its characteristics.
AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund may have difficulty selling certain junk bonds because they may have a thin trading market. The lack of a liquid secondary market may have an adverse effect on the market price and a Fund's ability to dispose of particular issues and may also make it more difficult for the Fund to obtain accurate market quotations of valuing these assets. In the event a Fund experiences an unexpected level of net redemptions, the Fund could be forced to sell its junk bonds at an unfavorable price. Prices of junk bonds have been found to be less sensitive to fluctuations in interest rates, and more sensitive to adverse economic changes and individual corporate developments than those of higher-rated debt securities.
Descriptions of debt securities ratings are found in Appendix A.
Other Investments
OTHER INVESTMENT COMPANIES. Each Fund may purchase shares of other investment companies. For each Fund, the 1940 Act imposes the following restrictions on investments in other investment companies: (i) a Fund may not purchase more than 3% of the total outstanding voting stock of another investment company; (ii) a Fund may not invest more than 5% of its total assets in securities issued by another investment company; and (iii) a Fund may not invest more than 10% of its total assets in securities issued by other investment companies. These restrictions do not apply to investments by the Funds in investment companies that are money market funds, including money market funds that have AIM or an affiliate of AIM as an investment advisor (the "Affiliated Money Market Funds").
With respect to a Fund's purchase of shares of another investment company, including an Affiliated Money Market Fund, the Fund will indirectly bear its proportionate share of the advisory fees and other operating expenses of such investment company.
EXCHANGE-TRADED FUNDS. Each Fund may purchase shares of exchange-traded funds ("ETFs"). Most ETFs are registered under the 1940 Act as investment companies. Therefore, a Fund's purchase of shares of an ETF may be subject to the restrictions on investments in other investment companies discussed above under "Other Investment Companies."
ETFs hold portfolios of securities, commodities and/or currencies that are designed to replicate, as closely as possible before expenses, the price and/or yield of (i) a specified market or other index; (ii) a basket of securities, commodities or currencies; or (iii) a particular commodity or currency. The performance results of ETFs will not replicate exactly the performance of the pertinent index, basket, commodity or currency due to transaction and other expenses, including fees to service providers, borne by ETFs. ETF shares are sold and redeemed at net asset value only in large blocks called creation units and redemption units, respectively. ETF shares also may be purchased and sold in secondary market trading on national securities exchanges, which allows investors to purchase and sell ETF shares at their market price throughout the day.
Investments in ETFs involve the same risks associated with a direct investment in the commodity or currency, or in the types of securities, commodities and/or currencies included in the indices or baskets the ETFs are designed to replicate. In addition, shares of an ETF may trade at a market price that is less than their net asset value and an active trading market in such shares may not develop or continue. Moreover, trading of an ETF's shares may be halted if the listing exchange's officials deem such action to be appropriate, the shares are de-listed from the exchange, or the activation of market-wide "circuit breakers" (which are tied to large decreases in stock prices) halts stock trading generally. Finally there can be no assurance that the portfolio of securities, commodities and/or currencies purchased by an ETF to replicate (i) a particular index or basket will replicate such index or basket; or (ii) a commodity or currency will replicate the prices of such commodity or currency.
DEFAULTED SECURITIES. AIM High Income Municipal Fund may invest up to 10% of its total assets in defaulted securities. In order to enforce its rights in defaulted securities, AIM High Income Municipal Fund may be required to participate in various legal proceedings or take possession of and manage assets securing the issuer's obligations on the defaulted securities. This could increase AIM High Income Municipal Fund's operating expenses and adversely affect its net asset value. Any income derived from the ownership or operation of such assets would not be tax-exempt. The ability of a holder of a defaulted tax-exempt security to enforce the terms of that security in a bankruptcy proceeding may be more limited than would be the case with respect to securities of private issuers. Any investments by AIM High Income Municipal Fund in defaulted securities will also be considered illiquid securities subject to the limitations described herein, unless AIM determines that such defaulted securities are liquid under guidelines adopted by the Board.
MUNICIPAL FORWARD CONTRACTS. AIM High Income Municipal Fund may invest up to 5% of the value of its total assets in municipal forward contracts. A municipal forward contract is a Municipal Security which is purchased on a when-issued basis with delivery taking place up to five years from the date of purchase. AIM will monitor the liquidity, value, credit quality and delivery of the security under the supervision of the Board of Trustees.
VARIABLE OR FLOATING RATE INSTRUMENTS. Each Fund may invest in Municipal Securities which have variable or floating interest rates which are readjusted on set dates (such as the last day of the month or calendar quarter) in the case of variable rates or whenever a specified interest rate change occurs in the case of a floating rate instrument. Variable or floating interest rates generally reduce changes in the market price of Municipal Securities from their original purchase price because, upon readjustment, such rates approximate market rates. Accordingly, as interest rates decrease or increase, the potential for capital appreciation or depreciation is less for variable or floating rate Municipal Securities than for fixed rate obligations. Many Municipal Securities with variable or floating interest rates purchased by a Fund are subject to payment of principal and accrued interest (usually within seven days) on the Fund's demand. The terms of such demand instruments require payment of principal and accrued interest by the issuer, a guarantor, and/or a liquidity provider. All variable or floating rate instruments will meet the applicable quality standards of a Fund. AIM will monitor the pricing, quality and liquidity of the variable or floating rate Municipal Securities held by the Funds.
AIM High Income Municipal Fund may invest in inverse floating rate obligations or residual interest bonds, or other obligations or certificates related to such securities which have similar features. These types of obligations generally have floating or variable interest rates that move in the opposite direction of short-term interest rates, and generally increase or decrease in value in response to changes in short-term interest rates at a rate which is a multiple (typically two) of the rate at which long-term fixed rate tax-exempt securities increase or decrease in response to such changes. As a result, such obligations have the effect of providing investment leverage and may be more volatile than long-term fixed rate tax-exempt securities.
INDEXED SECURITIES. AIM High Income Municipal Fund may invest in indexed securities the value of which is linked to interest rates, commodities, indices or other financial indicators. Most indexed securities are short to intermediate term fixed income securities whose values at maturity (principal value)
or interest rates rise or fall according to changes in the value of one or more specified underlying instruments. Indexed securities may be positively or negatively indexed (i.e., their principal value or interest rates may increase or decrease if the underlying instrument appreciates), and may have return characteristics similar to direct investments in the underlying instrument or to one or more options on the underlying instrument. Indexed securities may be more volatile than the underlying instrument itself and could involve the loss of all or a portion of the principal amount of the indexed security.
ZERO-COUPON AND PAY-IN-KIND SECURITIES. AIM High Income Municipal Fund may, but does not currently intend to, invest in zero-coupon or pay-in-kind securities. These securities are debt securities that do not make regular cash interest payments. Zero-coupon securities are sold at a deep discount to their face value. Pay-in-kind securities pay interest through the issuance of additional securities. Because zero-coupon and pay-in-kind securities do not pay current cash income, the price of these securities can be volatile when interest rates fluctuate. While these securities do not pay current cash income, federal tax law requires the holders of zero-coupon and pay-in-kind securities to include in income each year the portion of the original issue discount (or deemed discount) and other non-cash income on such securities accrued during that year. In order to qualify as a "regulated investment company" under the Internal Revenue Code of 1986, as amended (the "Code") and to avoid certain excise taxes, AIM High Income Municipal Fund may be required to distribute a portion of such discount and income, and may be required to dispose of other portfolio securities, which could occur during periods of adverse market prices, in order to generate sufficient cash to meet these distribution requirements.
Investment Techniques
DELAYED DELIVERY TRANSACTIONS. Delayed delivery transactions, also referred to as forward commitments, involve commitments by a Fund to dealers or issuers to acquire or sell municipal securities at a specified future date beyond the customary settlement for such securities. These commitments may fix the payment price and interest rate to be received or paid on the investment. Each Fund may purchase municipal securities on a delayed delivery basis to the extent it can anticipate having available cash on settlement date. Delayed delivery agreements will not be used as a speculative or leveraging technique.
Investment in municipal securities on a delayed delivery basis may increase a Fund's exposure to market fluctuation and may increase the possibility that the Fund will incur short-term gains subject to federal taxation or short-term losses if the Fund must engage in portfolio transactions in order to honor a delayed delivery commitment. Until the settlement date, a Fund will segregate liquid assets of a dollar value sufficient at all times to make payment for the delayed delivery transactions. Such segregated liquid assets will be marked-to-market daily, and the amount segregated will be increased if necessary to maintain adequate coverage of the delayed delivery commitments. No additional delayed delivery agreements or when-issued commitments (as described below) will be made by a Fund if, as a result, more than 25% of the Fund's total assets would become so committed.
The delayed delivery municipal securities, which will not begin to accrue interest or dividends until the settlement date, will be recorded as an asset of a Fund and will be subject to the risk of market fluctuation. The purchase price of the delayed delivery municipal securities is a liability of a Fund until settlement. Absent extraordinary circumstances, a Fund will not sell or otherwise transfer the delayed delivery securities prior to settlement.
A Fund may enter into buy/sell back transactions (a form of delayed delivery agreement). In a buy-sell back transaction, a Fund enters a trade to sell securities at one price and simultaneously enters a trade to buy the same securities at another price for settlement at a future date.
WHEN-ISSUED SECURITIES. Each Fund may purchase when-issued securities. Purchasing municipal securities on a "when-issued" basis means that the date for delivery of and payment for the securities is not fixed at the date of purchase, but is set after the securities are issued. The payment obligation and, if applicable, the interest rate that will be received on the securities are fixed at the time
the buyer enters into the commitment. A Fund will only make commitments to purchase such securities with the intention of actually acquiring such securities, but the Fund may sell these securities before the settlement date if it is deemed advisable.
Securities purchased on a when-issued basis and the securities held in a Fund's portfolio are subject to changes in market value based upon the public's perception of the creditworthiness of the issuer and, if applicable, changes in the level of interest rates. Therefore, if a Fund is to remain substantially fully invested at the same time that it has purchased securities on a when-issued basis, there will be a possibility that the market value of the Fund's assets will fluctuate to a greater degree. Furthermore, when the time comes for the Fund to meet its obligations under when-issued commitments, the Fund will do so by using then available cash flow, by sale of the segregated liquid assets, by sale of other securities or, although it would not normally expect to do so, by directing the sale of the when-issued securities themselves (which may have a market value greater or less than the Fund's payment obligation).
Investment in securities on a when-issued basis may increase a Fund's exposure to market fluctuation and may increase the possibility that the Fund will incur short-term gains subject to federal taxation or short-term losses if the Fund must sell another security in order to honor a when-issued commitment. If a Fund purchases a when-issued security, the Fund will segregate liquid assets in an amount equal to the when-issued commitment. Such segregated liquid assets will be marked-to-market daily, and the amount segregated will be increased if necessary to maintain adequate coverage of the Fund's when-issued commitments. No additional delayed delivery agreements (as described above) or when-issued commitments will be made by a Fund if, as a result, more than 25% of the Fund's total assets would become so committed.
SHORT SALES. AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund may engage in short sales. A Fund will only make short sales "against the box," meaning that at all times when a short position is open the Fund owns an equal amount of such securities or securities convertible into, or exchangeable without payment of any further consideration for, securities of the same issue as, and in an amount equal to, the securities sold short. To secure its obligation to deliver the securities sold short against the box, a Fund will segregate with its custodian an equal amount of the securities sold short or securities convertible into or exchangeable for such securities. A Fund will not sell a security short if, as a result of such short sale, the aggregate market value of all securities sold short exceeds 10% of the Fund's total assets.
A Fund will make a short sale, as a hedge, when it believes that the price of a security may decline, causing a decline in the value of a security owned by the Fund or a security convertible into or exchangeable for such security, or when the Fund does not want to sell the security it owns, because it wishes to defer recognition of gain or loss for federal income tax purposes. In such case, any future losses in a Fund's long position should be reduced by a gain in the short position. Conversely, any gain in the long position should be reduced by a loss in the short position. The extent to which such gains or losses are reduced will depend upon the amount of the security sold short relative to the amount a Fund owns, either directly or indirectly, and, in the case where the Fund owns convertible securities, changes in the conversion premium. In determining the number of shares to be sold short against a Fund's position in a convertible security, the anticipated fluctuation in the conversion premium is considered.
Short sales against the box may afford a Fund an opportunity to earn additional current income to the extent the Fund is able to enter into arrangements with broker-dealers though which the short sales are executed to receive income with respect to the proceeds of the short sales during the period the Fund's short positions remain open. There is no assurance that a Fund will be able to enter into such arrangements.
Short sales against the box may be subject to special tax treatment as "constructive sales" and require a Fund to recognize any taxable gain unless an exception to the constructive sale rule applies. See "Dividends, Distributions and Tax Matters - Tax Matters - Determination of Taxable Income of a Regulated Investment Company."
MARGIN TRANSACTIONS. None of the Funds will purchase any security on margin, except that each Fund may obtain such short-term credits as may be necessary for the clearance of purchases and sales of portfolio securities. The payment by a Fund of initial or variation margin in connection with futures or related options transactions will not be considered the purchase of a security on margin.
INTERFUND LOANS. Each Fund may lend uninvested cash up to 15% of its net assets to other funds advised by AIM (the "AIM Funds") and each Fund may borrow from other AIM Funds to the extent permitted under such Fund's investment restrictions. During temporary or emergency periods, the percentage of a Fund's net assets that may be loaned to other AIM Funds may be increased as permitted by the SEC. If any interfund borrowings are outstanding, a Fund cannot make any additional investments. If a Fund has borrowed from other AIM Funds and has aggregate borrowings from all sources that exceed 10% of such Fund's total assets, such Fund will secure all of its loans from other AIM Funds. The ability of a Fund to lend its securities to other AIM Funds is subject to certain other terms and conditions.
BORROWING. Each Fund may borrow money to a limited extent for temporary or emergency purposes. If there are unusually heavy redemptions because of changes in interest rates or Fund performance, or for any other reason, a Fund may have to sell a portion of its investment portfolio at a time when it may be disadvantageous to do so. Selling fund securities under these circumstances may result in a lower net asset value per share or decreased dividend income, or both. The Trust believes that, in the event of abnormally heavy redemption requests, the Fund's borrowing ability would help to mitigate any such effects and could make the forced sale of their portfolio securities less likely. Additionally, a Fund is permitted to temporarily carry a negative or overdrawn balance in its account with its custodian bank. To compensate the custodian bank for such overdrafts, a Fund may either (i) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning interest on such funds; or (ii) compensate the custodian bank by paying it an agreed upon rate.
LENDING PORTFOLIO SECURITIES. Each Fund may lend its portfolio securities (principally to broker-dealers) where such loans are callable at any time and are continuously secured by segregated collateral equal to no less than the market value, determined daily, of the loaned securities. Such collateral will be cash, letters of credit, or debt securities issued or guaranteed by the U.S. Government or any of its agencies. Each Fund may lend portfolio securities to the extent of one-third of its total assets.
A Fund will not have the right to vote securities while they are on loan, but it can call a loan in anticipation of an important vote. The Fund would receive income in lieu of dividends on loaned securities and would, at the same time, earn interest on the loan collateral or on the investment of any cash collateral. Lending securities entails a risk of loss to the Fund if and to the extent that the market value of the loaned securities increases and the collateral is not increased accordingly, or in the event of a default by the borrower. The Fund could also experience delays and costs in gaining access to the collateral.
Any cash received as collateral for loaned securities will be invested, in accordance with a Fund's investment guidelines, in short-term money market instruments or Affiliated Money Market Funds. For purposes of determining whether a Fund is complying with its investment policies, strategies and restrictions, the Fund will consider the loaned securities as assets of the Fund, but will not consider any collateral received as a Fund asset.
REPURCHASE AGREEMENTS. Each Fund may engage in repurchase agreement transactions involving the types of securities in which it is permitted to invest. Repurchase agreements are agreements under which a Fund acquires ownership of a security from a broker-dealer or bank that agrees to repurchase the security at a mutually agreed upon time and price (which is higher than the purchase price), thereby determining the yield during the Fund's holding period. A Fund may, however, enter into a "continuing contract" or "open" repurchase agreement under which the seller is under a continuing obligation to repurchase the underlying obligation from the Fund on demand and the effective interest rate is negotiated on a daily basis.
If the seller of a repurchase agreement fails to repurchase the security in accordance with the terms of the agreement, the Fund might incur expenses in enforcing its rights, and could experience losses, including a decline in the value of the underlying security and loss of income. In addition, although the Bankruptcy Code and other insolvency laws may provide certain protections for some types of repurchase agreements, if the seller of a repurchase agreement should be involved in bankruptcy or insolvency proceedings, a Fund may incur delay and costs in selling the underlying security and may suffer a loss of principal and interest if the value of the underlying security declines. The securities underlying a repurchase agreement will be marked-to-market every business day so that the value of such securities is at least equal to the investment value of the repurchase agreement, including any accrued interest thereon.
The Funds may invest their cash balances in joint accounts with other AIM Funds for the purpose of investing in repurchase agreements with maturities not to exceed 60 days, and in certain other money market instruments with remaining maturities not to exceed 90 days. Repurchase agreements are considered loans by a Fund under the 1940 Act.
REVERSE REPURCHASE AGREEMENTS. Each Fund may enter into reverse repurchase agreements. Reverse repurchase agreements are agreements that involve the sale by a Fund of securities to financial institutions such as banks and broker-dealers, with an agreement that the Fund will repurchase the securities at an agreed upon price and date. During the reverse repurchase agreement period, a Fund continues to receive interest and principal payments on the securities sold. A Fund may employ reverse repurchase agreements (i) for temporary emergency purposes, such as to meet unanticipated net redemptions so as to avoid liquidating other portfolio securities during unfavorable market conditions; (ii) to cover short-term cash requirements resulting from the timing of trade settlements; or (iii) to take advantage of market situations where the interest income to be earned from the investment of the proceeds of the transaction is greater than the interest expense of the transaction. At the time a Fund enters into a reverse repurchase agreement, it will segregate liquid assets having a dollar value equal to the repurchase price, and will subsequently continually monitor the account to ensure that such equivalent value is maintained at all times. Reverse repurchase agreements involve the risk that the market value of securities to be purchased by the Fund may decline below the price at which it is obligated to repurchase the securities, or that the other party may default on its obligation, so that the Fund is delayed or prevented from completing the transaction. Reverse repurchase agreements are considered borrowings by a Fund under the 1940 Act.
ILLIQUID SECURITIES. Each of AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund may invest up to 15% of its net assets in securities that are illiquid. AIM Tax-Exempt Cash Fund may invest up to 10% of its net assets in securities that are illiquid. Illiquid securities are securities that may not be disposed of within seven days in the normal course of business at the price at which they are valued. Illiquid securities may include securities that are subject to restrictions on resale because they have not been registered under the Securities Act of 1933 (the "1933 Act"). Restricted securities may, in certain circumstances, be resold pursuant to Rule 144A under the 1933 Act, and thus may or may not constitute illiquid securities.
Limitations on the resale of restricted securities may have an adverse effect on their marketability, which may prevent a Fund from disposing of them promptly at reasonable prices. A Fund may have to bear the expense of registering such securities for resale, and the risk of substantial delays in effecting such registrations.
RULE 144A SECURITIES. Each Fund may invest in Rule 144A securities. Rule 144A securities are securities which, while privately placed, are eligible for purchase and resale pursuant to Rule 144A under the 1933 Act. This Rule permits certain qualified institutional buyers, such as the Funds, to trade in privately placed securities even though such securities are not registered under the 1933 Act. AIM, under the supervision of the Board, will consider whether securities purchased under Rule 144A are illiquid and thus subject to the Funds' restriction on investment in illiquid securities. Determination of whether a Rule 144A security is liquid or not is a question of fact. In making this determination AIM will consider the
trading markets for the specific security taking into account the unregistered
nature of a Rule 144A security. In addition, AIM could consider the (i)
frequency of trades and quotes, (ii) number of dealers and potential purchasers,
(iii) dealer undertakings to make a market, and (iv) nature of the security and
of market place trades (for example, the time needed to dispose of the security,
the method of soliciting offers and the mechanics of transfer). AIM will also
monitor the liquidity of Rule 144A securities and, if as a result of changed
conditions, AIM determines that a Rule 144A security is no longer liquid, AIM
will review a Fund's holdings of illiquid securities to determine what, if any,
action is required to assure that such Fund complies with its restriction on
investment in illiquid securities. Investing in Rule 144A securities could
increase the amount of each Fund's investments in illiquid securities if
qualified institutional buyers are unwilling to purchase such securities.
SALE OF MONEY MARKET SECURITIES. The Funds do not seek profits through short-term trading and will generally hold portfolio securities to maturity. However, AIM may seek to enhance the yield of the Fund by taking advantage of yield disparities that occur in the money markets. For example, market conditions frequently result in similar securities trading at different prices. AIM may dispose of any portfolio security prior to its maturity if such disposition and reinvestment of proceeds are expected to enhance yield consistent with AIM's judgment as to desirable portfolio maturity structure. AIM may also dispose of any portfolio security prior to maturity to meet redemption requests, and as a result of a revised credit evaluation of the issuer or other circumstances or considerations. The Fund's policy of investing in securities with maturities of 397 days or less will result in high portfolio turnover. Since brokerage commissions are not normally paid on investments of the type made by the Fund, the high turnover should not adversely affect the Fund's net income.
STANDBY COMMITMENTS. AIM High Income Municipal Fund may acquire standby commitments from banks or other municipal securities dealers with respect to securities in its portfolio or that are being purchased by the Fund. Standby commitments generally increase the cost of the acquisition of the underlying security, thereby reducing the yield. Standby commitments depend upon the issuer's ability to fulfill its obligation upon demand. Although no definitive creditworthiness criteria are used for this purpose, AIM reviews the creditworthiness of the banks and other municipal securities dealers from which AIM High Income Municipal Fund obtains standby commitments in order to evaluate those risks.
Derivatives
AIM Tax-Exempt Cash Fund will not invest in puts, calls, straddles, spreads or any combination thereof.
AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund may invest in futures contracts, options on securities and options on futures contracts to attempt to hedge against the overall level of investment risk normally associated with each Fund's investments. These instruments are often referred to as "derivatives," which may be defined as financial instruments whose performance is derived, at least in part, from the performance of another asset (such as a security or an index of securities).
PUT AND CALL OPTIONS. Call Options - AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund only. Put Options - AIM High Income Municipal Fund only. A call option gives the purchaser the right to buy the underlying security or contract at the stated exercise price at any time prior to the expiration of the option (or on a specified date if the option is a European style option), regardless of the market price or exchange rate of the security or contract, as the case may be at the time of exercise. If the purchaser exercises the call option, the writer of a call option is obligated to sell the underlying security or contract. A put option gives the purchaser the right to sell the underlying security or contract at the stated exercise price at any time prior to the expiration date of the option (or on a specified date if the option is a European style option), regardless of the market price or exchange rate of the security or contract, as the case may be, at the time of exercise. If the purchaser exercises the put option, the writer of a put option is obligated to buy the underlying security or contract. The premium paid to the writer is consideration for undertaking the obligations under the option contract. Until an option expires or is offset, the option is said to be "open." When an option expires or is offset, the option is said to be "closed."
A Fund will not write (sell) options if, immediately after such sale, the aggregate value of securities or obligations underlying the outstanding options exceeds 20% of the Fund's total assets. A Fund will not purchase options if, at the time of the investment, the aggregate premiums paid for the options will exceed 5% of the Fund's total assets.
Pursuant to federal securities rules and regulations, if a Fund writes options it may be required to set aside assets to reduce the risks associated with using those options. This process is described in more detail below in the section "Cover."
Writing Options. A Fund may write put and call options in an attempt to realize, through the receipt of premiums, a greater current return than would be realized on the underlying security or contract alone. A Fund may only write a call option on a security if it owns an equal amount of such securities or securities convertible into or exchangeable, without payment of any further consideration, for securities of the same issue as, and equal in amount to, the securities subject to the call option. In return for the premium received for writing a call option, the Fund foregoes the opportunity for profit from a price increase in the underlying security or contract above the exercise price so long as the option remains open, but retains the risk of loss should the price of the security or contract decline.
AIM High Income Municipal Fund may write a put option without owning the underlying security if it covers the option as described below in the section "Cover." The Fund may only write a put option on a security as part of an investment strategy and not for speculative purposes. In return for the premium received for writing a put option, the Fund assumes the risk that the price of the underlying security or contract will decline below the exercise price, in which case the put would be exercised and the Fund would suffer a loss.
If an option that a Fund has written expires, it will realize a gain in the amount of the premium; however, such gain may be offset by a decline in the market value of the underlying security or contract during the option period. If a call option is exercised, a Fund will realize a gain or loss from the sale of the underlying security or contract which will be increased or offset by the premium received. A Fund would write a put option at an exercise price that, reduced by the premium received on the option, reflects the price it is willing to pay for the underlying security or contract. The obligation imposed upon the writer of an option is terminated upon the expiration of the option, or such earlier time at which a Fund effects a closing purchase transaction by purchasing an option (put or call as the case may be) identical to that previously sold.
Writing call options can serve as a limited hedge because declines in the value of the hedged investment would be offset to the extent of the premium received for writing the option. Closing transactions may be effected in order to realize a profit on an outstanding call option, to prevent an underlying security or contract from being called or to permit the sale of the underlying security or contract. Furthermore, effecting a closing transaction will permit a Fund to write another call option on the underlying security or contract with either a different exercise price or expiration date, or both.
Purchasing Options. A Fund may purchase a call option for the purpose of acquiring the underlying security or contract or currency for its portfolio. The Fund is not required to own the underlying security in order to purchase a call option, and may only cover this transaction with cash, liquid assets and/or short-term debt securities. Utilized in this fashion, the purchase of call options would enable a Fund to acquire the security or contract at the exercise price of the call option plus the premium paid. So long as it holds such a call option, rather than the underlying security itself, the Fund is partially protected from any unexpected increase in the market price of the underlying security or contract. If the market price does not exceed the exercise price, the Fund could purchase the security on the open market and could allow the call option to expire, incurring a loss only to the extent of the premium paid for the option. AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund may also purchase call options on underlying securities or contracts against which it has written other call options. For example, where a Fund has written a call option on an underlying security, rather than entering a closing transaction of the written option, it may purchase a call option with a different exercise strike and/or expiration date that
would eliminate some or all of the risk associated with the written call. Used in combinations, these strategies are commonly referred to as "call spreads."
AIM High Income Municipal Fund may only purchase a put option on an underlying security or contract ("protective put") owned by the Fund in order to protect against an anticipated decline in the value of the security or contract. Such hedge protection is provided only during the life of the put option. The premium paid for the put option and any transaction costs would reduce any profit realized when the security or contract is delivered upon the exercise of the put option. Conversely, if the underlying security or contract does not decline in value, the option may expire worthless and the premium paid for the protective put would be lost. AIM High Income Municipal Fund may also purchase put options on underlying securities or contracts against which it has written other put options. For example, where a Fund has written a put option on an underlying security, rather than entering a closing transaction of the written option, it may purchase a put option with a different exercise price and/or expiration date that would eliminate some or all of the risk associated with the written put. Used in combinations, these strategies are commonly referred to as "put spreads." Likewise, a Fund may write call options on underlying securities or contracts against which it has purchased protective put options. This strategy is commonly referred to as a "collar."
Over-The-Counter Options. Options may be either listed on an exchange or traded in over-the-counter ("OTC") markets. Listed options are third-party contracts (i.e., performance of the obligations of the purchaser and seller is guaranteed by the exchange or clearing corporation) and have standardized strike prices and expiration dates. OTC options are two-party contracts with negotiated strike prices and expiration dates. A Fund will not purchase an OTC option unless it believes that daily valuations for such options are readily obtainable. OTC options differ from exchange-traded options in that OTC options are transacted with dealers directly and not through a clearing corporation (which guarantees performance). Consequently, there is a risk of non-performance by the dealer. Since no exchange is involved, OTC options are valued on the basis of an average of the last bid prices obtained from dealers, unless a quotation from only one dealer is available, in which case only that dealer's price will be used. In the case of OTC options, there can be no assurance that a liquid secondary market will exist for any particular option at any specific time. Because purchased OTC options in certain cases may be difficult to dispose of in a timely manner, the Fund may be required to treat some or all of these options (i.e., the market value) as illiquid securities. Although a Fund will enter into OTC options only with dealers that are expected to be capable of entering into closing transactions with it, there is no assurance that the Fund will in fact be able to close out an OTC option position at a favorable price prior to expiration. In the event of insolvency of the dealer, a Fund might be unable to close out an OTC option position at any time prior to its expiration.
STRADDLES. AIM High Income Municipal Fund only. The Fund, for hedging purposes, may write straddles (combinations of put and call options on the same underlying security) to adjust the risk and return characteristics of the Fund's overall position. A possible combined position would involve writing a covered call option at one strike price and buying a call option at a lower price, in order to reduce the risk of the written covered call option in the event of a substantial price increase. Because combined options positions involve multiple trades, they result in higher transaction costs and may be more difficult to open and close out.
WARRANTS. AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund may purchase warrants. Warrants are, in effect, longer-term call options. They give the holder the right to purchase a given number of shares of a particular company at specified prices within certain periods of time. The purchaser of a warrant expects that the market price of the security will exceed the purchase price of the warrant plus the exercise price of the warrant, thus giving him a profit. Since the market price may never exceed the exercise price before the expiration date of the warrant, the purchaser of the warrant risks the loss of the entire purchase price of the warrant. Warrants generally trade in the open market and may be sold rather than exercised. Warrants are sometimes sold in unit form with other securities of an issuer. Units of warrants and common stock may be employed in financing young, unseasoned companies. The purchase price of a warrant varies with the exercise price of the warrant, the current market value of the underlying security, the life of the warrant and various other investment factors.
FUTURES CONTRACTS AND OPTIONS ON FUTURES CONTRACTS. AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund may purchase future contracts and options on futures contracts. A Futures Contract is a two party agreement to buy or sell a specified amount of a specified security (or delivery of a cash settlement price, in the case of an index future) for a specified price at a designated date, time and place (collectively, "Futures Contracts"). A stock index Futures Contract provides for the delivery, at a designated date, time and place, of an amount of cash equal to a specified dollar amount times the difference between the stock index value at the close of trading on the contract and the price agreed upon in the Futures Contract; no physical delivery of stocks comprising the index is made. Brokerage fees are incurred when a Futures Contract is bought or sold, and margin deposits must be maintained at all times when a Futures Contract is outstanding.
A Fund will enter into Futures Contracts for hedging purposes only; that is, Futures Contracts will be sold to protect against a decline in the price of securities or currencies that the Fund owns, or Futures Contracts will be purchased to protect the Fund against an increase in the price of securities or currencies it has committed to purchase or expects to purchase. A Fund's hedging may include sales of Futures Contracts as an offset against the effect of expected increases in interest rates, and decreases in currency exchange rates and stock prices, and purchases of Futures Contracts as an offset against the effect of expected declines in interest rates, and increases in currency exchange rates or stock prices.
The Funds currently may not invest in any security (including futures contracts or options thereon) that is secured by physical commodities.
The Funds will only enter into Futures Contracts that are traded domestically on futures exchanges and are standardized as to maturity date and underlying financial instrument. Futures exchanges and trading thereon in the United States are regulated under the Commodity Exchange Act and by the Commodity Futures Trading Commission ("CFTC").
The Trust, on behalf of each Fund, has claimed an exclusion from the definition of the term "commodity pool operator" under the Commodity Exchange Act and, therefore, is not subject to registration or regulation as a pool operator under that act with respect to the Funds.
Pursuant to federal securities rules and regulations, a Fund's use of Futures Contracts and options on Futures Contracts may require that Fund to set aside assets to reduce the risk associated with using Futures Contracts and options on Futures Contracts. This process is described in more detail below in the section "Cover."
Closing out an open Futures Contract is effected by entering into an offsetting Futures Contract for the same aggregate amount of the identical financial instrument or currency and the same delivery date. There can be no assurance, however, that a Fund will be able to enter into an offsetting transaction with respect to a particular Futures Contract at a particular time. If a Fund is not able to enter into an offsetting transaction, it will continue to be required to maintain the margin deposits on the Futures Contract.
"Margin" with respect to Futures Contracts is the amount of funds that must be deposited by a Fund in order to initiate Futures Contracts trading and maintain its open positions in Futures Contracts. A margin deposit made when the Futures Contract is entered ("initial margin") is intended to ensure the Fund's performance under the Futures Contract. The margin required for a particular Futures Contract is set by the exchange on which the Futures Contract is traded and may be significantly modified from time to time by the exchange during the term of the Futures Contract.
Subsequent payments, called "variation margin," received from or paid to the futures commission merchant through which a Fund entered into the Futures Contract will be made on a daily basis as the price of the underlying security, currency or index fluctuates making the Futures Contract more or less valuable, a process known as marking-to-market.
If a Fund were unable to liquidate a Futures Contract or an option on a Futures Contract position due to the absence of a liquid secondary market or the imposition of price limits, it could incur substantial losses. The Fund would continue to be subject to market risk with respect to the position. In addition, except in the case of purchased options, the Fund would continue to be required to make daily variation margin payments and might be required to maintain the position being hedged by the Futures Contract or option or to maintain cash or securities in a segregated account.
Options on Futures Contracts. Options on Futures Contracts are similar to options on securities or currencies except that options on Futures Contracts give the purchaser the right, in return for the premium paid, to assume a position in a Futures Contract (a long position if the option is a call and a short position if the option is a put) at a specified exercise price at any time during the period of the option. Upon exercise of the option, the delivery of the Futures Contract position by the writer of the option to the holder of the option will be accompanied by delivery of the accumulated balance in the writer's Futures Contract margin account. The Funds currently may not invest in any security (including futures contracts or options thereon) that is secured by physical commodities.
COVER. Transactions using futures contracts and options (other than options purchased by a Fund) expose a Fund to an obligation to another party. A Fund will not enter into any such transactions unless, in addition to complying with all the restrictions noted in the disclosure above, it owns either (1) an offsetting ("covered") position in securities, currencies, or other options or futures contracts or (2) cash, liquid assets and/or short-term debt securities with a value sufficient at all times to cover its potential obligations not covered as provided in (1) above. Each Fund will comply with SEC guidelines regarding cover for these instruments and, if the guidelines so require, set aside cash or liquid securities. To the extent that a futures contract or option is deemed to be illiquid, the assets used to "cover" a Fund's obligation will also be treated as illiquid for purposes of determining the Fund's maximum allowable investment in illiquid securities.
Even though options purchased by the Funds do not expose the Funds to an obligation to another party, but rather provide the Funds with a right to exercise, the Funds intend to "cover" the cost of any such exercise. To the extent that a purchased option is deemed illiquid, the Fund will treat the market value of the option (i.e., the amount at risk to the Fund) as illiquid, but will not treat the assets used as cover on such transactions as illiquid.
Assets used as cover cannot be sold while the position in the corresponding futures contract or option is open, unless they are replaced with other appropriate assets. If a large portion of a Fund's assets is used for cover or otherwise set aside, it could affect portfolio management or the Fund's ability to meet redemption requests or other current obligations.
GENERAL RISKS OF OPTIONS AND FUTURES STRATEGIES. The use by AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund of options and futures contracts involves special considerations and risks, as described below. Risks pertaining to particular strategies are described in the sections that follow.
(1) Successful use of hedging transactions depends upon AIM's ability to correctly predict the direction of changes in the value of the applicable markets and securities and/or contracts. While AIM is experienced in the use of these instruments, there can be no assurance that any particular hedging strategy will succeed.
(2) There might be imperfect correlation, or even no correlation, between the price movements of an instrument (such as an option contract) and the price movements of the investments being hedged. For example, if a "protective put" is used to hedge a potential decline in a security and the security does decline in price, the put option's increased value may not completely offset the loss in the underlying security. Such a lack of correlation might occur due to factors unrelated to the value of the investments being hedged, such as changing interest rates, market liquidity, and speculative or other pressures on the markets in which the hedging instrument is traded.
(3) Hedging strategies, if successful, can reduce risk of loss by wholly or partially offsetting the negative effect of unfavorable price movements in the investments being hedged. However, hedging strategies can also reduce opportunity for gain by offsetting the positive effect of favorable price movements in the hedged investments.
(4) There is no assurance that a liquid secondary market will exist for any particular option, futures contract or option thereon at any particular time.
(5) As described above, a Fund might be required to maintain assets as "cover," maintain segregated accounts or make margin payments when it takes positions in instruments involving obligations to third parties. If a Fund were unable to close out its positions in such instruments, it might be required to continue to maintain such assets or accounts or make such payments until the position expired or matured. The requirements might impair the Fund's ability to sell a portfolio security or make an investment at a time when it would otherwise be favorable to do so, or require that the Fund sell a portfolio security at a disadvantageous time.
(6) There is no assurance that a Fund will use hedging transactions. For example, if a Fund determines that the cost of hedging will exceed the potential benefit to the Fund, the Fund will not enter into such transaction.
Additional Securities or Investment Techniques
INVESTMENTS IN ENTITIES WITH RELATIONSHIPS WITH THE FUNDS/ADVISOR. Each Fund may invest in securities issued, sponsored or guaranteed by the following types of entities or their affiliates: (i) entities that sell shares of the AIM Funds; (ii) entities that rate or rank the AIM Funds; (iii) exchanges on which the AIM Funds buy or sell securities; and (iv) entities that provide services to the AIM Funds (e.g., custodian banks). The Funds will decide whether to invest in or sell securities issued by these entities based on the merits of the specific investment opportunity.
Diversification Requirements - AIM Tax-Exempt Cash Fund
As a money market fund, AIM Tax-Exempt Cash Fund is subject to the issuer diversification requirements of Rule 2a-7 under the 1940 Act. For purposes of these issuer diversification requirements with respect to issuers of Municipal Securities, each state (including the District of Columbia and Puerto Rico), territory and possession of the United States, each political subdivision, agency, instrumentality and authority thereof, and each multi-state agency of which a state is a member is a separate "issuer." When the assets and revenues of an agency, authority, instrumentality, or other political subdivision are separate from the government creating the subdivision and the security is backed only by assets and revenues of the subdivision, such subdivision would be deemed to be the sole issuer. Similarly, in the case of an industrial development bond or private activity bond, if such bond is backed only by the assets and revenues of the non-governmental user, then such non-governmental user would be deemed to be the sole issuer.
Rule 2a-7 sets forth two different diversification requirements: one applicable to the issuer of Municipal Securities (provided that such securities are not subject to a demand feature or a guarantee), and one applicable to Municipal Securities with demand features or guarantees.
The issuer diversification requirement provides that the Fund may not invest in the securities of any issuer if, as a result, more than 5% of its total assets would be invested in securities issued by such issuer. If the securities are subject to a demand feature or guarantee, however, they are not subject to this requirement. Moreover, for purposes of this requirement, the issuer of a security is not always the nominal issuer. Instead, in certain circumstances, the underlying obligor of a security is deemed to be the issuer of the security. Such circumstances arise for example when another political subdivision agrees to be ultimately responsible for payments of principal of an interest on a security or when the assets and revenues of a non-governmental user of the facility financed with the Municipal Securities secures repayment of such securities.
The diversification requirement applicable to Municipal Securities subject to a demand feature or guarantee provides that, with respect to 75% of its total assets, the Fund may not invest more than 10% of its total assets in securities issued by or subject to demand features or guarantees from the same entity. A demand feature permits the Fund to sell a Municipal Security at approximately its amortized cost value plus accrued interest at specified intervals upon no more than 30 days' notice. A guarantee includes a letter of credit, bond insurance and an unconditional demand feature (provided the demand feature is not provided by the issuer of the security).
FUND POLICIES
FUNDAMENTAL RESTRICTIONS. Each Fund is subject to the following investment
restrictions, which may be changed only by a vote of such Fund's outstanding
shares, except that only AIM High Income Municipal Fund, AIM Tax-Exempt Cash
Fund and AIM Tax-Free Intermediate Fund are subject to restriction (9), (10) and
(11), respectively. Fundamental restrictions may be changed only by a vote of
the lesser of (i) 67% or more of the Fund's shares present at a meeting if the
holders of more than 50% of the outstanding shares are present in person or
represented by proxy, or (ii) more than 50% of the Fund's outstanding shares.
Any investment restriction that involves a maximum or minimum percentage of
securities or assets (other than with respect to borrowing) shall not be
considered to be violated unless an excess over or a deficiency under the
percentage occurs immediately after, and is caused by, an acquisition or
disposition of securities or utilization of assets by the Fund.
(1) The Fund is a "diversified company" as defined in the 1940 Act. The Fund will not purchase the securities of any issuer if, as a result, the Fund would fail to be a diversified company within the meaning of the 1940 Act, and the rules and regulations promulgated thereunder, as such statute, rules and regulations are amended from time to time or are interpreted from time to time by the SEC staff (collectively, the "1940 Act Laws and Interpretations") or except to the extent that the Fund may be permitted to do so by exemptive order or similar relief (collectively, with the 1940 Act Laws and Interpretations, the "1940 Act Laws, Interpretations and Exemptions"). In complying with this restriction, however, the Fund may purchase securities of other investment companies to the extent permitted by the 1940 Act Laws, Interpretations and Exemptions.
(2) The Fund may not borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions.
(3) The Fund may not underwrite the securities of other issuers. This restriction does not prevent the Fund from engaging in transactions involving the acquisition, disposition or resale of its portfolio securities, regardless of whether the Fund may be considered to be an underwriter under the 1933 Act.
(4) The Fund will not make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Fund's investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments, or (iii) with respect to AIM Tax-Exempt Cash Fund, bank instruments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security.
(5) The Fund may not purchase real estate or sell real estate unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from investing in issuers that invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein.
(6) The Fund may not purchase physical commodities or sell physical commodities unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the
Fund from engaging in transactions involving futures contracts and options thereon or investing in securities that are secured by physical commodities.
(7) The Fund may not make personal loans or loans of its assets to persons who control or are under common control with the Fund, except to the extent permitted by 1940 Act Laws, Interpretations and Exemptions. This restriction does not prevent the Fund from, among other things, purchasing debt obligations, entering into repurchase agreements, loaning its assets to broker-dealers or institutional investors, or investing in loans, including assignments and participation interests.
(8) The Fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies and restrictions as the Fund.
(9) Under normal circumstances, AIM High Income Municipal Fund will invest at least 80% of the value of its assets (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) in investments the income from which is exempt from federal income tax under regular tax rules.
(10) Under normal circumstances, AIM Tax-Exempt Cash Fund will invest at least 80% of the value of its assets (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) in investments the income from which is exempt from federal income tax.
(11) Under normal circumstances, AIM Tax-Free Intermediate Fund will invest at least 80% of the value of its assets (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) in investments the income from which is exempt from federal income tax.
The investment restrictions set forth above provide each of the Funds with the ability to operate under new interpretations of the 1940 Act or pursuant to exemptive relief from the SEC without receiving prior shareholder approval of the change. Even though each of the Funds has this flexibility, the Board of Trustees has adopted non-fundamental restrictions for each of the Funds relating to certain of these restrictions which AIM must follow in managing the Funds. Any changes to these non-fundamental restrictions, which are set forth below, require the approval of the Board of Trustees.
NON-FUNDAMENTAL RESTRICTIONS. The following non-fundamental investment restrictions apply to each of the Funds. They may be changed for any Fund without approval of that Fund's voting securities.
(1) In complying with the fundamental restriction regarding issuer diversification, the Fund will not, with respect to 75% of its total assets (and for AIM Tax-Exempt Cash Fund, with respect to 100% of its total assets), purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities and securities issued by other investment companies), if, as a result, (i) more than 5% of the Fund's total assets would be invested in the securities of that issuer, except as permitted by Rule 2a-7 under the 1940 Act, or (ii) the Fund would hold more than 10% of the outstanding voting securities of that issuer. The Fund may purchase securities of other investment companies as permitted the 1940 Act Laws, Interpretations and Exemptions.
(2) In complying with the fundamental restriction regarding borrowing money and issuing senior securities, the Fund may borrow money in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings). The Fund may borrow from banks, broker-dealers or an AIM Fund. The Fund may not borrow for leveraging, but may borrow for temporary or emergency purposes, in anticipation of or in response to adverse market conditions, or for cash management purposes. The Fund may not purchase additional securities when any borrowings from banks exceed 5% of the Fund's total assets or when any borrowings from an AIM Fund are outstanding.
(3) In complying with the fundamental restriction regarding industry concentration, the Fund may invest up to 25% of its total assets in the securities of issuers whose principal business activities are in the same industry.
(4) In complying with the fundamental restriction with regard to making loans, the Fund may lend up to 33 1/3% of its total assets and may lend money to an AIM Fund, on such terms and conditions as the SEC may require in an exemptive order.
(5) Notwithstanding the fundamental restriction with regard to investing all assets in an open-end fund, the Fund may not invest all of its assets in the securities of a single open-end management investment company with the same fundamental investment objectives, policies and restrictions as the Fund.
(6) Notwithstanding the fundamental restriction with regard to engaging in transactions involving futures contracts and options thereon or investing in securities that are secured by physical commodities, the Fund currently may not invest in any security (including futures contracts or options thereon) that is secured by physical commodities.
(7) The Fund may not acquire any securities of registered open-end investment companies or registered unit investment trusts in reliance on Sections 12(d)(1)(F) or 12(d)(1)(G) of the 1940 Act.
ADDITIONAL NON-FUNDAMENTAL POLICIES. As non-fundamental policies:
(1) For purposes of the fundamental restriction regarding issuer diversification for AIM Tax-Free Intermediate Fund, AIM High Income Municipal Fund and AIM Tax-Exempt Cash Fund, each Fund will regard each state and political subdivision, agency or instrumentality, and each multi-state agency of which such state is a member, as a separate issuer.
(2) Under normal circumstances, AIM High Income Municipal Fund will invest at least 80% of the value of its assets (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) in investments the income from which will not constitute an item of tax preference under the alternative minimum tax rules.
(3) For purposes of AIM Tax-Free Intermediate Fund's fundamental restriction with regard to investing at least 80% of its net assets, plus the amount of any borrowings for investment purposes, in investments the income from which is exempt from federal income tax.
TEMPORARY DEFENSIVE POSITIONS
In anticipation of or in response to adverse market or other conditions, or atypical circumstances such as unusually large cash inflows or redemptions, the Funds may temporarily hold all or a portion of their assets in cash, cash equivalents or high-quality debt instruments. Each of the Funds may also invest up to 25% of its total assets in Affiliated Money Market Funds for these purposes.
Cash equivalents include money market instruments (such as certificates of deposit, time deposits, banker's acceptances from U.S. or foreign banks, and repurchase agreements), shares of affiliated money market funds or high-quality debt obligations (such as U.S. Government obligations, commercial paper, master notes and other short-term corporate instruments and municipal obligations).
PORTFOLIO TURNOVER
For the fiscal year ended March 31, 2007 and 2006, the portfolio turnover rates for each Fund are presented in the table below. Unless otherwise indicated, variations in turnover rate may be due to a fluctuating volume of shareholder purchase and redemption orders, market conditions and/or changes in AIM's investment outlook.
TURNOVER RATES 2007 2006
-------------- ---- ----
AIM High Income Municipal Fund 10% 16%
AIM Tax-Free Intermediate Fund 11 9
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POLICIES AND PROCEDURES FOR DISCLOSURE OF FUND HOLDINGS
The Board has adopted policies and procedures with respect to the disclosure of the Funds' portfolio holdings (the "Holdings Disclosure Policy"). AIM and the Board may amend the Holdings Disclosure Policy at any time without prior notice. Details of the Holdings Disclosure Policy and a description of the basis on which employees of AIM and its affiliates may release information about portfolio securities in certain contexts are provided below.
PUBLIC RELEASE OF PORTFOLIO HOLDINGS. The Funds disclose the following portfolio holdings information on www.aiminvestments.com(1):
INFORMATION APPROXIMATE DATE OF WEBSITE POSTING INFORMATION REMAINS POSTED ON WEBSITE
----------- ----------------------------------- -------------------------------------
Top ten holdings as of month-end 15 days after month-end Until replaced with the following
month's top ten holdings
Select holdings included in the Fund's Quarterly 29 days after calendar quarter-end Until replaced with the following
Performance Update quarter's Quarterly Performance
Update
Complete portfolio holdings as of calendar quarter-end 30 days after calendar quarter-end For one year
Complete portfolio holdings as of fiscal quarter-end 60-70 days after fiscal quarter-end For one year
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These holdings are listed along with the percentage of the Fund's net assets they represent. Generally, employees of AIM and its affiliates may not disclose such portfolio holdings until one day after they have been posted on http://www.aiminvestments.com. You may also obtain the publicly available portfolio holdings information described above by contacting us at 1-800-959-4246.
SELECTIVE DISCLOSURE OF PORTFOLIO HOLDINGS PURSUANT TO NON-DISCLOSURE AGREEMENT. Employees of AIM and its affiliates may disclose non-public full portfolio holdings on a selective basis only if the Internal Compliance Controls Committee (the "ICCC") of A I M Management Group Inc. ("AIM Management") approves the parties to whom disclosure of non-public full portfolio holdings will be made. The ICCC must determine that the proposed selective disclosure will be made for legitimate business purposes of the applicable Fund and address any perceived conflicts of interest between shareholders of such Fund and AIM or its affiliates as part of granting its approval.
The Board exercises continuing oversight of the disclosure of Fund portfolio holdings by (1) overseeing the implementation and enforcement of the Holdings Disclosure Policy and the AIM Funds Code of Ethics by the Chief Compliance Officer (or his designee) of AIM and the AIM Funds and (2) considering reports and recommendations by the Chief Compliance Officer concerning any material compliance matters (as defined in Rule 38a-1 under the 1940 Act and Rule 206(4)-7 under the Investment Advisers Act of 1940, as amended) that may arise in connection with the Holdings Disclosure Policy. Pursuant to the Holdings Disclosure Policy, the Board reviews the types of situations in which AIM provides such selective disclosure and approves situations involving perceived conflicts of interest
between shareholders of the applicable Fund and AIM or its affiliates brought to the Board's attention by AIM.
AIM discloses non-public full portfolio holdings information to the following persons in connection with the day-to-day operations and management of the AIM Funds:
- Attorneys and accountants;
- Securities lending agents;
- Lenders to the AIM Funds;
- Rating and rankings agencies;
- Persons assisting in the voting of proxies;
- AIM Funds' custodians;
- The AIM Funds' transfer agent(s) (in the event of a redemption in kind);
- Pricing services, market makers, or other persons who provide systems or software support in connection with AIM Funds' operations (to determine the price of securities held by an AIM Fund);
- Financial printers;
- Brokers identified by the AIM Funds' portfolio management team who provide execution and research services to the team; and
- Analysts hired to perform research and analysis to the AIM Funds' portfolio management team.
In many cases, AIM will disclose current portfolio holdings on a daily basis to these persons. In these situations, AIM has entered into non-disclosure agreements which provide that the recipient of the portfolio holdings will maintain the confidentiality of such portfolio holdings and will not trade on such information ("Non-disclosure Agreements"). Please refer to Appendix B for a list of examples of persons to whom AIM provides non-public portfolio holdings on an ongoing basis.
AIM will also disclose non-public portfolio holdings information if such disclosure is required by applicable laws, rules or regulations, or by regulatory authorities having jurisdiction over AIM and its affiliates or the Funds.
The Holdings Disclosure Policy provides that AIM will not request, receive or accept any compensation (including compensation in the form of the maintenance of assets in any Fund or other mutual fund or account managed by AIM or one of its affiliates) for the selective disclosure of portfolio holdings information.
DISCLOSURE OF CERTAIN PORTFOLIO HOLDINGS AND RELATED INFORMATION WITHOUT NON-DISCLOSURE AGREEMENT. AIM and its affiliates that provide services to the Funds, and the Funds' subadvisors, if applicable, and each of their employees may receive or have access to portfolio holdings as part of the day to day operations of the Funds.
From time to time, employees of AIM and its affiliates may express their views orally or in writing on one or more of the Funds' portfolio securities or may state that a Fund has recently purchased or sold, or continues to own, one or more securities. The securities subject to these views and statements may be ones that were purchased or sold since a Fund's most recent quarter-end and therefore may not be reflected on the list of the Fund's most recent quarter-end portfolio holdings disclosed on the website. Such views and statements may be made to various persons, including members of the press, brokers and other financial intermediaries that sell shares of the Funds, shareholders in the applicable Fund, persons considering investing in the applicable Fund or representatives of such shareholders or potential shareholders, such as fiduciaries of a 401(k) plan or a trust and their advisers, and other entities for which AIM or its affiliates provides or may provide investment advisory services. The nature and content of the views and statements provided to each of these persons may differ.
From time to time, employees of AIM and its affiliates also may provide oral or written information ("portfolio commentary") about a Fund, including, but not limited to, how the Fund's investments are divided among various sectors, industries, countries, investment styles and capitalization sizes, and among stocks, bonds, currencies and cash, security types, bond maturities, bond coupons and bond credit quality ratings. This portfolio commentary may also include information on how these various weightings and factors contributed to Fund performance. AIM may also provide oral or written information ("statistical information") about various financial characteristics of a Fund or its underlying portfolio securities including, but not limited to, alpha, beta, R-squared, coefficient of determination, duration, maturity, information ratio, sharpe ratio, earnings growth, payout ratio, price/book value, projected earnings growth, return on equity, standard deviation, tracking error, weighted average quality, market capitalization, percent debt to equity, price to cash flow, dividend yield or growth, default rate, portfolio turnover, and risk and style characteristics. This portfolio commentary and statistical information about a Fund may be based on the Fund's portfolio as of the most recent quarter-end or the end of some other interim period, such as month-end. The portfolio commentary and statistical information may be provided to various persons, including those described in the preceding paragraph. The nature and content of the information provided to each of these persons may differ.
DISCLOSURE OF PORTFOLIO HOLDINGS BY TRADERS. Additionally, employees of AIM and its affiliates may disclose one or more of the portfolio securities of a Fund when purchasing and selling securities through broker-dealers, requesting bids on securities, obtaining price quotations on securities, or in connection with litigation involving the Funds' portfolio securities. AIM does not enter into formal Non-disclosure Agreements in connection with these situations; however, the Funds would not continue to conduct business with a person who AIM believed was misusing the disclosed information.
DISCLOSURE OF PORTFOLIO HOLDINGS OF OTHER AIM-MANAGER PRODUCTS. AIM and its affiliates manage products sponsored by companies other than AIM, including investment companies, offshore funds, and separate accounts. In many cases, these other products are managed in a similar fashion to certain AIM Funds (as defined herein) and thus have similar portfolio holdings. The sponsors of these other products managed by AIM and its affiliates may disclose the portfolio holdings of their products at different times than AIM discloses portfolio holdings for the AIM Funds.
AIM provides portfolio holdings information for portfolios of AIM Variable Insurance Funds (the "Insurance Funds") to insurance companies whose variable annuity and variable life insurance accounts invest in the Insurance Funds ("Insurance Companies"). AIM may disclose portfolio holdings information for the Insurance Funds to Insurance Companies with which AIM has entered into Non-disclosure Agreements up to five days prior to the scheduled dates for AIM's disclosure of similar portfolio holdings information for other AIM Funds on http://www.aiminvestments.com. AIM provides portfolio holdings information for the Insurance Funds to such Insurance Companies to allow them to disclose this information on their websites at approximately the same time that AIM discloses portfolio holdings information for the other AIM Funds on its website. AIM manages the Insurance Funds in a similar fashion to certain other AIM Funds and thus the Insurance Funds and such other AIM Funds have similar portfolio holdings. AIM does not disclose the portfolio holdings information for the Insurance Funds on its website, and not all Insurance Companies disclose this information on their websites.
MANAGEMENT OF THE TRUST
BOARD OF TRUSTEES
The Trustees have the authority to take all actions necessary in connection with the business affairs of the Trust. The Trustees, among other things, approve the investment objectives, policies and procedures for the Funds. The Trust enters into agreements with various entities to manage the day-to-day operations of the Funds, including the Funds' investment advisers, administrator, transfer agent, distributor and custodians. The Trustees are responsible for selecting these service providers, and approving the terms of their contracts with the Funds. On an ongoing basis, the Trustees exercise general oversight of these service providers.
Certain trustees and officers of the Trust are affiliated with AIM and AIM Management, the parent corporation of AIM. All of the Trust's executive officers hold similar offices with some or all of the other AIM Funds.
MANAGEMENT INFORMATION
The trustees and officers of the Trust and their principal occupations during at least the last five years and certain other information concerning them is set forth in Appendix C.
The standing committees of the Board are the Audit Committee, the Compliance Committee, the Governance Committee, the Investments Committee, the Valuation Committee and the Special Market Timing Litigation Committee (the "Committees").
The members of the Audit Committee are James T. Bunch, Bruce L. Crockett,
Lewis F. Pennock, Dr. Larry Soll, Raymond Stickel, Jr. (Chair), and Ruth H.
Quigley (Vice Chair). The Audit Committee's primary purposes are to: (i) oversee
the independent auditor's qualifications, independence and performance; (ii)
appoint independent auditors for the Funds; (iii) pre-approve all permissible
non-audit services that are provided to Funds by their independent auditors to
the extent required by Section 10A(h) and (i) of the Exchange Act; (iv)
pre-approve, in accordance with Rule 2-01(c)(7)(ii) of Regulation S-X, certain
non-audit services provided by the Funds' independent auditors to the Funds'
investment adviser and certain other affiliated entities; (v) review the audit
and tax plans prepared by the independent registered public accountants; (vi)
review the Funds' audited financial statements; (vii) review the process that
management uses to evaluate and certify disclosure controls and procedures in
Form N-CSR; (viii) review the process for preparation and review of the Funds'
shareholder reports; (ix) review certain tax procedures maintained by the Funds;
(x) review modified or omitted officer certifications and disclosures; (xi)
review any internal audits; (xii) establish procedures regarding questionable
accounting or auditing matters and other alleged violations; (xiii) set hiring
policies for employees and proposed employees of the Funds who are employees or
former employees of the independent registered public accountants; and (xiv)
remain informed (a) of the Funds accounting systems and controls, (b) regulatory
changes and new accounting pronouncements that affect the Funds' net asset value
calculations and financial statement reporting requirements, and (c)
communications with regulators regarding accounting and financial reporting
matters that pertain to the Funds. During the fiscal year ended March 31, 2007,
the Audit Committee held six meetings.
The members of the Compliance Committee are Frank S. Bayley, Mr. Crockett
(Chair), Albert R. Dowden (Vice Chair) and Mr. Stickel. The Compliance Committee
is responsible for: (i) recommending to the Board and the independent trustees
the appointment, compensation and removal of the Funds' Chief Compliance
Officer; (ii) recommending to the independent trustees the appointment,
compensation and removal of the Funds' Senior Officer appointed pursuant to the
terms of the Assurances of Discontinuance entered into by the New York Attorney
General, AIM and INVESCO Funds Group, Inc. ("IFG"); (iii) recommending to the
independent trustees the appointment and removal of AIM's independent Compliance
Consultant (the "Compliance Consultant") and reviewing the report prepared by
the Compliance Consultant upon its compliance review of AIM (the "Report") and
any objections made by AIM with respect to the Report; (iv) reviewing any report
prepared by a third party who is not an interested person of AIM, upon the
conclusion by such third party of a compliance review of AIM; (v) reviewing all
reports on compliance matters from the Funds' Chief Compliance Officer, (vi)
reviewing all recommendations made by the Senior Officer regarding AIM's
compliance procedures, (vii) reviewing all reports from the Senior Officer of
any violations of state and federal securities laws, the Colorado Consumer
Protection Act, or breaches of AIM's fiduciary duties to Fund shareholders and
of AIM's Code of Ethics; (viii) overseeing all of the compliance policies and
procedures of the Funds and their service providers adopted pursuant to Rule
38a-1 of the 1940 Act; (ix) from time to time, reviewing certain matters related
to redemption fee waivers and recommending to the Board whether or not to
approve such matters; (x) receiving and reviewing quarterly reports on the
activities of AIM's Internal Compliance Controls Committee; (xi) reviewing all
reports made by AIM's Chief Compliance Officer; (xii) reviewing and recommending
to the independent trustees whether to approve procedures to investigate matters
brought to the attention of AIM's ombudsman; (xiii) risk management oversight with respect to the Funds and, in connection therewith, receiving and overseeing risk management reports from INVESCO PLC ("INVESCO") (formerly "AMVESCAP PLC") that are applicable to the Funds or their service providers; and (xiv) overseeing potential conflicts of interest that are reported to the Compliance Committee by the AIM, the Chief Compliance Officer, the Senior Officer and/or the Compliance Consultant. During the fiscal year ended March 31, 2007, the Compliance Committee held seven meetings.
The members of the Governance Committee are Messrs. Bob R. Baker, Bayley, Dowden (Chair), Jack M. Fields (Vice Chair), Carl Frischling and Dr. Prema Mathai-Davis. The Governance Committee is responsible for: (i) nominating persons who will qualify as independent trustees for (a) election as trustees in connection with meetings of shareholders of the Funds that are called to vote on the election of trustees, (b) appointment by the Board as trustees in connection with filling vacancies that arise in between meetings of shareholders; (ii) reviewing the size of the Board, and recommending to the Board whether the size of the Board shall be increased or decreased; (iii) nominating the Chair of the Board; (iv) monitoring the composition of the Board and each committee of the Board, and monitoring the qualifications of all trustees; (v) recommending persons to serve as members of each committee of the Board (other than the Compliance Committee), as well as persons who shall serve as the chair and vice chair of each such committee; (vi) reviewing and recommending the amount of compensation payable to the independent trustees; (vii) overseeing the selection of independent legal counsel to the independent trustees; (viii) reviewing and approving the compensation paid to independent legal counsel to the independent trustees; (ix) reviewing and approving the compensation paid to counsel and other advisers, if any, to the Committees of the Board; and (x) reviewing as they deem appropriate administrative and/or logistical matters pertaining to the operations of the Board.
The Governance Committee will consider nominees recommended by a
shareholder to serve as trustees, provided: (i) that such person is a
shareholder of record at the time he or she submits such names and is entitled
to vote at the meeting of shareholders at which trustees will be elected; and
(ii) that the Governance Committee or the Board, as applicable, shall make the
final determination of persons to be nominated. During the fiscal year ended
March 31, 2007, the Governance Committee held eight meetings.
Notice procedures set forth in the Trust's bylaws require that any shareholder of a the Fund desiring to nominate a trustee for election at a shareholder meeting must submit to the Trust's Secretary the nomination in writing not later than the close of business on the later of the 90th day prior to such shareholder meeting or the tenth day following the day on which public announcement is made of the shareholder meeting and not earlier than the close of business on the 120th day prior to the shareholder meeting.
The members of the Investments Committee are Messrs. Baker (Vice Chair),
Bayley (Chair), Bunch, Crockett, Dowden, Fields, Martin L. Flanagan, Frischling,
Pennock, Soll, Stickel, Philip A. Taylor and Dr. Mathai-Davis (Vice Chair) and
Miss Quigley (Vice Chair). The Investments Committee's primary purposes are to:
(i) assist the Board in its oversight of the investment management services
provided by AIM as well as any sub-advisers; and (ii) review all proposed and
existing advisory, sub-advisory and distribution arrangements for the Funds, and
to recommend what action the full Boards and the independent trustees take
regarding the approval of all such proposed arrangements and the continuance of
all such existing arrangements. During the fiscal year ended March 31, 2007, the
Investments Committee held six meetings.
The Investments Committee has established three Sub-Committees. The
Sub-Committees are responsible for: (i) reviewing the performance, fees and
expenses of the Funds that have been assigned to a particular Sub-Committee (for
each Sub-Committee, the "Designated Funds"), unless the Investments Committee
takes such action directly; (ii) reviewing with the applicable portfolio
managers from time to time the investment objective(s), policies, strategies and
limitations of the Designated Funds; (iii) evaluating the investment advisory,
sub-advisory and distribution arrangements in effect or proposed for the
Designated Funds, unless the Investments Committee takes such action directly;
(iv) being familiar with the registration statements and periodic shareholder
reports applicable to their Designated Funds;
and (v) such other investment-related matters as the Investments Committee may delegate to the Sub-Committee from time to time.
The members of the Valuation Committee are Messrs. Bunch, Pennock (Vice
Chair), Soll, Taylor and Miss Quigley (Chair). The Valuation Committee is
responsible for: (i) developing a sufficient knowledge of the valuation process
and of AIM's Procedures for Valuing Securities (Pricing Procedures) (the
"Pricing Procedures") in order to carry out their responsibilities; (ii)
periodically reviewing information provided by AIM or other advisers regarding
industry developments in connection with valuation and pricing, and making
recommendations to the Board with respect to the Pricing Procedures based upon
such review; (iii) reviewing the reports described in the Pricing Procedures and
other information from AIM regarding fair value determinations made pursuant to
the Pricing Procedures by AIM's internal valuation committee, and reporting to
and making recommendations to the Board in connection with such reports; (iv)
receiving the reports of AIM's internal valuation committee requesting approval
of any changes to pricing vendors or pricing methodologies as required by the
Pricing Procedures, receiving the annual report of AIM evaluating the pricing
vendors, and approving changes to pricing vendors and pricing methodologies as
provided in the Pricing Procedures and recommending the pricing vendors for
approval by the Board annually; (v) upon request of AIM, assisting AIM's
internal valuation committee and/or the Board in resolving particular fair
valuation issues; (vi) receiving any reports of concerns by AIM's internal
valuation committee regarding actual or potential conflicts of interest by
investment personnel or others that could color their input or recommendations
regarding pricing issues, and receiving information from AIM disclosing
differences between valuation and pricing procedures used for the Funds and
private funds, if any, advised by AIM for which AIM Fund Administration has
exclusive accounting responsibility, and the reasons for such differences; and
(vii) in each of the foregoing areas, making regular reports to the Board.
During the fiscal year ended March 31, 2007, the Valuation Committee held six
meetings.
The members of the Special Market Timing Litigation Committee are Messrs. Bayley, Bunch (Chair), Crockett and Dowden (Vice Chair). The Special Market Timing Litigation Committee is responsible: (i) for receiving reports from time to time from management, counsel for management, counsel for the AIM Funds and special counsel for the independent trustees, as applicable, related to (a) the civil lawsuits, including purported class action and shareholder derivative suits, that have been filed against the AIM Funds concerning alleged excessive short term trading in shares of the AIM Funds ("market timing") and (b) the civil enforcement actions and investigations related to market timing activity in the AIM Funds that were settled with certain regulators, including without limitation the SEC, the New York Attorney General and the Colorado Attorney General, and for recommending to the independent trustees what actions, if any, should be taken by the AIM Funds in light of all such reports; (ii) for overseeing the investigation(s) on behalf of the independent trustees by special counsel for the independent trustees and the independent trustees' financial expert of market timing activity in the AIM Funds, and for recommending to the independent trustees what actions, if any, should be taken by the AIM Funds in light of the results of such investigation(s); (iii) for (a) reviewing the methodology developed by AIM's Independent Distribution Consultant (the "Distribution Consultant") for the monies ordered to be paid under the settlement order with the SEC, and making recommendations to the independent trustees as to the acceptability of such methodology and (b) recommending to the independent trustees whether to consent to any firm with which the Distribution Consultant is affiliated entering into any employment, consultant, attorney-client, auditing or other professional relationship with AIM, or any of its present or former affiliates, directors, officers, employees or agents acting in their capacity as such for the period of the Distribution Consultant's engagement and for a period of two years after the engagement; and (iv) for taking reasonable steps to ensure that any AIM Fund which the Special Market Timing Litigation Committee determines was harmed by improper market timing activity receives what the Special Market Timing Litigation Committee deems to be full restitution. During the fiscal year ended March 31, 2007, the Special Market Timing Litigation Committee held one meeting.
Trustee Ownership of Fund Shares
The dollar range of equity securities beneficially owned by each trustee
(i) in the Fund and (ii) on an aggregate basis, in all registered investment
companies overseen by the trustee within the AIM Funds complex, is set forth in
Appendix C.
COMPENSATION
Each trustee who is not affiliated with AIM is compensated for his or her services according to a fee schedule which recognizes the fact that such trustee also serves as a trustee of other AIM Funds. Each such trustee receives a fee, allocated among the AIM Funds for which he or she serves as a director or trustee, which consists of an annual retainer component and a meeting fee component. The Chair of the Board and Chairs and Vice Chairs of certain committees receive additional compensation from their services.
Information regarding compensation paid or accrued for each trustee of the Trust who was not affiliated with AIM during the year ended December 31, 2006 is found in Appendix D.
Retirement Plan For Trustees
The trustees have adopted a retirement plan for the trustees of the Trust who are not affiliated with AIM.
The trustees have also adopted a retirement policy that permits each non-AIM-affiliated trustee to serve until December 31 of the year in which the trustee turns 72. A majority of the trustees may extend from time to time the retirement date of a trustee.
Annual retirement benefits are available to each non-AIM-affiliated trustee of the Trust and/or other AIM Funds (each, a "Covered Fund") who has at least five years of credited service as a trustee (including service to a predecessor fund) for a Covered Fund. Effective January 1, 2006, for retirements after December 31, 2005, the retirement benefits will equal 75% of the trustee's annual retainer paid to or accrued by any Covered Fund with respect to such trustee during the twelve-month period prior to retirement, including the amount of any retainer deferred under a separate deferred compensation agreement between the Covered Fund and the trustee. The amount of the annual retirement benefit does not include additional compensation paid for Board meeting fees or compensation paid to the Chair of the Board and the Chairs and Vice Chairs of certain Board committees, whether such amounts are paid directly to the trustee or deferred. The annual retirement benefit is payable in quarterly installments for a number of years equal to the lesser of (i) sixteen years or (ii) the number of such trustee's credited years of service. If a trustee dies prior to receiving the full amount of retirement benefits, the remaining payments will be made to the deceased trustee's designated beneficiary for the same length of time that the trustee would have received the payments, based on his or her service. A trustee must have attained the age of 65 (60 in the event of death or disability) to receive any retirement benefit. A trustee may make an irrevocable election to commence payment of retirement benefits upon retirement from the Board before age 72, subject to a reduction for early payment.
Deferred Compensation Agreements
Messrs. Crockett, Edward K. Dunn (a former trustee), Fields, Frischling, Louis S. Sklar (a former trustee) and Drs. Mathai-Davis and Soll (for purposes of this paragraph only, the "Deferring Trustees") have each executed a Deferred Compensation Agreement (collectively, the "Compensation Agreements"). Pursuant to the Compensation Agreements, the Deferring Trustees have the option to elect to defer receipt of up to 100% of their compensation payable by the Trust, and such amounts are placed into a deferral account and deemed to be invested in one or more AIM Funds selected by the Deferring Trustees. Distributions from the Deferring Trustees' deferral accounts will be paid in cash, generally in equal quarterly installments over a period of up to ten (10) years (depending on the Compensation Agreement) beginning on the date selected under the Compensation Agreement. If a
Deferring Trustee dies prior to the distribution of amounts in his or her deferral account, the balance of the deferral account will be distributed to his or her designated beneficiary. The Compensation Agreements are not funded and, with respect to the payments of amounts held in the deferral accounts, the Deferring Trustees have the status of unsecured creditors of the Trust and of each other AIM Fund from which they are deferring compensation.
Purchase of Class A Shares of the Funds at Net Asset Value
The trustees and other affiliated persons of the Trust may purchase Class A shares of the AIM Funds without paying an initial sales charge. A I M Distributors, Inc. ("AIM Distributors") permits such purchases because there is a reduced sales effort involved in sales to such purchasers, thereby resulting in relatively low expenses of distribution. For a complete description of the persons who will not pay an initial sales charge on purchases of Class A shares of the Funds, see "Purchase, Redemption and Pricing of Shares - Purchase and Redemption of Shares - Purchases of Class A Shares Class A3 Shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and AIM Cash Reserve Shares of AIM Money Market Fund - Purchases of Class A Shares at Net Asset Value."
CODE OF ETHICS
AIM, the Trust and AIM Distributors have adopted a Code of Ethics which applies to all AIM Fund trustees and officers, and employees of AIM and its subsidiaries, and governs, among other things, personal trading activities of such persons. The Code of Ethics is intended to address conflicts of interest with the Trust that may arise from personal trading, including personal trading in most of the funds within the AIM Family of Funds. Personal trading, including personal trading involving securities that may be purchased or held by a fund within the AIM Family of Funds, is permitted under the Code subject to certain restrictions; however, employees are required to pre-clear security transactions with the Compliance Officer or a designee and to report transactions on a regular basis.
PROXY VOTING POLICIES
The Board has delegated responsibility for decisions regarding proxy voting for securities held by each Fund to AIM, the Fund's investment advisor. AIM will vote such proxies in accordance with its proxy policies and procedures, which have been reviewed and approved by the Board, and which are found in Appendix E.
Any material changes to the proxy policies and procedures will be submitted to the Board for approval. The Board will be supplied with a summary quarterly report of each Fund's proxy voting record.
Information regarding how the Funds voted proxies related to their portfolio securities during the 12 months ended June 30, 2007 is available at our web site, http://www.aiminvestments.com. This information is also available at the SEC web site, http://www.sec.gov.
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
Information about the ownership of each class of each Fund's shares by beneficial or record owners of such Fund and by trustees and officers as a group is found in Appendix F. A shareholder who owns beneficially 25% or more of the outstanding shares of a Fund is presumed to "control" that Fund.
INVESTMENT ADVISORY AND OTHER SERVICES
INVESTMENT ADVISOR
AIM, the Funds' investment advisor, was organized in 1976, and along with its subsidiaries, manages or advises over 225 investment portfolios encompassing a broad range of investment
objectives. AIM is a direct, wholly - owned subsidiary of AIM Management, a holding company that has been engaged in the financial services business since 1976. AIM Management is an indirect, wholly owned subsidiary of INVESCO. INVESCO and its subsidiaries are an independent global investment management group. Certain of the directors and officers of AIM are also executive officers of the Trust and their affiliations are shown under "Management Information" herein.
As investment advisor, AIM supervises all aspects of the Funds' operations and provides investment advisory services to the Funds. AIM obtains and evaluates economic, statistical and financial information to formulate and implement investment programs for the Funds.
AIM is also responsible for furnishing to the Funds, at AIM's expense, the services of persons believed to be competent to perform all supervisory and administrative services required by the Funds, in the judgment of the trustees, to conduct their respective businesses effectively, as well as the offices, equipment and other facilities necessary for their operations. Such functions include the maintenance of each Fund's accounts and records, and the preparation of all requisite corporate documents such as tax returns and reports to the SEC and shareholders.
The Master Advisory Agreement (the "Advisory Agreement") provides that each Fund will pay or cause to be paid all expenses of such Fund not assumed by AIM, including, without limitation: brokerage commissions, taxes, legal, auditing or governmental fees, custodian, transfer and shareholder service agent costs, expenses of issue, sale, redemption, and repurchase of shares, expenses of registering and qualifying shares for sale, expenses relating to trustee and shareholder meetings, the cost of preparing and distributing reports and notices to shareholders, the fees and other expenses incurred by the Trust on behalf of each Fund in connection with membership in investment company organizations, and the cost of printing copies of prospectuses and statements of additional information distributed to the Funds' shareholders.
AIM, at its own expense, furnishes to the Trust office space and facilities. AIM furnishes to the Trust all personnel for managing the affairs of the Trust and each of its series of shares. Each Fund allocates advisory fees to a class based on the relative net assets of each class.
Pursuant to its Advisory Agreement with the Trust, AIM receives a monthly fee from each Fund listed below calculated at the following annual rates, based on the average daily net assets of each Fund during the year.
FUND NAME NET ASSETS ANNUAL RATE
--------- ------------------------------------------------ -----------
AIM Tax-Exempt Cash Fund All Assets 0.35%
AIM Tax-Free Intermediate Fund First $500 million 0.30%
Over $500 million up to and including $1 billion 0.25%
Over $1 billion 0.20%
AIM High Income Municipal Fund First $500 million 0.60%
Over $500 million up to and including $1 billion 0.55%
Over $1 billion up to and including $1.5 billion 0.50%
Over $1.5 billion 0.45%
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AIM may from time to time waive or reduce its fee. Voluntary fee waivers or reductions may be rescinded at any time without further notice to investors. During periods of voluntary fee waivers or reductions, AIM will retain its ability to be reimbursed for such fee prior to the end of each fiscal year. Contractual fee waivers or reductions set forth in the Fee Table in a Prospectus may not be terminated or
amended to the Funds' detriment during the period stated in the agreement between AIM and the Fund.
AIM has contractually agreed through at least June 30, 2008, to waive a portion of advisory fees payable by each Fund in the amount equal to 100% of the advisory fee AIM receives from the Affiliated Money Market Funds as a result of each Fund's investment of uninvested cash in an Affiliated Money Market Fund. See "Description of the Funds and Their Investments and Risks - Investments Strategies and Risks - Other Investments - Other Investment Companies."
The management fees payable by each Fund, the amounts waived by AIM and the net fees paid by each Fund for the last three fiscal years ended March 31 are found in Appendix G.
Portfolio Managers
Appendix H contains the following information regarding the portfolio managers identified in each Fund's prospectus:
- The dollar range of the manager's investments in each Fund.
- A description of the manager's compensation structure.
- Information regarding other accounts managed by the manager and potential conflicts of interest that might arise from the management of multiple accounts.
Securities Lending Arrangements. If a Fund engages in securities lending, AIM will provide the Fund investment advisory services and related administrative services. The Advisory Agreement describes the administrative services to be rendered by AIM if a Fund engages in securities lending activities, as well as the compensation AIM may receive for such administrative services. Services to be provided include: (a) overseeing participation in the securities lending program to ensure compliance with all applicable regulatory and investment guidelines; (b) assisting the securities lending agent or principal (the agent) in determining which specific securities are available for loan; (c) monitoring the agent to ensure that securities loans are effected in accordance with AIM's instructions and with procedures adopted by the Board; (d) preparing appropriate periodic reports for, and seeking appropriate approvals from, the Board with respect to securities lending activities; (e) responding to agent inquiries; and (f) performing such other duties as may be necessary.
AIM's compensation for advisory services rendered in connection with securities lending is included in the advisory fee schedule. As compensation for the related administrative services AIM will provide, a lending Fund will pay AIM a fee equal to 25% of the net monthly interest or fee income retained or paid to the Fund from such activities. AIM currently intends to waive such fee, and has agreed to seek Board approval prior to its receipt of all or a portion of such fee.
SERVICE AGREEMENTS
ADMINISTRATIVE SERVICES AGREEMENT. AIM and the Trust have entered into a Master Administrative Services Agreement ("Administrative Services Agreement") pursuant to which AIM may perform or arrange for the provision of certain accounting and other administrative services to each Fund which are not required to be performed by AIM under the Advisory Agreement. The Administrative Services Agreement provides that it will remain in effect and continue from year to year only if such continuance is specifically approved at least annually by the Board, including the independent trustees, by votes cast in person at a meeting called for such purpose. Under the Administrative Services Agreement, AIM is entitled to receive from the Funds reimbursement of its costs or such reasonable compensation as may be approved by the Board. Currently, AIM is reimbursed for the services of the Trust's principal financial officer and her staff, and any expenses related to fund accounting services.
Administrative services fees paid to AIM by each Fund for the last three fiscal years ended March 31 are found in Appendix I.
OTHER SERVICE PROVIDERS
TRANSFER AGENT. AIM Investment Services, Inc. ("AIS"), 11 Greenway Plaza, Suite 100, Houston, Texas 77046, a wholly-owned subsidiary of AIM, is the Trust's transfer agent.
The Transfer Agency and Service Agreement (the "TA Agreement") between the Trust and AIS provides that AIS will perform certain services related to the servicing of shareholders of the Funds. Other such services may be delegated or sub-contracted to third party intermediaries. For servicing accounts holding Class A, A3, B, C, P, R, AIM Cash Reserve and Investor Class Shares, the TA Agreement provides that the Trust, on behalf of the Funds, will pay AIS an annual fee per open shareholder account plus certain out of pocket expenses. This fee is paid monthly at the rate of 1/12 of the annual rate and is based upon the number of open shareholder accounts during each month. In addition, all fees payable by AIS or its affiliates to third party intermediaries who service accounts pursuant to sub-transfer agency, omnibus account services and sub-accounting agreements are charged back to the Funds, subject to certain limitations and approved by the Board of the Trust. These payments are made in consideration of services that would otherwise be provided by AIS if the accounts serviced by such intermediaries were serviced by AIS directly. For more information regarding such payments to intermediaries, see the discussion under "Administrative and Processing Support Payments" below.
For servicing accounts holding Institutional Class Shares, the TA Agreement provides that the Trust, on behalf of the Funds, will pay AIS a fee equal to $2.00 per trade executed, to be billed monthly plus certain out of pocket expenses. In addition, all fees payable by AIS or its affiliates to third party intermediaries who service accounts pursuant to sub-transfer agency, omnibus account services and sub-accounting agreements are charged back to the Funds, subject to certain limitations approved by the Board of the Trust (including a limitation on the amount of any fee payable to an intermediary of 0.10% of the average net assets held in accounts serviced by such intermediary). These payments are made in consideration of services that would otherwise be provided by AIS if the accounts serviced by such intermediaries were serviced by AIS directly. For more information regarding such payments to intermediaries, see the discussion under, "Administrative and Processing Support Payments."
SUB-TRANSFER AGENT. AIM Funds Management, Inc. ("AFMI"), 5140 Yonge Street, Suite 900, Toronto, Ontario M2N6X7, a wholly owned, indirect subsidiary of INVESCO, provides services to the Trust as a sub-transfer agent, pursuant to an agreement between AFMI and AIS. The Trust does not pay a fee to AFMI for these services. Rather AFMI is compensated by AIS, as a sub-contractor.
CUSTODIANS. The Bank of New York (the "Custodian"), 2 Hanson Place, Brooklyn, New York 11217-1431, is custodian of all securities and cash of the Funds. JPMorgan Chase Bank, N.A., 712 Main, Houston, Texas 77002, serves as sub-custodian for purchases of shares of the Funds.
Under its contract with the Trust, the Custodian maintains the portfolio securities of the Funds, administers the purchases and sales of portfolio securities, collects interest and dividends and other distributions made on the securities held in the portfolios of the Funds and performs other ministerial duties. These services do not include any supervisory function over management or provide any protection against any possible depreciation of assets.
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. The Audit Committee of the Board has appointed PricewaterhouseCoopers LLP, 1201 Louisiana, Suite 2900, Houston, Texas 77002, as the independent registered public accounting firm to audit the Funds' financial statements. Such appointment was ratified and approved by the Board.
COUNSEL TO THE TRUST. Legal matters for the Trust have been passed upon by Ballard Spahr Andrews & Ingersoll, LLP, 1735 Market Street, Philadelphia, Pennsylvania 19103-7599.
BROKERAGE ALLOCATION AND OTHER PRACTICES
BROKERAGE TRANSACTIONS
AIM makes decisions to buy and sell securities for each Fund, selects broker-dealers, (each, a "Broker"), effects the Funds' investment portfolio transactions, allocates brokerage fees in such transactions and, where applicable, negotiates commissions and spreads on transactions. AIM's primary consideration in effecting a security transaction is to obtain best execution, which AIM defines as prompt and efficient execution of the transaction at the best obtainable price with payment of commissions, mark-ups or mark-downs which are reasonable in relation to the value of the brokerage services provided by the Broker. While AIM seeks reasonably competitive commission rates, the Funds may not pay the lowest commission or spread available. See "Broker Selection" below.
Some of the securities in which the Funds invest are traded in over-the-counter markets. Portfolio transactions placed in such markets may be effected on a principal basis at net prices without commissions, but which include compensation to the Broker in the form of a mark up or mark down, or on an agency basis, which involves the payment of negotiated brokerage commissions to the Broker, including electronic communication networks. Purchases of underwritten issues include a commission or concession paid by the issuer (not the Funds) to the underwriter. Purchases of money market instruments may be made directly from issuers without the payment of commissions.
Traditionally, commission rates have not been negotiated on stock markets outside the United States. Although in recent years many overseas stock markets have adopted a system of negotiated rates, a number of markets maintain an established schedule of minimum commission rates.
Brokerage commissions, if any, paid by the Funds for the last three fiscal years ended March 31 are found in Appendix J.
COMMISSIONS
During the last three fiscal years ended March 31, none of the Funds paid brokerage commissions to Brokers affiliated with the Funds, AIM, AIM Distributors, or any affiliates of such entities.
The Funds may engage in certain principal and agency transactions with banks and their affiliates that own 5% or more of the outstanding voting securities of an AIM Fund, provided the conditions of an exemptive order received by the AIM Funds from the SEC are met. In addition, a Fund may purchase or sell a security from or to certain other AIM Funds or accounts (and may invest in Affiliated Money Market Funds) provided the Funds follow procedures adopted by the Boards of the various AIM Funds, including the Trust. These inter-fund transactions do not generate brokerage commissions but may result in custodial fees or taxes or other related expenses.
BROKER SELECTION
AIM's primary consideration in selecting Brokers to execute portfolio transactions for a Fund is to obtain best execution. In selecting a Broker to execute a portfolio transaction in equity securities for a Fund, AIM considers the full range and quality of a Broker's services, including the value of research and/or brokerage services provided, execution capability, commission rate, willingness to commit capital, anonymity and responsiveness. AIM's primary consideration when selecting a Broker to execute a portfolio transaction in fixed income securities for a Fund is the Broker's ability to deliver or sell the relevant fixed income securities; however, AIM will also consider the various factors listed above. In each case, the determinative factor is not the lowest commission or spread available but whether the transaction represents the best qualitative execution for the Fund. AIM will not select Brokers based upon their promotion or sale of Fund shares.
In choosing Brokers to execute portfolio transactions for the Funds, AIM
may select Brokers that provide brokerage and/or research services ("Soft Dollar
Products") to the Funds and/or the other accounts over which AIM and its
affiliates have investment discretion. Section 28(e) of the Securities Exchange
Act of 1934, as amended provides that AIM, under certain circumstances, lawfully
may cause an account to pay a higher commission than the lowest available. Under
Section 28(e)(1), AIM must make a good faith determination that the commissions
paid are "reasonable in relation to the value of the brokerage and research
services provided ... viewed in terms of either that particular transaction or
[AIM's] overall responsibilities with respect to the accounts as to which [it]
exercises investment discretion." The services provided by the Broker also must
lawfully and appropriately assist AIM in the performance of its investment
decision-making responsibilities. Accordingly, a Fund may pay a Broker higher
commissions than those available from another Broker in recognition of such
Broker's provision of Soft Dollar Products to AIM.
AIM faces a potential conflict of interest when it uses client trades to obtain Soft Dollar Products. This conflict exists because AIM is able to use the Soft Dollar Products to manage client accounts without paying cash for the Soft Dollar Products, which reduces AIM's expenses to the extent that AIM would have purchased such products had they not been provided by Brokers. Section 28(e) permits AIM to use Soft Dollar Products for the benefit of any account it manages. Certain AIM-managed accounts may generate soft dollars used to purchase Soft Dollar Products that ultimately benefit other AIM-managed accounts, effectively cross subsidizing the other AIM-managed accounts that benefit directly from the product. AIM may not use all of the Soft Dollar Products provided by Brokers through which a Fund effects securities transactions in connection with managing such Fund.
AIM and certain of its affiliates presently engage in the following instances of cross-subsidization:
1. Fixed income funds normally do not generate soft dollar commissions to pay for Soft Dollar Products. Therefore, soft dollar commissions used to pay for Soft Dollar Products which are used to manage the fixed income AIM Funds are generated entirely by equity AIM Funds and other equity client accounts managed by AIM or A I M Capital, Inc. ("AIM Capital"), a subsidiary of AIM. In other words, the fixed income AIM Funds are cross-subsidized by the equity AIM Funds, in that the fixed income AIM Funds receive the benefit of Soft Dollar Products services for which they do not pay.
2. The investment models used to manage many of the AIM Funds are also used to manage other accounts of AIM and/or AIM Capital. The Soft Dollar Products obtained through the use of soft dollar commissions generated by the transactions of the AIM Funds and/or other accounts managed by AIM and/or AIM Capital are used to maintain the investment models relied upon by both of these advisory affiliates.
This type of cross-subsidization occurs in both directions. For example, soft dollar commissions generated by transactions of the AIM Funds and/or other accounts managed by AIM are used for Soft Dollar Products which may benefit those AIM Funds and/or accounts as well as accounts managed by AIM Capital. Additionally, soft dollar commissions generated by transactions of accounts managed by AIM Capital are used for Soft Dollar Products which may benefit those accounts as well as accounts managed by AIM. In certain circumstances, AIM Capital accounts may indicate that their transactions should not be used to generate soft dollar commissions but may still receive the benefits of Soft Dollar Products received by AIM or AIM Capital.
3. Some of the common investment models used to manage various Funds and other accounts of AIM and/or AIM Capital are also used to manage accounts of AIM Private Asset Management, Inc. ("APAM"), another AIM subsidiary. The Soft Dollar Products obtained through the use of soft dollar commissions generated by the transactions of the Funds and/or other accounts managed by AIM and/or AIM Capital are used to maintain the investment models relied upon by AIM, AIM Capital and APAM. This cross-subsidization occurs in only one direction. Most of APAM's accounts do not generate soft
dollar commissions which can be used to purchase Soft Dollar Products. The soft dollar commissions generated by transactions of the Funds and/or other accounts managed by AIM and/or AIM Capital are used for Soft Dollar Products which may benefit the accounts managed by AIM, AIM Capital and APAM; however, APAM does not provide any soft dollar research benefit to the Funds and/or other accounts managed by AIM or AIM Capital.
AIM and AIM Capital attempt to reduce or eliminate the potential conflicts of interest concerning the use of Soft Dollar Products by directing client trades for Soft Dollar Products only if AIM and AIM Capital conclude that the Broker supplying the product is capable of providing best execution.
Certain Soft Dollar Products may be available directly from a vendor on a hard dollar basis; other Soft Dollar Products are available only through Brokers in exchange for soft dollars. AIM uses soft dollars to purchase two types of Soft Dollar Products:
- proprietary research created by the Broker executing the trade, and
- other products created by third parties that are supplied to AIM through the Broker executing the trade.
Proprietary research consists primarily of traditional research reports, recommendations and similar materials produced by the in house research staffs of broker-dealer firms. This research includes evaluations and recommendations of specific companies or industry groups, as well as analyses of general economic and market conditions and trends, market data, contacts and other related information and assistance. AIM periodically rates the quality of proprietary research produced by various Brokers. Based on the evaluation of the quality of information that AIM receives from each Broker, AIM develops an estimate of each Broker's share of AIM clients' commission dollars. AIM attempts to direct trades to the firms to meet these estimates.
AIM also uses soft dollars to acquire products from third parties that are supplied to AIM through Brokers executing the trades or other Brokers who "step in" to a transaction and receive a portion of the brokerage commission for the trade. AIM may from time to time instruct the executing Broker to allocate or "step out" a portion of a transaction to another Broker. The Broker to which AIM has "stepped out" would then settle and complete the designated portion of the transaction, and the executing Broker would settle and complete the remaining portion of the transaction that has not been "stepped out." Each Broker may receive a commission or brokerage fee with respect to that portion of the transaction that it settles and completes.
Soft Dollar Products received from Brokers supplement AIM's own research (and the research of certain of its affiliates), and may include the following types of products and services:
- Database Services - comprehensive databases containing current and/or historical information on companies and industries and indices. Examples include historical securities prices, earnings estimates and financial data. These services may include software tools that allow the user to search the database or to prepare value-added analyses related to the investment process (such as forecasts and models used in the portfolio management process).
- Quotation/Trading/News Systems - products that provide real time market data information, such as pricing of individual securities and information on current trading, as well as a variety of news services.
- Economic Data/Forecasting Tools - various macro economic forecasting tools, such as economic data or currency and political forecasts for various countries or regions.
- Quantitative/Technical Analysis - software tools that assist in quantitative and technical analysis of investment data.
- Fundamental/Industry Analysis - industry specific fundamental investment research.
- Fixed Income Security Analysis - data and analytical tools that pertain specifically to fixed income securities. These tools assist in creating financial models, such as cash flow projections and interest rate sensitivity analyses, which are relevant to fixed income securities.
- Other Specialized Tools - other specialized products, such as consulting analyses, access to industry experts, and distinct investment expertise such as forensic accounting or custom built investment-analysis software.
If AIM determines that any service or product has a mixed use (i.e., it also serves functions that do not assist the investment decision-making or trading process), AIM will allocate the costs of such service or product accordingly in its reasonable discretion. AIM will allocate brokerage commissions to Brokers only for the portion of the service or product that AIM determines assists it in the investment decision-making or trading process and will pay for the remaining value of the product or service in cash.
Outside research assistance is useful to AIM since the Brokers used by AIM tend to provide more in-depth analysis of a broader universe of securities and other matters than AIM's staff follows. In addition, such services provide AIM with a diverse perspective on financial markets. Some brokers may indicate that the provision of research services is dependent upon the generation of certain specified levels of commissions and underwriting concessions by AIM's clients, including the Funds. However, the Funds are not under any obligation to deal with any Broker in the execution of transactions in portfolio securities. In some cases, Soft Dollar Products are available only from the Broker providing them. In other cases, Soft Dollar Products may be obtainable from alternative sources in return for cash payments. AIM believes that because Broker research supplements rather than replaces AIM's research, the receipt of such research tends to improve the quality of AIM's investment advice. The advisory fee paid by the Funds is not reduced because AIM receives such services. To the extent the Funds' portfolio transactions are used to obtain Soft Dollar Products, the brokerage commissions obtained by the Funds might exceed those that might otherwise have been paid.
AIM may determine target levels of brokerage business with various Brokers on behalf of its clients (including the Funds) over a certain time period. The target levels will be based upon the following factors, among others: (1) the execution services provided by the Broker; and (2) the research services provided by the Broker. Portfolio transactions may be effected through Brokers that recommend the Funds to their clients, or that act as agent in the purchase of a Fund's shares for their clients, provided that AIM believes such Brokers provide best execution and such transactions are executed in compliance with AIM's policy against using directed brokerage to compensate Brokers for promoting or selling AIM Fund shares. AIM will not enter into a binding commitment with Brokers to place trades with such Brokers involving brokerage commissions in precise amounts.
DIRECTED BROKERAGE (RESEARCH SERVICES)
Directed brokerage (research services) paid by each of the Funds during the last fiscal year ended March 31, 2007 are found in Appendix K.
REGULAR BROKERS
Information concerning the Funds' acquisition of securities of their regular Brokers or dealers during the last fiscal year ended March 31, 2007 is found in Appendix K.
ALLOCATION OF PORTFOLIO TRANSACTIONS
AIM and its affiliates manage numerous AIM Funds and other accounts. Some of these accounts may have investment objectives similar to the Funds. Occasionally, identical securities will be appropriate for investment by one of the Funds and by another Fund or one or more other accounts. However, the position of each account in the same security and the length of time that each account may hold its investment in the same security may vary. The timing and amount of purchase by each account will also be determined by its cash position. If the purchase or sale of securities is consistent with the investment policies of the Fund(s) and one or more other accounts, and is considered at or about the same time, AIM will allocate transactions in such securities among the Fund(s) and these accounts on a pro rata basis based on order size or in such other manner believed by AIM to be fair and equitable. AIM may combine such transactions, in accordance with applicable laws and regulations, to obtain the most favorable execution. Simultaneous transactions could, however, adversely affect a Fund's ability to obtain or dispose of the full amount of a security which it seeks to purchase or sell.
PURCHASE, REDEMPTION AND PRICING OF SHARES
PURCHASE AND REDEMPTION OF SHARES
Purchases of Class A Shares, Class A3 Shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and AIM Cash Reserve Shares of AIM Money Market Fund
INITIAL SALES CHARGES. Each AIM Fund (other than AIM Tax-Exempt Cash Fund) is grouped into one of four categories to determine the applicable initial sales charge for its Class A Shares. The sales charge is used to compensate AIM Distributors and participating dealers for their expenses incurred in connection with the distribution of the Funds' shares. You may also be charged a transaction or other fee by the financial institution managing your account.
Class A Shares of AIM Tax-Exempt Cash Fund, Class A3 Shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund and AIM Cash Reserve Shares of AIM Money Market Fund are sold without an initial sales charge.
CATEGORY I FUNDS
AIM Asia Pacific Growth Fund
AIM Basic Balanced Fund
AIM Basic Value Fund
AIM Capital Development Fund
AIM Charter Fund
AIM China Fund
AIM Conservative Allocation Fund
AIM Constellation Fund
AIM Developing Markets Fund
AIM Diversified Dividend Fund
AIM Dynamics Fund
AIM Energy Fund
AIM European Growth Fund
AIM European Small Company Fund
AIM Financial Services Fund
AIM Global Aggressive Growth Fund
AIM Global Equity Fund
AIM Global Growth Fund
AIM Global Health Care Fund
AIM Global Real Estate Fund
AIM Global Value Fund
AIM Gold & Precious Metal Fund
AIM Growth Allocation Fund
AIM Income Allocation Fund
AIM Independence Now Fund
AIM Independence 2010 Fund
AIM Independence 2020 Fund
AIM Independence 2030 Fund
AIM Independence 2040 Fund
AIM Independence 2050 Fund
AIM International Allocation Fund
AIM International Core Equity Fund
AIM International Growth Fund
AIM International Small Company Fund
AIM Japan Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM Leisure Fund
AIM Mid Cap Basic Value Fund
AIM Mid Cap Core Equity Fund
AIM Moderate Allocation Fund
AIM Moderate Growth Allocation Fund
AIM Moderately Conservative Allocation Fund
AIM Multi-Sector Fund
AIM Real Estate Fund
AIM Select Equity Fund
AIM Select Real Estate Income Fund
AIM Small Cap Equity Fund
AIM Small Cap Growth Fund
AIM Structured Core Fund
AIM Structured Growth Fund
AIM Structured Value Fund
AIM Summit Fund
AIM Technology Fund
AIM Trimark Endeavor Fund
AIM Trimark Fund
AIM Trimark Small Companies Fund
AIM Utilities Fund
Dealer
Investor's Sales Charge Concession
-------------------------- -------------
As a As a As a
Percentage Percentage Percentage
of the Public of the Net of the Public
Amount of Investment in Offering Amount Offering
Single Transaction Price Invested Price
----------------------- ------------- ---------- -------------
Less than $25,000 5.50% 5.82% 4.75%
$ 25,000 but less than $ 50,000 5.25 5.54 4.50
$ 50,000 but less than $ 100,000 4.75 4.99 4.00
$100,000 but less than $ 250,000 3.75 3.90 3.00
$250,000 but less than $ 500,000 3.00 3.09 2.50
$500,000 but less than $1,000,000 2.00 2.04 1.60
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CATEGORY II FUNDS
AIM High Income Municipal Fund
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM International Total Return Fund
AIM Municipal Bond Fund
AIM Total Return Bond Fund
Dealer
Investor's Sales Charge Concession
-------------------------- -------------
As a As a As a
Percentage Percentage Percentage
of the Public of the Net of the Public
Amount of Investment in Offering Amount Offering
Single Transaction Price Invested Price
----------------------- ------------- ---------- -------------
Less than $50,000 4.75% 4.99% 4.00%
$ 50,000 but less than $ 100,000 4.00 4.17 3.25
$100,000 but less than $ 250,000 3.75 3.90 3.00
$250,000 but less than $ 500,000 2.50 2.56 2.00
$500,000 but less than $1,000,000 2.00 2.04 1.60
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CATEGORY III FUNDS
AIM Limited Maturity Treasury Fund
AIM Tax-Free Intermediate Fund
Dealer
Investor's Sales Charge Concession
-------------------------- -------------
As a As a As a
Percentage Percentage Percentage
of the Public of the Net of the Public
Amount of Investment in Offering Amount Offering
Single Transaction Price Invested Price
----------------------- ------------- ---------- -------------
Less than $100,000 1.00% 1.01% 0.75%
$100,000 but less than $ 250,000 0.75 0.76 0.50
$250,000 but less than $1,000,000 0.50 0.50 0.40
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As of the close of business on October 30, 2002, Class A Shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund were closed to new investors. Current investors must maintain a share balance in order to continue to make incremental purchases.
CATEGORY IV FUNDS
AIM Floating Rate Fund
AIM LIBOR Alpha Fund
AIM Short Term Bond Fund
Dealer
Investor's Sales Charge Concession
-------------------------- -------------
As a As a As a
Percentage Percentage Percentage
of the Public of the Net of the Public
Amount of Investment in Offering Amount Offering
Single Transaction Price Invested Price
----------------------- ------------- ---------- -------------
Less than $100,000 2.50% 2.56% 2.00%
$100,000 but less than $ 250,000 2.00 2.04 1.50
$250,000 but less than $ 500,000 1.50 1.52 1.25
$500,000 but less than $1,000,000 1.25 1.27 1.00
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LARGE PURCHASES OF CLASS A SHARES. Investors who purchase $1,000,000 or more of Class A Shares of Category I, II, III or IV Fund do not pay an initial sales charge. In addition, investors who currently own Class A shares of Category I, II, III or IV Funds and make additional purchases that result in account balances of $1,000,000 or more do not pay an initial sales charge on the additional purchases. The additional purchases, as well as initial purchases of $1,000,000 or more, are referred to as Large Purchases. If an investor makes a Large Purchase of Class A shares of a Category I, II or IV Fund, each share will generally be subject to a 1.00% contingent deferred sales charge ("CDSC") if the investor redeems those shares within 18 months after purchase.
AIM Distributors may pay a dealer concession and/or advance a service fee on Large Purchases, as set forth below. Exchanges between the AIM Funds may affect total compensation paid.
PURCHASES OF CLASS A SHARES BY NON-RETIREMENT PLANS. AIM Distributors may
make the following payments to dealers of record for Large Purchases of Class A
shares of Category I, II or IV Funds by investors other than: (i) retirement
plans that are maintained pursuant to Sections 401 and 457 of the Code, and (ii)
retirement plans that are maintained pursuant to Section 403 of the Code if the
employer or plan sponsor is a tax-exempt organization operated pursuant to
Section 501(c)(3) of the Code:
PERCENT OF PURCHASES
1% of the first $2 million
plus 0.80% of the next $1 million
plus 0.50% of the next $17 million
plus 0.25% of amounts in excess of $20 million
If (i) the amount of any single purchase order plus (ii) the public offering price of all other shares owned by the same customer submitting the purchase order on the day on which the purchase order is received equals or exceeds $1,000,000, the purchase will be considered a "jumbo accumulation purchase." With regard to any individual jumbo accumulation purchase, AIM Distributors may make payment to the dealer of record based on the cumulative total of jumbo accumulation purchases made by the same customer over the life of his or her account(s).
If an investor makes a Large Purchase of Class A3 shares of a Category III Fund on and after October 31, 2002 and exchanges those shares for Class A shares of a Category I, II or IV Fund, AIM Distributors will pay 1.00% of such purchase as dealer compensation upon the exchange. The Class A shares of the Category I, II or IV Fund received in exchange generally will be subject to a 1.00% CDSC if the investor redeems such shares within 18 months from the date of exchange.
PURCHASES OF CLASS A SHARES BY CERTAIN RETIREMENT PLANS AT NAV. For purchases of Class A shares of Category I, II and IV Funds, AIM Distributors may make the following payments to investment dealers or other financial service firms for sales of such shares at net asset value ("NAV") to certain retirement plans provided that the applicable dealer of record is able to establish that the retirement plan's purchase of such Class A shares is a new investment (as defined below):
PERCENT OF PURCHASES
0.50% of the first $20 million
plus 0.25% of amounts in excess of $20 million
This payment schedule will be applicable to purchases of Class A shares at NAV by the following types of retirement plans: (i) all plans maintained pursuant to Sections 401 and 457 of the Code, and (ii) plans maintained pursuant to Section 403 of the Code if the employer or plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code.
A "new investment" means a purchase paid for with money that does not represent (i) the proceeds of one or more redemptions of AIM Fund shares, (ii) an exchange of AIM Fund shares, (iii) the repayment of one or more retirement plan loans that were funded through the redemption of AIM Fund shares, or (iv) money returned from another fund family. If AIM Distributors pays a dealer concession in connection with a plan's purchase of Class A shares at NAV, such shares may be subject to a CDSC of 1.00% of net assets for 12 months, commencing on the date the plan first invests in Class A shares of an AIM Fund. If the applicable dealer of record is unable to establish that a plan's purchase of Class A shares at NAV is a new investment, AIM Distributors will not pay a dealer concession in connection with such purchase and such shares will not be subject to a CDSC.
With regard to any individual jumbo accumulation purchase, AIM Distributors may make payment to the dealer of record based on the cumulative total of jumbo accumulation purchases made by the same plan over the life of the plan's account(s).
PURCHASERS QUALIFYING FOR REDUCTIONS IN INITIAL SALES CHARGES. As shown in the tables above, purchases of certain amounts of AIM Fund shares may reduce the initial sales charges. These
reductions are available to purchasers that meet the qualifications listed below. We will refer to purchasers that meet these qualifications as "Qualified Purchasers."
DEFINITIONS
As used herein, the terms below shall be defined as follows:
- "Individual" refers to a person, as well as his or her Spouse or Domestic Partner and his or her Children;
- "Spouse" is the person to whom one is legally married under state law;
- "Domestic Partner" is an adult with whom one shares a primary residence for at least six-months, is in a relationship as a couple where one or each of them provides personal or financial welfare of the other without a fee, is not related by blood and is not married;
- "Child" or "Children" include a biological, adopted or foster son or daughter, a Step-child, a legal ward or a Child of a person standing in loco parentis;
- "Parent" is a person's biological or adoptive mother or father;
- "Step-child" is the child of one's Spouse by a previous marriage or relationship;
- "Step-parent" is the Spouse of a Child's Parent; and
- "Immediate Family" includes an Individual (including, as defined above, a person, his or her Spouse or Domestic Partner and his or her Children) as well as his or her Parents, Step-parents and the Parents of Spouse or Domestic Partner.
INDIVIDUALS
- an Individual (including his or her spouse or domestic partner, and children);
- a retirement plan established exclusively for the benefit of an Individual, specifically including, but not limited to, a Traditional IRA, Roth IRA, SEP IRA, SIMPLE IRA, Solo 401(k), Keogh plan, or a tax-sheltered 403(b)(7) custodial account; and
- a qualified tuition plan account, maintained pursuant to Section 529 of the Code, or a Coverdell Education Savings Account, maintained pursuant to Section 530 of the Code (in either case, the account must be established by an Individual or have an Individual named as the beneficiary thereof).
EMPLOYER-SPONSORED RETIREMENT PLANS
- a retirement plan maintained pursuant to Sections 401, 403 (only if the employer or plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code), 408 (includes SEP, SARSEP and SIMPLE IRA plans) or 457 of the Code, if:
a. the employer or plan sponsor submits all contributions for all participating employees in a single contribution transmittal (the AIM Funds will not accept separate contributions submitted with respect to individual participants);
b. each transmittal is accompanied by checks or wire transfers; and
c. if the AIM Funds are expected to carry separate accounts in the names of each of the plan participants, (i) the employer or plan sponsor notifies AIM Distributors in writing that the separate accounts of all plan participants should be linked, and (ii) all new participant accounts are established by submitting an appropriate Account Application on behalf of each new participant with the contribution transmittal.
HOW TO QUALIFY FOR REDUCTIONS IN INITIAL SALES CHARGES. The following sections discuss different ways that a Qualified Purchaser can qualify for a reduction in the initial sales charges for purchases of Class A shares of the AIM Funds.
LETTERS OF INTENT
A Qualified Purchaser may pay reduced initial sales charges by (i) indicating on the Account Application that he, she or it intends to provide a Letter of Intent ("LOI"); and (ii) subsequently fulfilling the conditions of that LOI. Employer-sponsored retirement plans, with the exception of Solo 401(k) plans and SEP plans, are not eligible for a LOI.
The LOI confirms the total investment in shares of the AIM Funds that the Qualified Purchaser intends to make within the next 13 months. By marking the LOI section on the account application and by signing the account application, the Qualified Purchaser indicates that he, she or it understands and agrees to the terms of the LOI and is bound by the provisions described below:
Calculating the Initial Sales Charge
- Each purchase of fund shares normally subject to an initial sales charge made during the 13-month period will be made at the public offering price applicable to a single transaction of the total dollar amount indicated by the LOI (to determine what the applicable public offering price is, look at the sales charge table in the section on "Initial Sales Charges" above).
- It is the purchaser's responsibility at the time of purchase to specify the account numbers that should be considered in determining the appropriate sales charge.
- The offering price may be further reduced as described below under "Rights of Accumulation" if AIS, the Funds' transfer agent ("Transfer Agent") is advised of all other accounts at the time of the investment.
- Reinvestment of dividends and capital gains distributions acquired during the 13-month LOI period will not be applied to the LOI.
Calculating the Number of Shares to be Purchased
- Purchases made and shares acquired through reinvestment of dividends and capital gains distributions prior to the LOI effective date will be applied toward the completion of the LOI based on the value of the shares calculated at the public offering price on the effective date of the LOI.
- If a purchaser wishes to revise the LOI investment amount upward, he, she or it may submit a written and signed request at anytime prior to the completion of the original LOI. This revision will not change the original expiration date.
- The Transfer Agent will process necessary adjustments upon the expiration or completion date of the LOI.
Fulfilling the Intended Investment
- By signing an LOI, a purchaser is not making a binding commitment to purchase additional shares, but if purchases made within the 13-month period do not total the amount specified, the purchaser will have to pay the increased amount of sales charge.
- To assure compliance with the provisions of the 1940 Act, the Transfer Agent will escrow in the form of shares an appropriate dollar amount (computed to the nearest full share) out of the initial purchase (or subsequent purchases if necessary). All dividends and any capital gain distributions on the escrowed shares will be credited to the purchaser. All shares purchased, including those escrowed, will be registered in the purchaser's name. If the total investment specified under this LOI is completed within the 13-month period, the escrowed shares will be promptly released.
- If the intended investment is not completed, the purchaser will pay the Transfer Agent the difference between the sales charge on the specified amount and the sales charge on the amount actually purchased. If the purchaser does not pay such difference within 20 days of the expiration date, he or she irrevocably constitutes and appoints the Transfer Agent as his attorney to surrender for redemption any or all shares, to make up such difference within 60 days of the expiration date.
Canceling the LOI
- If at any time before completing the LOI Program, the purchaser wishes to cancel the agreement, he or she must give written notice to AIM Distributors or its designee.
- If at any time before completing the LOI Program the purchaser requests the Transfer Agent to liquidate or transfer beneficial ownership of his total shares, the LOI will be automatically canceled. If the total amount purchased is less than the amount specified in the LOI, the Transfer Agent will redeem an appropriate number of escrowed shares equal to the difference between the sales charge actually paid and the sales charge that would have been paid if the total purchases had been made at a single time.
Other Persons Eligible for the LOI Privilege
The LOI privilege is also available to holders of the Connecticut General Guaranteed Account, established for tax qualified group annuities, for contracts purchased on or before June 30, 1992.
LOIs and Contingent Deferred Sales Charges
All LOIs to purchase $1,000,000 or more of Class A Shares of Category I, II and IV Funds are subject to an 18-month, 1% CDSC.
RIGHTS OF ACCUMULATION
A Qualified Purchaser may also qualify for reduced initial sales charges based upon his, her or its existing investment in shares of any of the AIM Funds at the time of the proposed purchase. To determine whether or not a reduced initial sales charge applies to a proposed purchase, AIM Distributors takes into account not only the money which is invested upon such proposed purchase, but also the value of all shares of the AIM Funds owned by such purchaser, calculated at their then current public offering price.
If a purchaser qualifies for a reduced sales charge, the reduced sales charge applies to the total amount of money being invested, even if only a portion of that amount exceeds the breakpoint for the reduced sales charge. For example, if a purchaser already owns qualifying shares of any AIM Fund with a value of $20,000 and wishes to invest an additional $20,000 in a fund with a maximum initial sales charge of 5.50%, the reduced initial sales charge of 5.25% will apply to the full $20,000 purchase and not just to the $15,000 in excess of the $25,000 breakpoint.
To qualify for obtaining the discount applicable to a particular purchase, the purchaser or his dealer must furnish the Transfer Agent with a list of the account numbers and the names in which such accounts of the purchaser are registered at the time the purchase is made.
Rights of Accumulation are also available to holders of the Connecticut General Guaranteed Account, established for tax-qualified group annuities, for contracts purchased on or before June 30, 1992.
If an investor's new purchase of Class A shares of a Category I, II or IV Fund is at net asset value, the newly purchased shares will be subject to a CDSC if the investor redeems them prior to the end of the 18 month holding period.
REINSTATEMENT FOLLOWING REDEMPTION
If you redeem shares of a fund, you may reinvest all or a portion of the proceeds from the redemption in the same share class of any fund in the same Category within 180 days of the redemption without paying an initial sales charge. Class B and P redemptions may be reinvested in Class A shares with no initial sales charge. This reinstatement privilege does not apply to:
- A purchase made through a regularly scheduled automatic investment plan, such as a purchase by a regularly scheduled payroll deduction or transfer from a bank account, or
- A purchase paid for with proceeds from the redemption of shares that were held indirectly through an employee benefit plan.
In order to take advantage of this reinstatement privilege, you must inform your financial advisor or the transfer agent that you wish to do so at the time of your investment.
OTHER REQUIREMENTS FOR REDUCTIONS IN INITIAL SALES CHARGES. As discussed above, investors or dealers seeking to qualify orders for a reduced initial sales charge must identify such orders and, if necessary, support their qualification for the reduced charge. AIM Distributors reserves the right to determine whether any purchaser is entitled to the reduced sales charge based on the definition of a Qualified Purchaser listed above. No person or entity may distribute shares of the AIM Funds without payment of the applicable sales charge other than to Qualified Purchasers.
Purchases of Class A shares of AIM Tax-Exempt Cash Fund, Class A3 Shares of AIM Limited Maturity Treasury Fund and AIM Tax-Free Intermediate Fund, AIM Cash Reserve Shares of AIM Money Market Fund and Investor Class shares of any Fund will not be taken into account in determining whether a purchase qualifies for a reduction in initial sales charges.
PURCHASES OF CLASS A SHARES AT NET ASSET VALUE. AIM Distributors permits certain categories of persons to purchase Class A shares of AIM Funds without paying an initial sales charge. These are typically categories of persons whose transactions involve little expense, such as persons who have a relationship with the funds or with AIM and certain programs for purchase. It is the purchaser's responsibility to notify AIM Distributors or its designee of any qualifying relationship at the time of purchase.
AIM Distributors believes that it is appropriate and in the Funds' best interests that such persons, and certain other persons whose purchases result in relatively low expenses of distribution, be permitted to purchase shares through AIM Distributors without payment of a sales charge.
Accordingly, the following purchasers will not pay initial sales charges on purchases of Class A shares because there is a reduced sales effort involved in sales to these purchasers:
- Any current or retired trustee, director, officer or employee of any AIM Fund or of INVESCO PLC or any of its subsidiaries or affiliates, or any foundation, trust or employee benefit plan maintained by any of them (this includes any members of their Immediate Family);
- Any current or retired officer, director, or employee (and members of their Immediate Family) of DST Systems, Inc. or Personix, a division of Fiserv Solutions, Inc.;
- Any registered representative or employee of any intermediary who has an agreement with AIM Distributors to sell shares of the Funds (this includes any members of their Immediate Family);
- Any investor who purchases their shares through an approved fee-based program (this may include any type of account for which there is some alternative arrangement made between the investor and the intermediary to provide for compensation of the intermediary for services rendered in connection with the sale of the shares and maintenance of the customer relationship);
- Any investor who purchases their shares with the proceeds of a rollover, transfer or distribution from a retirement plan or individual retirement account for which AIM Distributors acts as the prototype sponsor to another retirement plan or individual retirement account for which AIM Distributors acts as the prototype sponsor, to the extent that such proceeds are attributable to the redemption of shares of a fund held through the plan or account;
- Employer-sponsored retirement plans that are Qualified Purchasers, as defined above, provided that:
a. the plan has assets of at least $1 million;
b. there are at least 100 employees eligible to participate in the plan; or
c. all plan transactions are executed through a single omnibus account per Fund; further provided that retirement plans maintained pursuant to Section 403(b) of the Code are not eligible to purchase shares without paying an initial sales charge based on the aggregate investment made by the plan or the number of eligible employees unless the employer or plan sponsor is a tax-exempt organization operated pursuant to Section 501(c)(3) of the Code;
- "Grandfathered" shareholders as follows:
a. Shareholders of record of Advisor Class shares of AIM International Growth Fund or AIM Worldwide Growth Fund on February 12, 1999 who have continuously owned shares of the AIM Funds;
b. Shareholders of record or discretionary advised clients of any investment advisor holding shares of AIM Weingarten Fund or AIM Constellation Fund on September 8, 1986, or of AIM Charter Fund on November 17, 1986, who have continuously owned shares and who purchase additional shares of AIM Constellation Fund or AIM Charter Fund, respectively;
c. Unitholders of G/SET series unit investment trusts investing proceeds from such trusts in shares of AIM Constellation Fund; provided, however, prior to the termination date of the trusts, a unitholder may invest proceeds from the redemption or repurchase of his units only when the investment in shares of AIM Constellation Fund is effected within 30 days of the redemption or repurchase;
d. A shareholder of a fund that merges or consolidates with an AIM Fund or that sells its assets to an AIM Fund in exchange for shares of an AIM Fund;
e. Shareholders of the former GT Global funds as of April 30, 1987 who since that date continually have owned shares of one or more of these funds;
f. Certain former AMA Investment Advisers' shareholders who became shareholders of the AIM Global Health Care Fund in October 1989, and who have continuously held shares in the GT Global funds since that time;
g. Shareholders of record of Advisor Class shares of an AIM Fund on February 11, 2000 who have continuously owned shares of that AIM Fund, and who purchase additional shares of that AIM Fund; and
h. Additional purchases of Class A shares by shareholders of record of Class K shares on October 21, 2005 whose Class K shares were converted to Class A shares;
- Any investor who maintains an account in Investor Class shares of a Fund (this includes anyone listed in the registration of an account, such as a joint owner, trustee or custodian, and members of their Immediate Family);
- Qualified Tuition Programs created and maintained in accordance with
Section 529 of the Code;
- Insurance company separate accounts;
- Retirement plan established exclusively for the benefit of an individual (specifically including, but not limited to, a Traditional IRA, Roth IRA, SEP IRA, SIMPLE IRA, Solo 401(k), Keogh plan, or a tax-sheltered 403(b)(7) custodial account) if:
a. such plan is funded by a rollover of assets from an Employer-Sponsored Retirement Plan;
b. the account being funded by such rollover is to be maintained by the same trustee, custodian or administrator that maintained the plan from which the rollover distribution funding such rollover originated, or an affiliate thereof; and
c. the dealer of record with respect to the account being funded by such rollover is the same as the dealer of record with respect to the plan from which the rollover distribution funding such rollover originated, or an affiliate thereof.
- Transfers to IRAs that are attributable to AIM Fund investments held in 403(b)(7)s, SIMPLEs, SEPs, SARSEPs, Traditional or Roth IRAs; and
- Rollovers from AIM-held 403(b)(7)s, 401(K)s, SEPs, SIMPLEs, SARSEPs, Money Purchase Plans, and Profit Sharing Plans if the assets are transferred to an AIM IRA.
In addition, an investor may acquire shares of any of the AIM Funds at net asset value in connection with:
- when reinvesting dividends and distributions;
- when exchanging shares of one Fund, that were previously assessed a sales charge, for shares of another Fund; as more fully described in the Prospectus;
- the purchase of shares in connection with the repayment of a retirement plan loan administered by AIS;
- as a result of a Fund's merger, consolidation or acquisition of the assets of another Fund;
- the purchase of Class A shares with proceeds from the redemption of Class B or Class C shares where the redemption and purchase are effectuated on the same business day; or
- when buying Class A shares of AIM Tax-Exempt Cash Fund.
PAYMENTS TO DEALERS. AIM Distributors may elect to re-allow the entire initial sales charge to dealers for all sales with respect to which orders are placed with AIM Distributors during a particular period. Dealers to whom substantially the entire sales charge is re-allowed may be deemed to be "underwriters" as that term is defined under the 1933 Act.
The financial advisor through which you purchase your shares may receive all or a portion of the sales charges and Rule 12b-1 distribution fees discussed above. In this context, "financial advisors" include any broker, dealer, bank (including bank trust departments), insurance company separate account, transfer agent, registered investment advisor, financial planner, retirement plan administrator and any other financial intermediary having a selling, administration or similar agreement with AIM Distributors or one or more of its corporate affiliates (collectively, the "ADI Affiliates"). In addition to those payments, ADI Affiliates may make additional cash payments to financial advisors in connection with the promotion and sale of shares of AIM Funds. ADI Affiliates make these payments from their own resources, from AIM Distributors' retention of underwriting concessions and from payments to AIM Distributors under Rule 12b-1 plans. In the case of sub-accounting payments, discussed below, ADI Affiliates will be reimbursed directly by the AIM Funds for such payments. These additional cash payments are described below. The categories described below are not mutually exclusive. The same financial advisor, or one or more of its affiliates, may receive payments under more than one or all categories. Most financial advisors that sell shares of AIM Funds receive one or more types of these cash payments. Financial advisors negotiate the cash payments to be paid on an individual basis. Where services are provided, the costs of providing the services and the overall package of services provided may vary from one financial advisor to another. ADI Affiliates do not make an independent assessment of the cost of providing such services.
A list of certain financial advisors that received one or more types of payments below during the prior calendar year is attached here as Appendix L. This list is not necessarily current and will change over time. Certain arrangements are still being negotiated, and there is a possibility that payments will be made retroactively to financial advisors not listed below. Accordingly, please contact your financial advisor to determine whether they currently may be receiving such payments and to obtain further information regarding any such payments.
FINANCIAL SUPPORT PAYMENTS. ADI Affiliates make financial support payments as incentives to certain financial advisors to promote and sell shares of AIM Funds. The benefits ADI Affiliates receive when they make these payments include, among other things, placing AIM Funds on the financial advisor's funds sales system and access (in some cases on a preferential basis over other competitors) to individual members of the financial advisor's sales force or to the financial advisor's management. Financial support payments are sometimes referred to as "shelf space" payments because the payments compensate the financial advisor for including AIM Funds in its fund sales system (on its "sales shelf"). ADI Affiliates compensate financial advisors differently depending typically on the level and/or type of considerations provided by the financial advisor. In addition, payments typically apply only to retail sales, and may not apply to other types of sales or assets (such as sales to retirement plans, qualified tuition programs, or fee based advisor programs - some of which may generate certain other payments described below.)
The financial support payments ADI Affiliates make may be calculated on sales of shares of AIM Funds ("Sales-Based Payments"), in which case the total amount of such payments shall not exceed 0.25% (for non-Institutional Class shares) or 0.10% (for Institutional Class shares) of the public offering price of all such shares sold by the financial advisor during the particular period. Such payments also may be calculated on the average daily net assets of the applicable AIM Funds attributable to that particular financial advisor ("Asset-Based Payments"), in which case the total amount of such cash payments shall not exceed 0.25% per annum of those assets during a defined period. Sales-Based
Payments primarily create incentives to make new sales of shares of AIM Funds and Asset-Based Payments primarily create incentives to retain previously sold shares of AIM Funds in investor accounts. ADI Affiliates may pay a financial advisor either or both Sales-Based Payments and Asset-Based Payments.
SUB-ACCOUNTING AND NETWORKING PAYMENTS. AIS, an ADI Affiliate, acts as the transfer agent for the AIM Funds, registering the transfer, issuance and redemption of AIM Fund shares, and disbursing dividends and other distributions to AIM Fund shareholders. However, many AIM Fund shares are owned or held by financial advisors, as that term is defined above, for the benefit of their customers. In those cases, the AIM Funds often do not maintain an account for the shareholder. Thus, some or all of the transfer agency functions for these accounts are performed by the shareholder. Thus, some or all of the transfer agency functions for these accounts are performed by the financial advisor. In these situations, ADI Affiliates may make payments to financial advisors that sell AIM Fund shares for certain transfer agency services, including record keeping and sub-accounting shareholder accounts. Payments for these services typically do not exceed 0.25% (for non-Institutional Class shares) or 0.10% (for Institutional Class shares) of average annual assets of such share classes or $19 per annum per shareholder account (for non-Institutional Class shares only). ADI Affiliates also may make payments to certain financial advisors that sell AIM Fund shares in connection with client account maintenance support, statement preparation and transaction processing. The types of payments that ADI Affiliates may make under this category include, among others, payment of networking fees of up to $12 per shareholder account maintained on certain mutual fund trading systems.
All fees payable by ADI Affiliates pursuant to a sub-transfer agency, omnibus account service or sub-accounting agreement are charged back to the AIM Funds, subject to certain limitations approved by the Board of the Trust.
OTHER CASH PAYMENTS. From time to time, ADI Affiliates, at their expense and out of their own resources, may provide additional compensation to financial advisors which sell or arrange for the sale of shares of the Fund. Such compensation provided by ADI Affiliates may include payment of ticket charges per purchase or exchange order placed by a financial advisor, one-time payments for ancillary services such as setting up funds on a financial advisor's mutual fund trading system, financial assistance to financial advisors that enable ADI Affiliates to participate in and/or present at conferences or seminars, sales or training programs for invited registered representatives and other employees, client entertainment, client and investor events, and other financial advisor-sponsored events, and travel expenses, including lodging incurred by registered representatives and other employees in connection with client prospecting, retention and due diligence trips. Other compensation may be offered to the extent not prohibited by state laws or any self-regulatory agency, such as the NASD, Inc. ("NASD"). ADI Affiliates make payments for entertainment events it deems appropriate, subject to ADI Affiliates guidelines and applicable law. These payments may vary depending upon the nature of the event or the relationship.
ADI Affiliates are motivated to make the payments described above since they promote the sale of AIM Fund shares and the retention of those investments by clients of financial advisors. To the extent financial advisors sell more shares of AIM Funds or retain shares of AIM Funds in their clients' accounts, ADI Affiliates benefit from the incremental management and other fees paid to ADI Affiliates by the AIM Funds with respect to those assets.
In certain cases these payments could be significant to the financial advisor. Your financial advisor may charge you additional fees or commissions other than those disclosed in the prospectus. You can ask your financial advisor about any payments it receives from ADI Affiliates or the AIM Funds, as well as about fees and/or commissions it charges. You should consult disclosures made by your financial adviser at the time of purchase.
Purchases of Class B Shares
Class B shares are sold at net asset value, and are not subject to an initial sales charge. Instead, investors may pay a CDSC if they redeem their shares within six years after purchase. See the Prospectus for additional information regarding contingent deferred sales charges. AIM Distributors may pay sales commissions to dealers and institutions who sell Class B shares of the AIM Funds at the time of such sales. Payments will equal 4.00% of the purchase price and will consist of a sales commission equal to 3.75% plus an advance of the first year service fee of 0.25%.
Purchases of Class C Shares
Class C shares are sold at net asset value, and are not subject to an initial sales charge. Instead, investors may pay a CDSC if they redeem their shares within the first year after purchase (no CDSC applies to Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund unless you exchange shares of another AIM Fund that are subject to a CDSC into AIM LIBOR Alpha Fund or AIM Short Term Bond Fund). See the Prospectus for additional information regarding this CDSC. AIM Distributors may pay sales commissions to dealers and institutions who sell Class C shares of the AIM Funds (except for Class C shares of AIM LIBOR Alpha Fund and AIM Short Term Bond Fund) at the time of such sales. Payments with respect to Funds other than AIM Floating Rate Fund will equal 1.00% of the purchase price and will consist of a sales commission of 0.75% plus an advance of the first year service fee of 0.25%. Payments with respect to AIM Floating Rate Fund will equal 0.75% of the purchase price and will consist of a sales commission of 0.50% plus an advance of the first year service fee of 0.25%. These commissions are not paid on sales to investors exempt from the CDSC, including shareholders of record of AIM Advisor Funds, Inc. on April 30, 1995, who purchase additional shares in any of the Funds on or after May 1, 1995, and in circumstances where AIM Distributors grants an exemption on particular transactions.
Payments with Regard to Converted Class K Shares
For Class A shares acquired by a former Class K shareholder (i) as a result of a fund merger; or (ii) as a result of the conversion of Class K shares into Class A shares on October 21, 2005, AIM Distributors will pay financial intermediaries 0.45% on such Class A shares as follows: (i) 0.25% from the Class A shares' Rule 12b-1 plan fees; and (ii) 0.20% from AIM Distributors' own resources provided that, on an annualized basis for 2005 as of October 21, 2005, the 0.20% exceeds $2,000 per year.
Purchase and Redemption of Class P Shares
Certain former investors in the AIM Summit Plans I and II may acquire Class P shares at net asset value. Please see AIM Summit Fund's Prospectus for details.
Purchases of Class R Shares
Class R shares are sold at net asset value, and are not subject to an initial sales charge. If AIM Distributors pays a concession to the dealer of record, however, the Class R shares are subject to a 0.75% CDSC at the time of redemption if all retirement plan assets are redeemed within one year from the date of the retirement plan's initial purchase. For purchases of Class R shares of Category I, II or IV Funds, AIM Distributors may make the following payments to dealers of record provided that the applicable dealer of record is able to establish that the purchase of Class R shares is a new investment or a rollover from a retirement plan in which an AIM Fund was offered as an investment option:
PERCENT OF CUMULATIVE PURCHASES
0.75% of the first $5 million
plus 0.50% of amounts in excess of $5 million
With regard to any individual purchase of Class R shares, AIM Distributors may make payment to the dealer of record based on the cumulative total of purchases made by the same plan over the life of the plan's account(s).
Purchases of Investor Class Shares
Investor Class shares are sold at net asset value, and are not subject to an initial sales charge or to a CDSC. AIM Distributors may pay dealers and institutions an annual service fee of 0.25% of average daily net assets and such payments will commence immediately. The Investor Class is closed to new investors.
Purchases of Institutional Class Shares
Institutional Class shares are sold at net asset value, and are not subject to an initial sales charge or to a CDSC. Please refer to the Institutional Class Prospectus for more information.
Exchanges
TERMS AND CONDITIONS OF EXCHANGES. Normally, shares of an AIM Fund to be acquired by exchange are purchased at their net asset value or applicable offering price, as the case may be, determined on the date that such request is received, but under unusual market conditions such purchases may be delayed for up to five business days if it is determined that a fund would be materially disadvantaged by an immediate transfer of the proceeds of the exchange. If a shareholder is exchanging into a fund paying daily dividends, and the release of the exchange proceeds is delayed for the foregoing five-day period, such shareholder will not begin to accrue dividends until the sixth business day after the exchange.
Redemptions
GENERAL. Shares of the AIM Funds may be redeemed directly through AIM Distributors or through any dealer who has entered into an agreement with AIM Distributors. In addition to the Funds' obligation to redeem shares, AIM Distributors may also repurchase shares as an accommodation to shareholders. To effect a repurchase, those dealers who have executed Selected Dealer Agreements with AIM Distributors must phone orders to the order desk of the Funds at (800) 959-4246 and guarantee delivery of all required documents in good order. A repurchase is effected at the net asset value per share of the applicable Fund next determined after the repurchase order is received in good order. Such an arrangement is subject to timely receipt by AIS, the Funds' transfer agent, of all required documents in good order. If such documents are not received within a reasonable time after the order is placed, the order is subject to cancellation. While there is no charge imposed by a Fund or by AIM Distributors (other than any applicable contingent deferred sales charge and any applicable redemption fee) when shares are redeemed or repurchased, dealers may charge a fair service fee for handling the transaction.
SUSPENSION OF REDEMPTIONS. The right of redemption may be suspended or the date of payment postponed when (a) trading on the NYSE is restricted, as determined by applicable rules and regulations of the SEC, (b) the NYSE is closed for other than customary weekend and holiday closings, (c) the SEC has by order permitted such suspension, or (d) an emergency as determined by the SEC exists making disposition of portfolio securities or the valuation of the net assets of a Fund not reasonably practicable.
SYSTEMATIC REDEMPTION PLAN. A Systematic Redemption Plan permits a shareholder of an AIM Fund to withdraw on a regular basis at least $50 per withdrawal. Under a Systematic Redemption Plan, all shares are to be held by AIS. To provide funds for payments made under the Systematic Redemption Plan, AIS redeems sufficient full and fractional shares at their net asset value in effect at the time of each such redemption.
Payments under a Systematic Redemption Plan constitute taxable events. Since such payments are funded by the redemption of shares, they may result in a return of capital and in capital gains or losses, rather than in ordinary income. Because sales charges are imposed on additional purchases of Class A shares, it is disadvantageous to effect such purchases while a Systematic Redemption Plan is in effect.
Each AIM Fund bears its share of the cost of operating the Systematic Redemption Plan.
Contingent Deferred Sales Charges Imposed upon Redemption of Shares
A CDSC may be imposed upon the redemption of Large Purchases of Class A shares of Category I, II and IV Funds, upon the redemption of Class B shares or Class C shares (no CDSC applies to Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund unless you exchange shares of another AIM Fund that are subject to a CDSC into AIM LIBOR Alpha Fund or AIM Short Term Bond Fund) and, in certain circumstances, upon the redemption of Class R shares. See the Prospectus for additional information regarding CDSCs.
CONTINGENT DEFERRED SALES CHARGE EXCEPTIONS FOR LARGE PURCHASES OF CLASS A SHARES. An investor who has made a Large Purchase of Class A shares of a Category I, II or IV Fund, will not be subject to a CDSC upon the redemption of those shares in the following situations:
- Redemptions of shares of Category I, II or IV Funds held more than 18 months;
- Redemptions of shares held by retirement plans in cases where (i) the plan has remained invested in Class A shares of a Fund for at least 12 months, or (ii) the redemption is not a complete redemption of shares held by the plan;
- Redemptions of shares by the investor where the investor's dealer waives the amounts otherwise payable to it by the distributor and notifies the distributor prior to the time of investment;
- Minimum required distributions made in connection with an IRA, Keogh Plan or custodial account under Section 403(b) of the Code or other retirement plan following attainment of age 70 1/2;
- Redemptions following the death or post-purchase disability of (i) any registered shareholders on an account or (ii) a settlor of a living trust, of shares held in the account at the time of death or initial determination of post-purchase disability, provided that shares have not been commingled with shares that are subject to CDSC;
- Amounts from a monthly, quarterly or annual Systematic Redemption Plan of up to an annual amount of 12% of the account value on a per fund basis provided the investor reinvests his dividends. At the time the withdrawal plan is established, the account value must be $5,000 or more;
CONTINGENT DEFERRED SALES CHARGE EXCEPTIONS FOR CLASS B AND C SHARES. CDSCs will not apply to the following redemptions of Class B or Class C shares, as applicable:
- Additional purchases of Class C shares of AIM International Core Equity Fund and AIM Real Estate Fund by shareholders of record on April 30, 1995, of AIM International Value Fund, predecessor to AIM International Core Equity Fund, and AIM Real Estate Fund, except that shareholders whose broker-dealers maintain a single omnibus account with AIS on behalf of those shareholders, perform sub-accounting functions with respect to those shareholders, and are unable to segregate shareholders of record prior to April 30, 1995, from shareholders whose accounts were opened after that date will be subject to a CDSC on all purchases made after March 1, 1996;
- Redemptions following the death or post-purchase disability of (1) any registered shareholders on an account or (2) a settlor of a living trust, of shares held in the account at the time of death or initial determination of post-purchase disability, provided that shares have not been commingled with shares that are subject to CDSC;
- Certain distributions from individual retirement accounts, Section
403(b) retirement plans, Section 457 deferred compensation plans and
Section 401 qualified plans, where redemptions result from (i)
required minimum distributions to plan participants or beneficiaries
who are age 70 1/2 or older, and only with respect to that portion of
such distributions that does not exceed 12% annually of the
participant's or beneficiary's account value in a particular Fund;
(ii) in kind transfers of assets where the participant or beneficiary
notifies the distributor of the transfer no later than the time the
transfer occurs; (iii) tax-free rollovers or transfers of assets to
another plan of the type described above invested in Class B or Class
C shares of one or more of the Funds; (iv) tax-free returns of excess
contributions or returns of excess deferral amounts; and (v)
distributions on the death or disability (as defined in the Code) of
the participant or beneficiary;
- Amounts from a monthly or quarterly Systematic Redemption Plan of up to an annual amount of 12% of the account value on a per fund basis provided the investor reinvests his dividends. At the time the withdrawal plan is established, the account value must be $5,000 or more;
- Liquidation initiated by the Fund when the account value falls below the minimum required account size of $500; and
- Investment account(s) of AIM and its affiliates.
CDSCs will not apply to the following redemptions of Class C shares:
- A total or partial redemption of shares where the investor's dealer of record notifies the distributor prior to the time of investment that the dealer would waive the upfront payment otherwise payable to him;
- A total or partial redemption which is necessary to fund a distribution requested by a participant in a retirement plan maintained pursuant to Section 401, 403, or 457 of the Code; and
- Redemptions of Class C shares of a Fund other than AIM LIBOR Alpha Fund or AIM Short Term Bond Fund if you received such Class C shares by exchanging Class C shares of AIM LIBOR Alpha Fund or AIM Short Term Bond Fund.
CONTINGENT DEFERRED SALES CHARGE EXCEPTIONS FOR CLASS R SHARES. CDSCs will
not apply to the following redemptions of Class R shares:
- A total or partial redemption of Class R shares where the retirement plan's dealer of record notifies the distributor prior to the time of investment that the dealer waives the upfront payment otherwise payable to him; and
- Redemptions of shares held by retirement plans in cases where (i) the plan has remained invested in Class R shares of a Fund for at least 12 months, or (ii) the redemption is not a complete redemption of all Class R shares held by the plan.
General Information Regarding Purchases, Exchanges and Redemptions
GOOD ORDER. Purchase, exchange and redemption orders must be received in good order in accordance with AIS policy and procedures and U.S. regulations. AIS reserves the right to refuse transactions. Transactions not in good order will not be processed and once brought into good order, will receive current price. To be in good order, an investor or financial intermediary must supply AIS with all required information and documentation, including signature guarantees when required. In addition, if a purchase of shares is made by check, the check must be received in good order. This means that the check must be properly completed and signed, and legible to AIS in its sole discretion. If a check used to purchase shares does not clear, or if any investment order must be canceled due to nonpayment, the investor will be responsible for any resulting loss.
AUTHORIZED AGENTS. AIS and AIM Distributors may authorize agents to accept purchase and redemption orders that are in good form on behalf of the AIM Funds. In certain cases, these authorized agents are authorized to designate other intermediaries to accept purchase and redemption orders on a Fund's behalf. The Fund will be deemed to have received the purchase or redemption order when the Fund's authorized agent or its designee accepts the order. The order will be priced at the net asset value next determined after the order is accepted by the Fund's authorized agent or its designee.
SIGNATURE GUARANTEES. In addition to those circumstances listed in the "Shareholder Information" section of each Fund's prospectus, signature guarantees are required in the following situations: (1) requests to transfer the registration of shares to another owner; (2) telephone exchange and telephone redemption authorization forms; (3) changes in previously designated wiring or electronic funds transfer instructions; (4) written redemptions or exchanges of shares held in certificate form previously reported to AIM as lost, whether or not the redemption amount is under $250,000 or the proceeds are to be sent to the address of record; and (5) requests to redeem accounts where the proceeds are over $250,000 or the proceeds are to be sent to an address or a bank other than the address or bank of record. AIM Funds may waive or modify any signature guarantee requirements at any time.
Acceptable guarantors include banks, broker-dealers, credit unions, national securities exchanges, savings associations and any other organization, provided that such institution or organization qualifies as an "eligible guarantor institution" as that term is defined in rules adopted by the SEC, and further provided that such guarantor institution is listed in one of the reference guides contained in AIS' current Signature Guarantee Standards and Procedures, such as certain domestic banks, credit unions, securities dealers, or securities exchanges. Notary public signatures are not an acceptable replacement for a signature guarantee. AIS will also accept signatures with either: (1) a signature guaranteed with a medallion stamp of the STAMP Program, or (2) a signature guaranteed with a medallion stamp of the NYSE Medallion Signature Program, provided that in either event, the amount of the total transaction involved does not exceed the surety coverage amount indicated on the medallion. For information regarding whether a particular institution or organization qualifies as an "eligible guarantor institution" and to determine how to fulfill a signature guarantee requirement, an investor should contact the Client Services Department of AIS.
TRANSACTIONS BY TELEPHONE. By signing an account application form, an investor appoints AIS as his true and lawful attorney-in-fact to surrender for redemption any and all unissued shares held by AIS in the designated account(s), or in any other account with any of the AIM Funds, present or future, which has the identical registration as the designated account(s), with full power of substitution in the premises. AIS and AIM Distributors are thereby authorized and directed to accept and act upon any telephone redemptions of shares held in any of the account(s) listed, from any person who requests the redemption proceeds to be applied to purchase shares in any one or more of the AIM Funds, provided that such fund is available for sale and provided that the registration and mailing address of the shares to be purchased are identical to the registration of the shares being redeemed. An investor acknowledges by signing the form that he understands and agrees that AIS and AIM Distributors may not be liable for any loss, expense or cost arising out of any telephone exchange requests effected in accordance with the authorization set forth in these instructions if they reasonably believe such request to be genuine, but may in certain cases be liable for losses due to unauthorized or fraudulent transactions. Procedures for verification of telephone transactions may include recordings of telephone transactions (maintained for six months), requests for confirmation of the shareholder's Social Security Number and current address, and mailings of confirmations promptly after the transactions. AIS reserves the right to modify or terminate the telephone exchange privilege at any time without notice. An investor may elect not to have this privilege by marking the appropriate box on the application. Then any exchanges must be effected in writing by the investor.
INTERNET TRANSACTIONS. An investor may effect transactions in his account through the internet by establishing a Personal Identification Number (PIN). By establishing a PIN the investor acknowledges and agrees that neither AIS nor AIM Distributors will be liable for any loss, expense or cost arising out of any internet transaction effected by them in accordance with any instructions submitted by a user who transmits the PIN as authentication of his or her identity. Procedures for verification of internet transactions include requests for confirmation of the shareholder's personal identification number and mailing of confirmations promptly after the transactions. The investor also acknowledges that the ability to effect internet transactions may be terminated at any time by the AIM Funds. Policies for processing transactions via the Internet may differ from policies for transactions via telephone due to system settings.
ABANDONED PROPERTY. It is the responsibility of the investor to ensure that AIS maintains a correct address for his account(s). An incorrect address may cause an investor's account statements and other mailings to be returned to AIS. Upon receiving returned mail, AIS will attempt to locate the investor or rightful owner of the account. If unsuccessful, AIS will retain a shareholder locator service with a national information database to conduct periodic searches for the investor. If the search firm is unable to locate the investor, the search firm will determine whether the investor's account has legally been abandoned. AIS is legally obligated to escheat (or transfer) abandoned property to the appropriate state's unclaimed property administrator in accordance with statutory requirements. The investor's last known address of record determines which state has jurisdiction.
MISCELLANEOUS FEES. In certain circumstances, the intermediary maintaining the shareholder account through which your Fund shares are held may assess various fees related to the maintenance of that account, such as:
- an annual custodial fee on accounts where AIM Distributors acts as the prototype sponsor;
- expedited mailing fees in response to overnight redemption requests; and
- copying and mailing charges in response to requests for duplicate statements.
Please consult with your intermediary for further details concerning any applicable fees.
INSTITUTIONAL CLASS SHARES
Before the initial purchase of shares, an investor must submit a completed account application to his financial intermediary, who should forward the application to AIM Investment Services, Inc. at P.O. Box 4497, Houston, Texas 77210-4497. An investor may change information in his account application by submitting written changes or a new account application to his intermediary or to AIS.
Purchase and redemption orders must be received in good order. To be in good order, the financial intermediary must give AIS all required information and documentation with respect to the investor. If the intermediary fails to deliver the investor's payment on the required settlement date, the intermediary must reimburse the Fund for any overdraft charges incurred.
A financial intermediary may submit a written request to AIS for correction of transactions involving Fund shares. If AIS agrees to correct a transaction, and the correction requires a dividend adjustment, the intermediary must agree in writing to reimburse the Fund for any resulting loss.
An investor may terminate his relationship with an intermediary and become the shareholder of record on his account. However, until the investor establishes a relationship with an intermediary, the investor will not be able to purchase additional shares of the Fund, except through the reinvestment of distributions.
Payment for redeemed shares is normally made by Federal Reserve wire to the bank account designated in the investor's account application, but may be sent by check at the investor's request. By providing written notice to his financial intermediary or to AIS, an investor may change the bank account designated to receive redemption proceeds. AIS may request additional documentation.
AIS may request that an intermediary maintain separate master accounts in the Fund for shares held by the intermediary (a) for its own account, for the account of other institutions and for accounts for which the intermediary acts as a fiduciary; and (b) for accounts for which the intermediary acts in some other capacity. An intermediary may aggregate its master accounts and sub-accounts to satisfy the minimum investment requirement.
Platform sponsors that provide investment vehicles to fund Section 401 defined contribution plans and have entered into written agreements with AIM Distributors to waive applicable investment minimums may purchase Institutional Class shares for accounts within such plans.
OFFERING PRICE
The following formula may be used to determine the public offering price per Class A share of an investor's investment:
Net Asset Value / (1 - Sales Charge as % of Offering Price ) = Offering Price.
For example, at the close of business on March 30, 2007, AIM High Income Municipal Fund - Class A shares had a net asset value per share of $9.15. The offering price, assuming an initial sales charge of 4.75%, therefore was $9.61.
Institutional Class shares of the Funds are offered at net asset value.
Calculation of Net Asset Value
AIM Tax-Exempt Cash Fund uses the amortized cost method to determine its net asset value. Under the amortized cost method, each investment is valued at its cost and thereafter any discount or premium is amortized on a constant basis to maturity. While this method provides certainty of valuation, it may result in periods in which the amortized cost value of the Fund's investments is higher or lower than the price that would be received if the investments were sold. During periods of declining interest rates, use by the Fund of the amortized cost method of valuing its portfolio may result in a lower value than the market value of the portfolio, which could be an advantage to new investors relative to existing shareholders. The converse would apply in a period of rising interest rates.
The Fund may use the amortized cost method to determine its net asset value so long as the Fund does not (a) purchase any instrument with a remaining maturity greater than 397 days (for these purposes, repurchase agreements shall not be deemed to involve the purchase by the Fund of the securities pledged as collateral in connection with such agreements) or (b) maintain a dollar-weighted average portfolio maturity in excess of 90 days, and otherwise complies with the terms of rules adopted by the SEC.
The Board has established procedures designed to stabilize the AIM Tax-Exempt Cash Fund's net asset value per share at $1.00, to the extent reasonably possible. Such procedures include review of portfolio holdings by the trustees at such intervals as they may deem appropriate. The reviews are used to determine whether net asset value, calculated by using available market quotations, deviates from $1.00 per share and, if so, whether such deviation may result in material dilution or is otherwise unfair to investors or existing shareholders. In the event the trustees determine that a material deviation exists, they intend to take such corrective action as they deem necessary and appropriate. Such actions may include selling portfolio securities prior to maturity in order to realize capital gains or losses or to shorten average portfolio maturity, withholding dividends, redeeming shares in kind, or establishing a net asset value per share by using available market quotations, in which case the net asset value could possibly be more or less than $1.00 per share. AIM Tax-Exempt Cash Fund intends to comply with any amendments made to Rule 2a-7 which may require corresponding changes in the Fund's procedures which are designed to stabilize the Fund's price per share at $1.00.
Under the amortized cost method, each investment is valued at its cost and thereafter any discount or premium is amortized on a constant basis to maturity. While this method provides certainty of valuation, it may result in periods in which the amortized cost value of the Fund's investments is higher or lower than the price that would be received if the investments were sold.
AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund each
determine their net asset value per share once daily as of the close of the
customary trading session of the NYSE (generally 4:00 p.m. Eastern time) on each
business day of the Funds. In the event the NYSE closes early (i.e., before 4:00
p.m. Eastern time) on a particular day, each Fund determines its net asset value
per share as of the close of the NYSE on such day. For purposes of determining
net asset value per share, futures and options contract may be valued 15 minutes
after the close of the customary trading session of the NYSE. Futures contracts
are valued at the final settlement price set by an exchange on which they are
principally traded. Listed options are valued at the mean between the last bid
and ask prices from the exchange on which they are principally traded. Options
not listed on an exchange are valued by an independent source at the mean
between the last bid and ask prices. The Funds determine net asset value per
share by dividing the value of a Fund's securities, cash and other assets
(including interest accrued but not collected) attributable to a particular
class, less all its liabilities (including accrued expenses and dividends
payable) attributable to that class, by the total number of shares outstanding
of that class. Determination of a Fund's net asset value per share is made in
accordance with generally accepted accounting principles. The net asset value
for shareholder transactions may be different than the net asset value reported
in the Fund's financial statements due to adjustments required by generally
accepted accounting principles made to the net assets of the Fund at period end.
Investments in open-end and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share. Investments in open-end and closed-end registered investment companies that trade on an exchange are valued at the last sales price or official closing price as of the close of the customary trading session on the exchange where the security is principally traded.
A security listed or traded on an exchange (excluding convertible bonds) held by a Fund is valued at its last sales price or official closing price on the exchange where the security is principally traded or, lacking any sales or official closing price on a particular day, the security may be valued at the closing bid price on that day. Each equity security traded in the over-the-counter market is valued on the basis of prices furnished by independent pricing services vendors or market makers. Debt securities (including convertible bonds) and unlisted equities are fair valued using an evaluated quote on the basis of prices provided by an independent pricing vendor. Evaluated quotes provided by the pricing vendors may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to special securities, dividend rate, yield, quality, coupon rate, maturity, type of issue, individual trading characteristics and other market data.
Securities for which market prices are not provided by any of the above methods may be valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and in the case of debt obligations, the mean between the last bid and ask prices.
Short-term investments (including commercial paper) are valued at amortized cost where the security has 60 days or less to maturity.
Generally, trading in corporate bonds, U.S. Government securities and money market instruments is substantially completed each day at various times prior to the close of the customary trading session of the NYSE. The values of such securities used in computing the net asset value of a Fund's shares are determined at such times. Occasionally, events affecting the values of such securities may occur between the times at which such values are determined and the close of the customary trading session of the NYSE. If AIM believes a development/event has actually caused a closing price to no longer reflect current market value, the closing prices may be adjusted to reflect the fair value of the affected security as of the close of the NYSE as determined in good faith using procedures approved by the Board.
Securities for which market quotations are not readily available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust's officers following procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a security's fair value.
For financial reporting purposes and shareholder transactions on the last day of the fiscal quarter, transactions are normally accounted for on a trade date basis. For purposes of executing shareholder transactions in the normal course of business (other than shareholder transactions at a fiscal period-end), each non-money market fund's portfolio securities transactions are recorded no later than the first business day following the trade date. Transactions in money market fund portfolio securities are normally accounted for on a trade date basis.
REDEMPTIONS IN KIND
Although the Funds generally intend to pay redemption proceeds solely in cash, the Funds reserve the right to determine, in their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind). For instance, a Fund may make a redemption in kind if a cash redemption would disrupt its operations or performance. Securities that will be delivered as payment in redemptions in kind will be valued using the same methodologies that the Fund typically utilizes in valuing such securities. Shareholders receiving such securities are likely to incur transaction and brokerage costs on their subsequent sales of such securities, and the securities may increase or decrease in value until the shareholder sells them. The Trust, on behalf of AIM High Income Municipal Fund and AIM Tax-Free Intermediate Fund, has made an election under Rule 18f-1 under the 1940 Act (a "Rule 18f-1 Election"), and therefore, the Trust, on behalf of such Funds, is obligated to redeem for cash all shares presented to such Fund for redemption by any one shareholder in an amount up to the lesser of $250,000 or 1% of that Fund's net assets in any 90-day period. The Rule 18f-1
Election is irrevocable while Rule 18f-1 under the 1940 Act is in effect unless the SEC by order permits withdrawal of such Rule 18f-1 Election.
BACKUP WITHHOLDING
Accounts submitted without a correct, certified taxpayer identification number or, alternatively, a completed Internal Revenue Service ("IRS") Form W-8 (for non-resident aliens) or Form W-9 (certifying exempt status) accompanying the registration information will generally be subject to backup withholding.
Each AIM Fund, and other payers, generally must, withhold 28% of reportable dividends (whether paid or accrued), including exempt-interest dividends and long-term capital gain distributions, in the case of any shareholder who fails to provide the Fund with a taxpayer identification number ("TIN") and a certification that he is not subject to backup withholding.
An investor is subject to backup withholding if:
1. the investor fails to furnish a correct TIN to the Fund;
2. the IRS notifies the Fund that the investor furnished an incorrect TIN;
3. the investor or the Fund is notified by the IRS that the investor is subject to backup withholding because the investor failed to report all of the interest and dividends on such investor's tax return (for reportable interest and dividends only) ;
4. the investor fails to certify to the Fund that the investor is not subject to backup withholding under (3) above (for reportable interest and dividend accounts opened after 1983 only); or
5. the investor does not certify his TIN. This applies only to non-exempt mutual fund accounts opened after 1983.
Interest and dividend payments are subject to backup withholding in all five situations discussed above. Redemption proceeds are subject to backup withholding only if (1), (2) or (5) above applies.
Certain payees and payments are exempt from backup withholding and information reporting. AIM or AIS will not provide Form 1099 to those payees.
Investors should contact the IRS if they have any questions concerning withholding.
IRS PENALTIES - Investors who do not supply the AIM Funds with a correct TIN will be subject to a $50 penalty imposed by the IRS unless such failure is due to reasonable cause and not willful neglect. If an investor falsifies information on this form or makes any other false statement resulting in no backup withholding on an account which should be subject to backup withholding, such investor may be subject to a $500 penalty imposed by the IRS and to certain criminal penalties including fines and/or imprisonment.
NONRESIDENT ALIENS - Nonresident alien individuals and foreign entities are not subject to the backup withholding previously discussed, but must certify their foreign status by attaching IRS Form W-8 to their application. Form W-8 generally remains in effect for a period starting on the date the Form is signed and ending on the last day of the third succeeding calendar year. Such shareholders may, however, be subject to federal income tax withholding at a 30% rate on ordinary income dividends and other distributions. Under applicable treaty law, residents of treaty countries may qualify for a reduced rate of withholding or a withholding exemption.
DIVIDENDS, DISTRIBUTIONS AND TAX MATTERS
DIVIDENDS AND DISTRIBUTIONS
It is the present policy of each Fund to declare daily and pay monthly net investment income dividends and declare and pay annually any capital gain distributions. It is AIM Tax-Exempt Cash Fund's intention to distribute substantially all of its net investment income and realized net capital gains. It is AIM High Income Municipal Fund's and AIM Tax-Free Intermediate Fund's intention to distribute a significant portion of its net investment income and realized net capital gains. In determining the amount of capital gains, if any, available for distribution, capital gains will generally be offset against available net capital losses, if any, carried forward from previous fiscal periods. All dividends and distributions will be automatically reinvested in additional shares of the same class of each Fund unless the shareholder has requested in writing to receive such dividends and distributions in cash or that they be invested in shares of another AIM Fund, subject to the terms and conditions set forth in the Prospectus under the caption "Special Plans - Automatic Dividend Investment." Such dividends and distributions will be reinvested at the net asset value per share determined on the ex-dividend date. If a shareholder's account does not have any shares in it on a dividend or capital gain distribution payment date, the dividend or distribution will be paid in cash whether or not the shareholder has elected to have such dividends or distributions reinvested.
Dividends are declared to shareholders of record immediately prior to the determination of the net asset value of each Fund. Dividends begin accruing on the first business day following the day on which a purchase order for shares settles (is paid for), and accrue through the day on which a redemption order is processed. Thus, if a purchase order settles on Friday, dividends will generally begin accruing on the following Monday.
Dividends on Class B and Class C shares are expected to be lower than those for Class A or Class A3 shares because of higher distribution fees paid by Class B and Class C shares. Other class-specific expenses may also affect dividends on shares of those classes. Expenses attributable to a particular class ("Class Expenses") include distribution plan expenses, which must be allocated to the class for which they are incurred. Other expenses may be allocated as Class Expenses, consistent with applicable legal principles under the 1940 Act and the Code.
TAX MATTERS
The following is only a summary of certain additional tax considerations generally affecting the Funds and their shareholders that are not described in the Prospectus. No attempt is made to present a detailed explanation of the tax treatment of each Fund or its shareholders, and the discussion here and in the Prospectus is not intended as a substitute for careful tax planning.
QUALIFICATION AS A REGULATED INVESTMENT COMPANY. Each Fund has elected to be taxed under Subchapter M of the Code as a regulated investment company and intends to maintain its qualification as such in each of its taxable years. As a regulated investment company, each Fund is not subject to federal income tax on the portion of its net investment income (i.e., taxable interest, dividends and other taxable ordinary income, net of expenses) and capital gain net income (i.e., the excess of capital gains over capital losses) that it distributes to shareholders, provided that it distributes an amount equal to (i) at least 90% of its investment company taxable income (i.e., net investment income, net foreign currency ordinary gain or loss and the excess of net short-term capital gain over net long-term capital loss) and (ii) at least 90% of the excess of its tax-exempt interest income under Code Section 103(a) over its deductions disallowed under Code Sections 265 and 171(a)(2) for the taxable year (the "Distribution Requirement"), and satisfies certain other requirements of the Code that are described below. Distributions by a Fund made during the taxable year or, under specified circumstances, within twelve months after the close of the taxable year, will be considered distributions of income and gain of the taxable year and can therefore satisfy the Distribution Requirement.
Each Fund presently intends to elect under applicable Treasury regulations to treat any net capital loss, any net long-term capital loss and any net foreign currency loss incurred after October 31 as if it had been incurred in the succeeding taxable year in determining its taxable income for the current taxable year.
In addition to satisfying the Distribution Requirement, a regulated investment company must derive at least 90% of its gross income from dividends, interest, certain payments with respect to securities loans, gains from the sale or other disposition of stock, securities, foreign currencies (to the extent such current gain is directly related to the regulated investment company's principal business of investing in stock or securities), other income (including, but not limited to, gains from options, futures or forward contracts) derived from its business of investing in such stock, securities and net income derived from certain publicly traded partnerships (the "Income Requirement"). Under certain circumstances, a Fund may be required to sell portfolio holdings to meet this requirement.
In addition to satisfying the requirements described above, each Fund must satisfy an asset diversification test in order to qualify as a regulated investment company (the "Asset Diversification Test"). Under this test, at the close of each quarter of each Fund's taxable year, at least 50% of the value of the Fund's assets must consist of cash and cash items, U.S. Government securities, securities of other regulated investment companies, and securities of other issuers, as to which the Fund has not invested more than 5% of the value of the Fund's total assets in securities of such issuer and as to which the Fund does not hold more than 10% of the outstanding voting securities of such issuer, and no more than 25% of the value of its total assets may be invested in the securities of any one issuer (other than U.S. Government securities and securities of other regulated investment companies); or of two or more issuers which the Fund controls and which are engaged in the same or similar trades or businesses; or collectively in the securities of certain publicly traded partnerships.
For purposes of the Asset Diversification Test, the IRS has ruled that the issuer of a purchased listed call option on stock is the issuer of the stock underlying the option. The IRS has also informally ruled that, in general, the issuers of purchased or written call and put options on securities, of long and short positions on futures contracts on securities and of options on such future contracts are the issuers of the securities underlying such financial instruments where the instruments are traded on an exchange.
Where the writer of a listed call option owns the underlying securities, the IRS has ruled that the Asset Diversification Test will be applied solely to such securities and not to the value of the option itself. With respect to options on securities indexes, futures contracts on securities indexes and options on such futures contracts, the IRS has informally ruled that the issuers of such options and futures contracts are the separate entities whose securities are listed on the index, in proportion to the weighing of securities in the computation of the index. Because the Funds may not rely on informal rulings of the IRS, the Funds may find it necessary to seek a ruling from the IRS as to the application of the Asset Diversification Test to certain of the foregoing types of financial instruments or to limit its holdings of some or all such instruments in order to stay within the limits of such test.
Under an IRS revenue procedure, a Fund may treat its position as lender under a repurchase agreement as a U.S. Government security for purposes of the Asset Diversification Test where the repurchase agreement is fully collateralized (under applicable SEC standards) with securities that constitute U.S. Government securities.
If for any taxable year a Fund does not qualify as a regulated investment company, all of its taxable income (including its net capital gain) will be subject to tax at regular corporate rates without any deduction for distributions to shareholders, and such distributions will be taxable as ordinary dividends to the extent of such Fund's current and accumulated earnings and profits. Such distributions generally will be eligible for the dividends received deduction in the case of corporate shareholders and will be included in the qualified dividend income of non-corporate shareholders. See "Fund Distributions" below.
DETERMINATION OF TAXABLE INCOME OF A REGULATED INVESTMENT COMPANY. In general, gain or loss recognized by a Fund on the disposition of an asset will be a capital gain or loss. However, gain
recognized on the disposition of a debt obligation purchased by a Fund at a market discount (generally, at a price less than its principal amount) will be treated as ordinary income to the extent of the portion of the market discount which accrued during the period of time the Fund held the debt obligation unless the Fund made an election to accrue market discount into income. If a Fund purchases a debt obligation that was originally issued at a discount, the Fund is generally required to include in gross income each year the portion of the original issue discount which accrues during such year.
Certain hedging transactions that may be engaged in by certain of the Funds (such as short sales "against the box") may be subject to special tax treatment as "constructive sales" under Section 1259 of the Code if a Fund holds certain "appreciated financial positions" (defined generally as any interest (including a futures or forward contract, short sale or option) with respect to stock, certain debt instruments, or partnership interests if there would be a gain were such interest sold, assigned, or otherwise terminated at its fair market value). Upon entering into a constructive sales transaction with respect to an appreciated financial position, a Fund will generally be deemed to have constructively sold such appreciated financial position and will recognize gain as if such position were sold, assigned, or otherwise terminated at its fair market value on the date of such constructive sale (and will take into account any gain for the taxable year which includes such date).
Some of the options and futures contracts that certain of the Funds may
enter into will be subject to special tax treatment as "Section 1256 contracts."
Section 1256 contracts that a Fund holds are treated as if they are sold for
their fair market value on the last business day of the taxable year, regardless
of whether a taxpayer's obligations (or rights) under such contracts have
terminated (by delivery, exercise, entering into a closing transaction or
otherwise) as of such date. Any gain or loss recognized as a consequence of the
year-end deemed disposition of Section 1256 contracts is combined with any other
gain or loss that was previously recognized upon the termination of Section 1256
contracts during that taxable year. The net amount of such gain or loss for the
entire taxable year (including gain or loss arising as a consequence of the
year-end deemed sale of such contracts) is deemed to be 60% long-term and 40%
short-term gain or loss. If such a future or option is held as an offsetting
position and can be considered a straddle under Section 1092 of the Code, such a
straddle will constitute a mixed straddle. A mixed straddle will be subject to
both Section 1256 and Section 1092 unless certain elections are made by the
Fund.
Other hedging transactions in which the Funds may engage may result in "straddles" or "conversion transactions" for U.S. federal income tax purposes. The straddle and conversion transaction rules may affect the character of gains (or in the case of the straddle rules, losses) realized by the Funds. In addition, losses realized by the Funds on positions that are part of a straddle may be deferred under the straddle rules, rather than being taken into account in calculating the taxable income for the taxable year in which the losses are realized. Because only a few regulations implementing the straddle rules and the conversion transaction rules have been promulgated, the tax consequences to the Funds of hedging transactions are not entirely clear. The hedging transactions may increase the amount of short-term capital gain realized by the Funds (and, if they are conversion transactions, the amount of ordinary income) which is taxed as ordinary income when distributed to shareholders.
Because application of any of the foregoing rules governing Section 1256 contracts, constructive sales, straddle and conversion transactions may affect the character of gains or losses, defer losses and/or accelerate the recognition of gains or losses from the affected investment or straddle positions, the taxable income of a Fund may exceed or be less than its book income. Accordingly, the amount which must be distributed to shareholders and which will be taxed to shareholders as ordinary income or long-term capital gain may also differ from the book income of the Fund and may be increased or decreased as compared to a fund that did not engage in such transactions.
EXCISE TAX ON REGULATED INVESTMENT COMPANIES. A 4% non-deductible excise tax is imposed on a regulated investment company that fails to distribute in each calendar year an amount equal to 98% of ordinary taxable income for the calendar year and 98% of capital gain net income (excess of capital gains over capital losses) for the one-year period ended on October 31 of such calendar year (or, at the election of a regulated investment company having a taxable year ending November 30 or December 31,
for its taxable year (a "taxable year election")). The balance of such income must be distributed during the next calendar year. For the foregoing purposes, a regulated investment company is treated as having distributed any amount on which it is subject to income tax for any taxable year ending in such calendar year.
For purposes of the excise tax, a regulated investment company shall (1) reduce its capital gain net income (but not below its net capital gain) by the amount of any net ordinary loss for the calendar year and (2) exclude Section 988 foreign currency gains and losses incurred after October 31 (or after the end of its taxable year if it has made a taxable year election) in determining the amount of ordinary taxable income for the current calendar year (and, instead, include such gains and losses in determining ordinary taxable income for the succeeding calendar year).
Each Fund generally intends to make sufficient distributions or deemed distributions of its ordinary taxable income and capital gain net income prior to the end of each calendar year to avoid liability for the excise tax. However, investors should note that a Fund may in certain circumstances be required to liquidate portfolio investments to make sufficient distributions to avoid excise tax liability. In addition, under certain circumstances, a Fund may elect to pay a minimal amount of excise tax.
FUND DISTRIBUTIONS. Each Fund intends to qualify to pay "exempt-interest dividends" by satisfying the requirement that at the close of each quarter of a Fund's taxable year at least 50% of a Fund's total assets consists of Municipal Securities, which are exempt from federal income tax. Distributions from a Fund will constitute exempt-interest dividends to the extent of a Fund's tax-exempt interest income (net of allocable expenses and amortized bond premium). Exempt-interest dividends distributed to a Fund's shareholders are excluded from gross income for federal income tax purposes. However, shareholders required to file a federal income tax return will be required to report the receipt of exempt-interest dividends on their returns. Moreover, while exempt-interest dividends are excluded from gross income for federal income tax purposes, they may be subject to alternative minimum tax ("AMT") in certain circumstances and may have other collateral tax consequences as discussed below. Distributions by a Fund of any investment company taxable income or of any net capital gain will be taxable to shareholders as discussed below.
AMT is imposed in addition to, but only to the extent it exceeds, the regular tax and is computed at a maximum rate of 28% for non-corporate taxpayers and 20% for corporate taxpayers on the excess of the taxpayer's alternative minimum taxable income ("AMTI") over an exemption amount. However, the AMT on capital gain dividends paid by a Fund to a non-corporate shareholder may not exceed a maximum rate of 15%. Exempt-interest dividends derived from certain "private activity" Municipal Securities issued after August 7, 1986 will generally constitute an item of tax preference includable in AMTI for both corporate and non-corporate taxpayers. In addition, exempt-interest dividends derived from all Municipal Securities, regardless of the date of issue, must be included in adjusted current earnings, which are used in computing an additional corporate preference item (i.e., 75% of the excess of a corporate taxpayer's adjusted current earnings over its AMTI (determined without regard to this item and the AMT net operating loss deduction)) includable in AMTI. Pursuant to the Taxpayer Relief Act of 1997, certain small corporations are wholly exempt from the AMT.
Exempt-interest dividends must be taken into account in computing the portion, if any, of social security or railroad retirement benefits that must be included in an individual shareholder's gross income is subject to federal income tax. Further, a shareholder of a Fund is denied a deduction for interest on indebtedness incurred or continued to purchase or carry shares of such Fund. Moreover, a shareholder who is (or is related to) a "substantial user" of a facility financed by industrial development bonds held by a Fund will likely be subject to tax on dividends paid by that Fund which are derived from interest on such bonds. Receipt of exempt-interest dividends may result in other collateral federal income tax consequences to certain taxpayers, including financial institutions, property and casualty insurance companies and foreign corporations engaged in a trade or business in the United States. Prospective investors should consult their own tax advisers as to such consequences.
Each Fund anticipates distributing substantially all of its investment company taxable income for each taxable year. Such distributions will be taxable to shareholders as ordinary income and treated as dividends for federal income tax purposes, but they will not qualify for the 70% dividends received deduction for corporations or be treated as qualified dividend income for non-corporate shareholders.
A Fund may either retain or distribute to shareholders its net capital gain (net long-term capital gain over net short-term capital loss) for each taxable year. Each Fund currently intends to distribute any such amounts. If net capital gain is distributed and designated as a "capital gain dividend", it will be taxable to shareholders as long-term capital gain (currently taxable at a maximum rate of 15% for noncorporate shareholders) regardless of the length of time the shareholder has held his shares or whether such gain was recognized by the Fund prior to the date on which the shareholder acquired his shares. Conversely, if a Fund elects to retain its net capital gain, the Fund will be taxed thereon (except to the extent of any available capital loss carry forwards) at the 35% corporate tax rate. If a Fund elects to retain its net capital gain, it is expected that the Fund also will elect to have shareholders treated as if each received a distribution of its pro rata share of such gain, with the result that each shareholder will be required to report its pro rata share of such gain on its tax return as long-term capital gain, will receive a refundable tax credit for its pro rata share of tax paid by the Fund on the gain, and will increase the tax basis for its shares by an amount equal to the deemed distribution less the tax credit.
Distributions by a Fund that are not made from earnings and profits will be treated as a return of capital to the extent of (and in reduction of) the shareholder's tax basis in his shares; any excess will be treated as gain from the sale of his shares.
Distributions by a Fund will be treated in the manner described above regardless of whether such distributions are paid in cash or reinvested in additional shares of the Fund (or of another Fund). Shareholders receiving a distribution in the form of additional shares will be treated as receiving a distribution in an amount equal to the fair market value of the shares received, determined as of the ex-dividend date.
Ordinarily, shareholders are required to take distributions by a Fund into account in the year in which the distributions are made. However, dividends declared in October, November or December of any year and payable to shareholders of record on a specified date in such a month will be deemed to have been received by the shareholders (and made by the Fund) on December 31 of such calendar year if such dividends are actually paid in January of the following year. Shareholders will be advised annually as to the U.S. federal income tax consequences of distributions made (or deemed made) during the year in accordance with the guidance that has been provided by the IRS.
SALE OR REDEMPTION OF SHARES. A shareholder will recognize gain or loss on the sale or redemption of shares of a Fund in an amount equal to the difference between the proceeds of the sale or redemption and the shareholder's adjusted tax basis in the shares. All or a portion of any loss so recognized may be deferred under the wash sale rules if the shareholder purchases other shares of the Fund within 30 days before or after the sale or redemption. In general, any gain or loss arising from (or treated as arising from) the sale or redemption of shares of a Fund will be considered capital gain or loss and will be long-term capital gain or loss if the shares were held for longer than one year. Currently, any long-term capital gain recognized by a non-corporate shareholder will be subject to tax at a maximum rate of 15%. However, any capital loss arising from the sale or redemption of shares held for six months or less will be treated as a long-term capital loss to the extent of the amount of capital gain dividends received on such shares, and any such loss will be disallowed to the extent of any exempt-interest dividends that were received within the six-month period. Capital losses in any year are deductible only to the extent of capital gains plus, in the case of a non-corporate taxpayer, $3,000 of ordinary income.
The Transfer Agent may provide Fund shareholders with information concerning the average cost basis of their shares in order to help them calculate their gain or loss from a sale or redemption. This information is supplied as a convenience to shareholders and will not be reported to the IRS. Although the IRS permits the use of several methods to determine the cost basis of mutual fund shares, the cost basis information provided by the Transfer Agent will be calculated using only the single-category
average cost method. Neither the Transfer Agent nor the Fund recommends any particular method of determining cost basis, and the use of other methods may result in more favorable tax consequences for some shareholders. Even if you have reported gains or losses for a Fund in past years using another method of basis determination, you may be able to use the average cost method for determining gains or losses in the current year. However, once you have elected to use the average cost method, you must continue to use it unless you apply to the IRS for permission to change methods.
If a shareholder (a) incurs a sales load in acquiring shares of a Fund, (b) disposes of such shares less than 91 days after they are acquired, and (c) subsequently acquires shares of the Fund or another fund at a reduced sales load pursuant to a right to reinvest at such reduced sales load acquired in connection with the acquisition of the shares disposed of, then the sales load on the shares disposed of (to the extent of the reduction in the sales load on the shares subsequently acquired) shall not be taken into account in determining gain or loss on the shares disposed of, but shall be treated as incurred on the acquisition of the shares subsequently acquired. The wash sale rules may also limit the amount of loss that may be taken into account on disposition after such adjustment.
BACKUP WITHHOLDING. The Funds may be required to withhold 28% of distributions and/or redemption payments. For more information refer to "Purchase, Redemption and Pricing of Shares - Backup Withholding".
FOREIGN SHAREHOLDERS. Taxation of a shareholder who, as to the United States, is a nonresident alien individual, foreign trust or estate, foreign corporation, or foreign partnership ("foreign shareholder"), depends on whether the income from a Fund is "effectively connected" with a U.S. trade or business carried on by such shareholder. If the income from a Fund is not effectively connected with a U.S. trade or business carried on by a foreign shareholder, distributions (other than distributions of long-term capital gain and exempt-interest dividends) will be subject to U.S. withholding tax at the rate of 30% (or lower treaty rate) upon the gross amount of the distribution. Such a foreign shareholder would generally be exempt from U.S. federal income tax on gains realized on the redemption of shares of a Fund, capital gain dividends, exempt-interest dividends and amounts retained by a Fund that are designated as undistributed net capital gains.
If the income from a Fund is effectively connected with a U.S. trade or business carried on by a foreign shareholder, then ordinary income dividends, capital gain dividends and any gains realized upon the sale or redemption of shares of the Fund will be subject to U.S. federal income tax at the rates applicable to U.S. citizens or domestic corporations.
In the case of foreign non-corporate shareholders, a Fund may be required to withhold U.S. federal income tax at a rate of 28% on distributions that are otherwise exempt from withholding tax (or taxable at a reduced treaty rate) unless such shareholders furnish the Fund with proper notification of their foreign status.
Foreign persons who file a United States tax return to obtain a U.S. tax refund and who are not eligible to obtain a social security number must apply to the IRS for an individual taxpayer identification number, using IRS Form W-7. For a copy of the IRS Form W-7 and accompanying instructions, please contact your tax advisor or the IRS.
Transfers by gift of shares of a Fund by a foreign shareholder who is a nonresident alien individual will not be subject to U.S. federal gift tax. An individual who, at the time of death, is a foreign shareholder will nevertheless be subject to U.S. federal estate tax with respect to shares at the graduated rates applicable to U.S. citizens and residents, unless a treaty exception applies. In the absence of a treaty, there is a $13,000 statutory estate tax credit. Estates of non-resident alien shareholders dying after December 31, 2004 and before January 1, 2008 will be able to exempt from federal estate tax the proportion of the value of a Fund's shares attributable to "qualifying assets" held by the Fund at the end of the quarter immediately preceding the decedent's death (or such other time as the Internal Revenue Service may designate in regulations). Qualifying assets include bank deposits and other debt obligations that pay interest or accrue original issue discount that is exempt from withholding tax, debt
obligations of a domestic corporation that are treated as giving rise to foreign source income, and other investments that are not treated for tax purposes as being within the United States. Shareholders will be advised annually of the portion of a Fund's assets that constituted qualifying assets at the end of each quarter of its taxable year.
The tax consequences to a foreign shareholder entitled to claim the benefits of an applicable tax treaty may be different from those described herein. Foreign shareholders are urged to consult their own tax advisers with respect to the particular tax consequences to them of an investment in a Fund, including the applicability of foreign tax.
EFFECT OF FUTURE LEGISLATION; LOCAL TAX CONSIDERATIONS. The foregoing general discussion of U.S. federal income tax consequences is based on the Code and the regulations issued thereunder as in effect on July 1, 2007. Future legislative or administrative changes or court decisions may significantly change the conclusions expressed herein, and any such changes or decisions may have a retroactive effect with respect to the transactions contemplated herein.
Rules of state and local taxation of ordinary income, exempt-interest and capital gain dividends differ from the rules for U.S. federal income taxation described above. Distributions may also be subject to additional state, local and foreign taxes depending on each shareholder's particular situation. Non-U.S. shareholders may be subject to U.S. tax rules that differ significantly from those summarized above. Shareholders are urged to consult their tax advisers as to the consequences of these and other state and local tax rules affecting investment in the Funds.
DISTRIBUTION OF SECURITIES
DISTRIBUTION PLANS
The Trust has adopted distribution plans pursuant to Rule 12b-1 under the 1940 Act with respect to Class A shares of AIM High Income Municipal Fund and AIM Tax-Exempt Cash Fund, Class A3 shares of AIM Tax-Free Intermediate Fund and Class B shares and Class C shares of AIM High Income Municipal Fund (collectively the "Plans"). Each Fund, pursuant to the Plans except the Investor Class Plan, pays AIM Distributors compensation at the annual rate, shown immediately below, of the Fund's average daily net assets of the applicable class.
INVESTOR
FUND CLASS A CLASS A3 CLASS B CLASS C CLASS
---- ------- -------- ------- ------- --------
AIM High Income Municipal Fund 0.25% N/A 1.00% 1.00% N/A
AIM Tax-Exempt Cash Fund 0.25% N/A N/A N/A N/A
AIM Tax-Free Intermediate Fund N/A 0.25% N/A N/A N/A
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All of the Plans compensate AIM Distributors for the purpose of financing any activity which is primarily intended to result in the sale of shares of the Funds. Such activities include, but are not limited to, the following: printing of prospectuses and statements of additional information and reports for other than existing shareholders; overhead; preparation and distribution of advertising material and sales literature; expenses of organizing and conducting sales seminars; supplemental payments to dealers and other institutions such as asset-based sales charges or as payments of service fees under shareholder service arrangements; and costs of administering each Plan.
Amounts payable by a Fund under the Class A, Class A3, Class B and Class C Plans need not be directly related to the expenses actually incurred by AIM Distributors on behalf of each Fund. These Plans do not obligate the Funds to reimburse AIM Distributors for the actual allocated share of expenses AIM Distributors may incur in fulfilling its obligations under these Plans. Thus, even if AIM Distributors'
actual allocated share of expenses exceeds the fee payable to AIM Distributors at any given time under these Plans, the Funds will not be obligated to pay more than that fee. If AIM Distributors' actual allocated share of expenses is less than the fee it receives under these Plans, AIM Distributors will retain the full amount of the fee.
AIM Distributors may from time to time waive or reduce any portion of its 12b-1 fee for Class A shares, Class A3 shares or Class C shares. Voluntary fee waivers or reductions may be rescinded at any time without further notice to investors. During periods of voluntary fee waivers or reductions, AIM Distributors will retain its ability to be reimbursed for such fee prior to the end of each fiscal year. Contractual fee waivers or reductions set forth in the Fee Table in a Prospectus may not be terminated or amended to the Funds' detriment during the period stated in the agreement between AIM Distributors and the Fund.
AIM Distributors has contractually agreed through June 30, 2008, to waive 0.15% of average net assets of AIM Tax-Exempt Cash Fund Class A shares' Rule 12b-1 distribution plan payments. This contractual fee waiver is set forth in the Fee Table to the Fund's Prospectus and may not be terminated or amended to the Fund's detriment during the period stated in the agreement between AIM Distributors and the Fund.
The Funds may pay a service fee of 0.25% of the average daily net assets of the Class A, Class A3, Class B and Class C shares to selected dealers and financial institutions, including AIM Distributors, acting as principal, who furnish continuing personal shareholder services to their customers who purchase and own the applicable class of shares of the Fund. Under the terms of a shareholder service agreement, such personal shareholder services include responding to customer inquiries and providing customers with information about their investments. Any amounts not paid as a service fee under each Plan would constitute an asset-based sales charge.
Under a Shareholder Service Agreement, a Fund agrees to pay periodically fees to selected dealers and other institutions who render the foregoing services to their customers. The fees payable under a Shareholder Service Agreement will be calculated at the end of each payment period for each business day of the Funds during such period at the annual rate specified in each agreement based on the average daily net asset value of the Funds' shares purchased or acquired through exchange. Fees shall be paid only to those selected dealers or other institutions who are dealers or institutions of record at the close of business on the last business day of the applicable payment period for the account in which such Fund's shares are held.
Selected dealers and other institutions entitled to receive compensation for selling Fund shares may receive different compensation for selling shares of one particular class over another. Under the Plans, certain financial institutions which have entered into service agreements and which sell shares of the Funds on an agency basis, may receive payments from the Funds pursuant to the respective Plans. AIM Distributors does not act as principal, but rather as agent for the Funds, in making dealer incentive and shareholder servicing payments to dealers and other financial institutions under the Plans. These payments are an obligation of the Funds and not of AIM Distributors.
Payments pursuant to the Plans are subject to any applicable limitations imposed by rules of the National Association of Securities Dealers, Inc. ("NASD").
See Appendix M for a list of the amounts paid by each class of shares of each Fund to AIM Distributors pursuant to the Plans for the year, or period, ended March 31, 2007 and Appendix N for an estimate by category of the allocation of actual fees paid by each class of shares of each Fund pursuant to its respective distribution plan for the year or period ended March 31, 2007.
As required by Rule 12b-1, the Plans and related forms of Shareholder Service Agreements were approved by the Board of Trustees, including a majority of the trustees who are not "interested persons" (as defined in the 1940 Act) of the Trust and who have no direct or indirect financial interest in the operation of the Plans or in any agreements related to the Plans (the "Rule 12b-1 Trustees"). In
approving the Plans in accordance with the requirements of Rule 12b-1, the trustees considered various factors and determined that there is a reasonable likelihood that the Plans would benefit each class of the Funds and its respective shareholders.
The anticipated benefits that may result from the Plans with respect to each Fund and/or the classes of each Fund and its shareholders include but are not limited to the following: (1) rapid account access; (2) relatively predictable flow of cash; and (3) a well-developed, dependable network of shareholder service agents to help to curb sharp fluctuations in rates of redemptions and sales, thereby reducing the chance that an unanticipated increase in net redemptions could adversely affect the performance of each Fund.
Unless terminated earlier in accordance with their terms, the Plans continue from year to year as long as such continuance is specifically approved, in person, at least annually by the Board, including a majority of the Rule 12b-1 Trustees. A Plan may be terminated as to any Fund or class by the vote of a majority of the Rule 12b-1 Trustees or, with respect to a particular class, by the vote of a majority of the outstanding voting securities of that class.
Any change in the Plans that would increase materially the distribution expenses paid by the applicable class requires shareholder approval; otherwise, the Plans may be amended by the trustees, including a majority of the Rule 12b-1 Trustees, by votes cast in person at a meeting called for the purpose of voting upon such amendment. As long as the Plans are in effect, the selection or nomination of the Independent Trustees is committed to the discretion of the Independent Trustees.
The Class B Plan obligates Class B shares to continue to make payments to AIM Distributors following termination of the Class B shares Distribution Agreement with respect to Class B shares sold by or attributable to the distribution efforts of AIM Distributors, unless there has been a complete termination of the Class B Plan (as defined in such Plan) and the Class B Plan expressly authorizes AIM Distributors to assign, transfer or pledge its rights to payments pursuant to the Class B Plan.
DISTRIBUTOR
The Trust has entered into master distribution agreements, as amended, relating to the Funds (the "Distribution Agreements") with AIM Distributors, a registered broker-dealer and a wholly owned subsidiary of AIM, pursuant to which AIM Distributors acts as the distributor of shares of the Funds. The address of AIM Distributors is P.O. Box 4739, Houston, Texas 77210-4739. Certain trustees and officers of the Trust are affiliated with AIM Distributors. See "Management of the Trust."
The Distribution Agreements provide AIM Distributors with the exclusive right to distribute shares of the Funds on a continuous basis directly and through other broker dealers and with whom AIM Distributors has entered into selected dealer agreements. AIM Distributors has not undertaken to sell any specified number of shares of any classes of the Funds.
AIM Distributors expects to pay sales commissions from its own resources to dealers and institutions who sell Class B and Class C shares of AIM High Income Municipal Fund at the time of such sales.
Payments with respect to Class B shares will equal 4.00% of the purchase price of the Class B shares sold by the dealer or institution, and will consist of a sales commission equal to 3.75% of the purchase price of the Class B shares sold plus an advance of the first year service fee of 0.25% with respect to such shares. The portion of the payments to AIM Distributors under the Class B Plan which constitutes an asset-based sales charge (0.75%) is intended in part to permit AIM Distributors to recoup a portion of such sales commissions plus financing costs. In the future, if multiple distributors serve AIM High Income Municipal Fund, each such distributor (or its assignee or transferee) would receive a share of the payments under the Class B Plan based on the portion of AIM High Income Municipal Fund's Class B shares sold by or attributable to the distribution efforts of that distributor.
AIM Distributors may pay sales commissions to dealers and institutions who sell Class C shares of AIM High Income Municipal Fund at the time of such sales. Payments with respect to Class C shares will equal 1.00% of the purchase price of the Class C shares sold by the dealer or institution, and will consist of a sales commission of 0.75% of the purchase price of the Class C shares sold plus an advance of the first year service fee of 0.25% with respect to such shares. AIM Distributors will retain all payments received by it relating to Class C shares for the first year after they are purchased. The portion of the payments to AIM Distributors under the Class C Plan which constitutes an asset-based sales charge (0.75%) is intended in part to permit AIM Distributors to recoup a portion of the sales commissions to dealers plus financing costs, if any. After the first full year, AIM Distributors will make quarterly payments to dealers and institutions based on the average net asset value of Class C shares which are attributable to shareholders for whom the dealers and institutions are designated as dealers of record. These payments will consist of an asset-based sales charge of 0.75% and a service fee of 0.25%.
The Trust (on behalf of any class of any Fund) or AIM Distributors may terminate the Distribution Agreements on 60 days' written notice without penalty. The Distribution Agreements will terminate automatically in the event of their assignment. In the event the Class B shares Distribution Agreement is terminated, AIM Distributors would continue to receive payments of asset-based distribution fees in respect of the outstanding Class B shares attributable to the distribution efforts of AIM Distributors or its predecessors; provided, however that a complete termination of the Class B Plan (as defined in such Plan) would terminate all payments to AIM Distributors. Termination of the Class B Plan or the Distribution Agreement for Class B shares would not affect the obligation of AIM High Income Municipal Fund and its Class B shareholders to pay contingent deferred sales charges.
Total sales charges (front end and contingent deferred sales charges) paid in connection with the sale of shares of each Fund, if applicable, for the last three fiscal years ended March 31 are found in Appendix O.
FINANCIAL STATEMENTS
Each Fund's Financial Statements for the period ended March 31, 2007, including the Financial Highlights and the report of the independent registered public accounting firm pertaining thereto, are incorporated by reference into this Statement of Additional Information ("SAI") from such fund's Annual Report to shareholders contained in the Trust's Form N-CSR filed on June 7, 2007.
The portions of such Annual Report that are not specifically listed above are not incorporated by reference into this SAI and are not a part of this Registration Statement.
PENDING LITIGATION
Settled Enforcement Actions Related to Market Timing
On October 8, 2004, INVESCO Funds Group, Inc. ("IFG") (the former investment advisor to certain AIM Funds), AIM and ADI reached final settlements with certain regulators, including the SEC, the New York Attorney General and the Colorado Attorney General, to resolve civil enforcement actions and/or investigations related to market timing and related activity in the AIM Funds, including those formerly advised by IFG. As part of the settlements, a $325 million fair fund ($110 million of which is civil penalties) has been created to compensate shareholders harmed by market timing and related activity in funds formerly advised by IFG. Additionally, AIM and ADI created a $50 million fair fund ($30 million of which is civil penalties) to compensate shareholders harmed by market timing and related activity in funds advised by AIM, which was done pursuant to the terms of the settlements. These two fair funds will be distributed in accordance with a methodology to be determined by AIM's independent distribution consultant, in consultation with AIM and the independent trustees of the AIM Funds and acceptable to the staff of the SEC.
The AIM Funds expect that the SEC will, in the near future, provide notice to the public that it has approved the distribution methodology (the "IDC Plan") determined by AIM's independent distribution consultant. as described above, and that payments from the two fair funds may be distributed in accordance with the terms of the IDC Plan. AIM has informed the AIM Funds that, as soon as practicable upon the SEC's issuance of such notice, AIM intends to make or cause to be made available further details regarding the IDC Plan and planned distributions thereunder on AIM's website, available at http://www.aiminvestments.com. AIM's website is not a part of this Statement of Additional Information or the prospectus of any AIM Fund. While the AIM Funds expect that the SEC will make the above-described notice available in the near future, neither AIM nor the AIM Funds are able to guarantee this or make any specific representation as to the actual timing of such notice's availability.
Regulatory Action Alleging Market Timing
On August 30, 2005, the West Virginia Office of the State Auditor - Securities Commission ("WVASC") issued a Summary Order to Cease and Desist and Notice of Right to Hearing to AIM and ADI (Order No. 05-1318). The WVASC makes findings of fact that AIM and ADI entered into certain arrangements permitting market timing of the AIM Funds and failed to disclose these arrangements in the prospectuses for such Funds, and conclusions of law to the effect that AIM and ADI violated the West Virginia securities laws. The WVASC orders AIM and ADI to cease any further violations and seeks to impose monetary sanctions, including restitution to affected investors, disgorgement of fees, reimbursement of investigatory, administrative and legal costs and an "administrative assessment," to be determined by the Commissioner. Initial research indicates that these damages could be limited or capped by statute. By agreement with the Commissioner of Securities, AIM's time to respond to that Order has been indefinitely suspended.
Private Civil Actions Alleging Market Timing
Multiple civil lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, certain AIM Funds, IFG, AIM, AIM Management, INVESCO PLC ("INVESCO"), the parent company of IFG and AIM, certain related entities, certain of their current and former officers and/or certain unrelated third parties) based on allegations of improper market timing and related activity in the AIM Funds. These lawsuits allege a variety of theories of recovery, including but not limited to: (i) violation of various provisions of the Federal and state securities laws; (ii) violation of various provisions of ERISA; (iii) breach of fiduciary duty; and/or (iv) breach of contract. These lawsuits were initiated in both Federal and state courts and seek such remedies as compensatory damages; restitution; injunctive relief; disgorgement of management fees; imposition of a constructive trust; removal of certain directors and/or employees; various corrective measures under ERISA; rescission of certain Funds' advisory agreements; interest; and attorneys' and experts' fees. A list identifying such lawsuits (excluding those lawsuits that have been recently transferred as mentioned herein) that have been served on IFG, AIM, the AIM Funds or related entities, or for which service of process has been waived is set forth in Appendix P-1.
All lawsuits based on allegations of market timing, late trading, and related issues have been transferred to the United States District Court for the District of Maryland (the "MDL Court") for consolidated or coordinated pre-trial proceedings. Pursuant to an Order of the MDL Court, plaintiffs in these lawsuits consolidated their claims for pre-trial purposes into three amended complaints against various AIM- and IFG-related parties. A list identifying the amended complaints in the MDL Court is included in Appendix P-1. Plaintiffs in two of the underlying lawsuits transferred to the MDL Court continue to seek remand of their action to state court. These lawsuits are identified in Appendix P-1.
Private Civil Actions Alleging Improper Use of Fair Value Pricing
Multiple civil class action lawsuits have been filed against various
parties (including, depending on the lawsuit, certain AIM Funds, IFG and/or AIM)
alleging that certain AIM Funds inadequately employed fair value pricing. These
lawsuits allege a variety of theories of recovery, including but not limited to:
(i) violations of various provisions of the Federal securities laws; (ii) common
law breach of duty; and (iii) common law negligence and gross negligence. These
lawsuits have been filed in both
Federal and state courts and seek such remedies as compensatory and punitive damages; interest; and attorneys' fees and costs. A list identifying such lawsuits that have been served on IFG, AIM, the AIM Funds or related entities, or for which service of process has been waived is set forth in Appendix P-2.
Private Civil Actions Alleging Improper Mutual Fund Sales Practices and Directed-Brokerage Arrangements
Multiple civil lawsuits, including purported class action and shareholder derivative suits, have been filed against various parties (including, depending on the lawsuit, AIM Management, IFG, AIM, AIM Investment Services, Inc. ("AIS") and/or certain of the trustees of the AIM Funds) alleging that the defendants improperly used the assets of the AIM Funds to pay brokers to aggressively promote the sale of the AIM Funds over other mutual funds and that the defendants concealed such payments from investors by disguising them as brokerage commissions. These lawsuits allege a variety of theories of recovery, including but not limited to: (i) violation of various provisions of the Federal securities laws; (ii) breach of fiduciary duty; and (iii) aiding and abetting a breach of fiduciary duty. These lawsuits have been filed in Federal courts and seek such remedies as compensatory and punitive damages; rescission of certain Funds' advisory agreements and distribution plans and recovery of all fees paid; an accounting of all fund-related fees, commissions and soft dollar payments; restitution of all unlawfully or discriminatorily obtained fees and charges; and attorneys' and experts' fees. A list identifying such lawsuits that have been served on IFG, AIM, the AIM Funds or related entities, or for which service of process has been waived is set forth in Appendix P-3.
APPENDIX A
RATINGS OF DEBT SECURITIES
The following is a description of the factors underlying the debt ratings of Moody's, S&P and Fitch:
MOODY'S LONG-TERM DEBT RATINGS
Moody's corporate ratings areas follows:
AAA: Bonds and preferred stock which are rated Aaa are judged to be of the best quality. They carry the smallest degree of investment risk and are generally referred to as "gilt-edged." Interest payments are protected by a large or by an exceptionally stable margin and principal is secure. While the various protective elements are likely to change, such changes as can be visualized are most unlikely to impair the fundamentally strong position of such issues.
AA: Bonds and preferred stock which are rated Aa are judged to be of high quality by all standards. Together with the Aaa group they comprise what are generally known as high grade bonds. These are rated lower than the best bonds because margins of protection may not be as large as in Aaa securities or fluctuation of protective elements may be of greater amplitude or there may be other elements present which make the long-term risk in Aa rated bonds appear somewhat larger than those securities rated Aaa.
A: Bonds and preferred stock which are rated A possess many favorable investment attributes and are to be considered as upper-medium-grade obligations. Factors giving security to principal and interest are considered adequate, but elements may be present which suggest a susceptibility to impairment sometime in the future.
BAA: Bonds and preferred stock which are rated Baa are considered as medium-grade obligations, i.e., they are neither highly protected nor poorly secured. Interest payments and principal security appear adequate for the present but certain protective elements may be lacking or may be characteristically unreliable over any great length of time. Such bonds lack outstanding investment characteristics and in fact have speculative characteristics as well.
BA: Bonds and preferred stock which are rated Ba are judged to have speculative elements; their future cannot be considered as well assured. Often the protection of interest and principal payments may be very moderate and thereby not well safeguarded during both good and bad times over the future. Uncertainty of position characterizes bonds in this class.
B: Bonds and preferred stock which are rated B generally lack characteristics of the desirable investment. Assurance of interest and principal payments or of maintenance of other terms of the contract over any long period of time may be small.
CAA: Bonds and preferred stock which are rated Caa are of poor standing. Such issues may be in default or there may be present elements of danger with respect to principal or interest.
CA: Bonds and preferred stock which are rated Ca represent obligations which are speculative in a high degree. Such issues are often in default or have other marked shortcomings.
C: Bonds and preferred stock which are rated C are the lowest rated class of bonds, and issues so rated can be regarded as having extremely poor prospects of ever attaining any real investment standing.
Note: Moody's applies numerical modifiers 1, 2, and 3 in each generic rating classification from Aa through Caa. The modifier 1 indicates that the obligation ranks in the higher end of its generic rating
category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of that generic rating category.
MOODY'S SHORT-TERM PRIME RATING SYSTEM
Moody's short-term ratings are opinions of the ability of issuers to honor senior financial obligations and contracts. Such obligations generally have an original maturity not exceeding one year, unless explicitly noted.
Moody's employs the following designations, all judged to be investment grade, to indicate the relative repayment ability of rated issuers.
PRIME-1: Issuers (or supporting institutions) rated Prime-1 have a superior
ability for repayment of senior short-term obligations. Prime-1 repayment
ability will often be evidenced by many of the following characteristics:
leading market positions in well-established industries; high rates of return on
funds employed; conservative capitalization structure with moderate reliance on
debt and ample asset protection; broad margins in earnings coverage of fixed
financial charges and high internal cash generation; and well-established access
to a range of financial markets and assured sources of alternate liquidity.
PRIME-2: Issuers (or supporting institutions) rated Prime-2 have a strong ability to repay senior short-term debt obligations. This will normally be evidenced by many of the characteristics cited above but to a lesser degree. Earnings trends and coverage ratios, while sound, may be more subject to variation. Capitalization characteristics, while still appropriate, may be more affected by external conditions. Ample alternate liquidity is maintained.
PRIME-3: Issuers (or supporting institutions) rated Prime-3 have an acceptable ability for repayment of senior short-term debt obligations. The effect of industry characteristics and market compositions may be more pronounced. Variability in earnings and profitability may result in changes in the level of debt protection measurements and may require relatively high financial leverage. Adequate alternate liquidity is maintained.
NOT PRIME: Issuers rated Not Prime do not fall within any of the Prime rating categories.
Note: In addition, in certain countries the prime rating may be modified by the issuer's or guarantor's senior unsecured long-term debt rating.
Moody's municipal ratings are as follows:
MOODY'S U.S. LONG-TERM MUNICIPAL BOND RATING DEFINITIONS
Municipal Ratings are opinions of the investment quality of issuers and issues in the US municipal and tax-exempt markets. As such, these ratings incorporate Moody's assessment of the default probability and loss severity of these issuers and issues.
Municipal Ratings are based upon the analysis of four primary factors relating to municipal finance: economy, debt, finances, and administration/management strategies. Each of the factors is evaluated individually and for its effect on the other factors in the context of the municipality's ability to repay its debt.
AAA: Issuers or issues rated Aaa demonstrate the strongest creditworthiness relative to other US municipal or tax-exempt issuers or issues.
AA: Issuers or issues rated Aa demonstrate very strong creditworthiness relative to other US municipal or tax-exempt issuers or issues.
A: Issuers or issues rated A present above-average creditworthiness relative to other US municipal or tax-exempt issuers or issues.
BAA: Issuers or issues rated Baa represent average creditworthiness relative to other US municipal or tax-exempt issuers or issues.
BA: Issuers or issues rated Ba demonstrate below-average creditworthiness relative to other US municipal or tax-exempt issuers or issues.
B: Issuers or issues rated B demonstrate weak creditworthiness relative to other US municipal or tax-exempt issuers or issues.
CAA: Issuers or issues rated Caa demonstrate very weak creditworthiness relative to other US municipal or tax-exempt issuers or issues.
CA: Issuers or issues rated Ca demonstrate extremely weak creditworthiness relative to other US municipal or tax-exempt issuers or issues.
C: Issuers or issues rated C demonstrate the weakest creditworthiness relative to other US municipal or tax-exempt issuers or issues.
Note: Also, Moody's applies numerical modifiers 1, 2, and 3 in each generic rating classification from Aa to Caa. The modifier 1 indicates that the issue ranks in the higher end of its generic rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates that the issue ranks in the lower end of its generic category.
MOODY'S MIG/VMIG US SHORT-TERM RATINGS
In municipal debt issuance, there are three rating categories for short-term obligations that are considered investment grade. These ratings are designated as Moody's Investment Grade (MIG) and are divided into three levels - MIG 1 through MIG 3.
In addition, those short-term obligations that are of speculative quality are designated SG, or speculative grade.
In the case of variable rate demand obligations (VRDOs), a two-component rating is assigned. The first element represents Moody's evaluation of the degree of risk associated with scheduled principal and interest payments. The second element represents Moody's evaluation of the degree of risk associated with the demand feature, using the MIG rating scale.
The short-term rating assigned to the demand feature of VRDOs is designated as VMIG. When either the long- or short-term aspect of a VRDO is not rated, that piece is designated NR, e.g., Aaa/NR or NR/VMIG 1.
MIG ratings expire at note maturity. By contrast, VMIG rating expirations will be a function of each issue's specific structural or credit features.
Gradations of investment quality are indicated by rating symbols, with each symbol representing a group in which the quality characteristics are broadly the same.
MIG 1/VMIG 1: This designation denotes superior credit quality. Excellent protection is afforded by established cash flows, highly reliable liquidity support or demonstrated broad-based access to the market for refinancing.
MIG 2/VMIG 2: This designation denotes strong credit quality. Margins of protection are ample although not as large as in the preceding group.
MIG 3/VMIG 3: This designation denotes acceptable credit quality. Liquidity and cash flow protection may be narrow and market access for refinancing is likely to be less well established.
SG: This designation denotes speculative-grade credit quality. Debt instruments in this category may lack sufficient margins of protection.
STANDARD & POOR'S LONG-TERM CORPORATE AND MUNICIPAL RATINGS
Issue credit ratings are based in varying degrees, on the following considerations: likelihood of payment - capacity and willingness of the obligor to meet its financial commitment on an obligation in accordance with the terms of the obligation; nature of and provisions of the obligation; and protection afforded by, and relative position of, the obligation in the event of bankruptcy, reorganization, or other arrangement under the laws of bankruptcy and other laws affecting creditors' rights.
The issue ratings definitions are expressed in terms of default risk. As such, they pertain to senior obligations of an entity. Junior obligations are typically rated lower than senior obligations, to reflect the lower priority in bankruptcy, as noted above.
S&P describes its ratings for corporate and municipal bonds as follows:
AAA: Debt rated AAA has the highest rating assigned by S&P. Capacity to pay interest and repay principal is extremely strong.
AA: Debt rated AA has a very strong capacity to pay interest and repay principal and differs from the highest rated issues only in a small degree.
A: Debt rated A has a strong capacity to meet its financial commitments although it is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than debt in higher rated categories.
BBB: Debt rated BBB exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity to meet its financial commitment on the obligation.
BB-B-CCC-CC-C: Debt rated BB, B, CCC, CC and C is regarded as having significant speculative characteristics with respect to capacity to pay interest and repay principal. BB indicates the least degree of speculation and C the highest. While such debt will likely have some quality and protective characteristics, these may be outweighed by large uncertainties or major exposures to adverse conditions.
NR: Not Rated.
S&P DUAL RATINGS
S&P assigns "dual" ratings to all debt issues that have a put option or demand feature as part of their structure.
The first rating addresses the likelihood of repayment of principal and interest as due, and the second rating addresses only the demand feature. The long-term debt rating symbols are used for bonds to denote the long-term maturity and the commercial paper rating symbols for the put option (for example,
AAA/A-1+). With short-term demand debt, the note rating symbols are used with the commercial paper rating symbols (for example, SP-1+/A-1+).
S&P COMMERCIAL PAPER RATINGS
An S&P commercial paper rating is a current assessment of the likelihood of timely payment of debt having an original maturity of no more than 365 days.
These categories are as follows:
A-1: This highest category indicates that the degree of safety regarding timely payment is strong. Those issues determined to possess extremely strong safety characteristics are denoted with a plus sign (+) designation.
A-2: Capacity for timely payment on issues with this designation is satisfactory. However, the relative degree of safety is not as high as for issues designated A-1.
A-3: Issues carrying this designation have adequate capacity for timely payment. They are, however, more vulnerable to the adverse effects of changes in circumstances than obligations carrying the higher designations.
B: Issues rated 'B' are regarded as having only speculative capacity for timely payment.
C: This rating is assigned to short-term debt obligations with a doubtful capacity for payment.
D: Debt rated 'D' is in payment default. The 'D' rating category is used when interest payments or principal payments are not made on the date due, even if the applicable grace period has not expired, unless Standard & Poor's believes such payments will be made during such grace period.
S&P SHORT-TERM MUNICIPAL RATINGS
An S&P note rating reflect the liquidity factors and market-access risks
unique to notes. Notes due in three years or less will likely receive a note
rating. Notes maturing beyond three years will most likely receive a long-term
debt rating. The following criteria will be used in making that assessment:
amortization schedule (the larger the final maturity relative to other
maturities, the more likely it will be treated as a note); and source of payment
(the more dependant the issue is on the market for its refinancing, the more
likely it will be treated as a note).
Note rating symbols are as follows:
SP-1: Strong capacity to pay principal and interest. An issue determined to possess a very strong capacity to pay debt service is given a plus (+) designation.
SP-2: Satisfactory capacity to pay principal and interest, with some vulnerability to adverse financial and economic changes over the term of the notes.
SP-3: Speculative capacity to pay principal and interest.
FITCH LONG-TERM CREDIT RATINGS
Fitch Ratings provides an opinion on the ability of an entity or of a securities issue to meet financial commitments, such as interest, preferred dividends, or repayment of principal, on a timely basis. These credit ratings apply to a variety of entities and issues, including but not limited to sovereigns,
governments, structured financings, and corporations; debt, preferred/preference stock, bank loans, and counterparties; as well as the financial strength of insurance companies and financial guarantors.
Credit ratings are used by investors as indications of the likelihood of
getting their money back in accordance with the terms on which they invested.
Thus, the use of credit ratings defines their function: "investment grade"
ratings (international Long-term 'AAA' - 'BBB' categories; Short-term 'F1' -
'F3') indicate a relatively low probability of default, while those in the
"speculative" or "non-investment grade" categories (international Long-term 'BB'
- 'D'; Short-term 'B' - 'D') either signal a higher probability of default or
that a default has already occurred. Ratings imply no specific prediction of
default probability. However, for example, it is relevant to note that over the
long term, defaults on 'AAA' rated U.S. corporate bonds have averaged less than
0.10% per annum, while the equivalent rate for 'BBB' rated bonds was 0.35%, and
for 'B' rated bonds, 3.0%.
Fitch ratings do not reflect any credit enhancement that may be provided by insurance policies or financial guaranties unless otherwise indicated.
Entities or issues carrying the same rating are of similar but not necessarily identical credit quality since the rating categories do not fully reflect small differences in the degrees of credit risk.
Fitch credit and research are not recommendations to buy, sell or hold any security. Ratings do not comment on the adequacy of market price, the suitability of any security for a particular investor, or the tax-exempt nature of taxability of payments of any security.
The ratings are based on information obtained from issuers, other obligors, underwriters, their experts, and other sources Fitch Ratings believes to be reliable. Fitch Ratings does not audit or verify the truth or accuracy of such information. Ratings may be changed or withdrawn as a result of changes in, or the unavailability of, information or for other reasons.
Our program ratings relate only to standard issues made under the program concerned; it should not be assumed that these ratings apply to every issue made under the program. In particular, in the case of non-standard issues, i.e., those that are linked to the credit of a third party or linked to the performance of an index, ratings of these issues may deviate from the applicable program rating.
Credit ratings do not directly address any risk other than credit risk. In particular, these ratings do not deal with the risk of loss due to changes in market interest rates and other market considerations.
AAA: Bonds considered to be investment grade and of the highest credit quality. The obligor has an exceptionally strong capacity for timely payment of financial commitments, which is unlikely to be affected by foreseeable events.
AA: Bonds considered to be investment grade and of very high credit quality. The obligor has a very strong capacity for timely payment of financial commitments which is not significantly vulnerable to foreseeable events.
A: Bonds considered to be investment grade and of high credit quality. The obligor's ability to pay interest and repay principal is considered to be strong, but may be more vulnerable to adverse changes in economic conditions and circumstances than bonds with higher ratings.
BBB: Bonds considered to be investment grade and of good credit quality. The obligor's ability to pay interest and repay principal is considered to be adequate. Adverse changes in economic conditions and circumstances are more likely to impair this capacity.
PLUS (+) MINUS (-): Plus and minus signs are used with a rating symbol to indicate the relative position of a credit within the rating category. Plus and minus signs, however, are not used in the "AAA" category.
NR: Indicates that Fitch does not rate the specific issue.
WITHDRAWN: A rating will be withdrawn when an issue matures or is called or refinanced and at Fitch's discretion, when Fitch Ratings deems the amount of information available to be inadequate for ratings purposes.
RATINGWATCH: Ratings are placed on RatingWatch to notify investors that there is a reasonable possibility of a rating change and the likely direction of such change. These are designated as "Positive," indicating a potential upgrade, "Negative," for potential downgrade, or "Evolving," if ratings may be raised, lowered or maintained. RatingWatch is typically resolved over a relatively short period.
FITCH SPECULATIVE GRADE BOND RATINGS
BB: Bonds are considered speculative. There is a possibility of credit risk developing, particularly as the result of adverse economic changes over time. However, business and financial alternatives may be available to allow financial commitments to be met. ` B: Bonds are considered highly speculative. Significant credit risk is present but a limited margin of safety remains. While bonds in this class are currently meeting financial commitments, the capacity for continued payment is contingent upon a sustained, favorable business and economic environment.
CCC: Default is a real possibility. Capacity for meeting financial commitments is solely reliant upon sustained, favorable business or economic developments.
CC: Default of some kind appears probable.
C: Bonds are in imminent default in payment of interest or principal.
DDD, DD, AND D: Bonds are in default on interest and/or principal payments. Such bonds are extremely speculative and are valued on the basis of their prospects for achieving partial or full recovery value in liquidation or reorganization of the obligor. "DDD" represents the highest potential for recovery on these bonds, and "D" represents the lowest potential for recovery.
PLUS (+) MINUS (-): Plus and minus signs are used with a rating symbol to indicate the relative position of a credit within the rating category. Plus and minus signs, however, are not used in categories below CCC.
FITCH SHORT-TERM CREDIT RATINGS
The following ratings scale applies to foreign currency and local currency ratings. A Short-term rating has a time horizon of less than 12 months for most obligations, or up to three years for U.S. public finance securities, and thus places greater emphasis on the liquidity necessary to meet financial commitments in a timely manner.
F-1+: Exceptionally Strong Credit Quality. Issues assigned this rating are regarded as having the strongest degree of assurance for timely payment.
F-1: Very Strong Credit Quality. Issues assigned this rating reflect an assurance of timely payment only slightly less in degree than issues rated "F-1+."
F-2: Good Credit Quality. Issues assigned this rating have a satisfactory degree of assurance for timely payment, but the margin of safety is not as great as in the case of the higher ratings.
F-3: Fair Credit Quality. Issues assigned this rating have characteristics suggesting that the degree of assurance for timely payment is adequate, however, near-term adverse changes could result in a reduction to non-investment grade.
B: Speculative. Minimal capacity for timely payment of financial commitments, plus vulnerability to near-term adverse changes in financial and economic conditions.
C: High default risk. Default is a real possibility. Capacity for meeting financial commitments is solely reliant upon a sustained, favorable business and economic environment.
D: Default. Issues assigned this rating are in actual or imminent payment default.
APPENDIX B
PERSONS TO WHOM AIM PROVIDES
NON-PUBLIC PORTFOLIO HOLDINGS ON AN ONGOING BASIS
(AS OF JULY 15, 2007)
SERVICE PROVIDER DISCLOSURE CATEGORY
---------------- -------------------
ABN AMRO Financial Services, Inc. Broker (for certain AIM funds)
AIM Investment Services, Inc. Transfer Agent
Anglemyer & Co. Analyst (for certain AIM funds)
Ballard Spahr Andrews & Ingersoll, LLP Legal Counsel
Bank of New York Securities Lender (for certain AIM funds)
BB&T Capital Markets Broker (for certain AIM funds)
Bear, Stearns Pricing Direct Pricing Vendor (for certain AIM funds)
BOSC, Inc. Broker (for certain AIM funds)
BOWNE & Co. Financial Printer
Brown Brothers Harriman & Co. Securities Lender (for certain AIM funds)
Cabrera Capital Markets Broker (for certain AIM funds)
CENVEO Financial Printer
Charles River Systems, Inc. System Provider
Citigroup Global Markets, Inc. Broker (for certain AIM funds)
Classic Printers Inc. Financial Printer
Color Dynamics Financial Printer
Commerce Capital Markets Broker (for certain AIM funds)
D.A. Davidson & Co. Broker (for certain AIM funds)
Earth Color Houston Financial Printer
EMCO Press Financial Printer
Empirical Research Partners Analyst (for certain AIM funds)
First Albany Capital Broker (for certain AIM funds)
First Tryon Securities Broker (for certain AIM funds)
F T Interactive Data Corporation Pricing Vendor
GainsKeeper Software Provider (for certain AIM funds)
GCom2 Solutions Software Provider (for certain AIM funds)
George K. Baum & Company Broker (for certain AIM funds)
Glass, Lewis & Co. System Provider (for certain AIM funds)
Global Trend Alert Analyst (for certain AIM funds)
Greater Houston Publishers Financial Printer
Grover Printing Financial Printer
Gulfstream Graphics Corp. Financial Printer
Hattier, Sanford & Reynoir Broker (for certain AIM funds)
Hutchinson, Shockey, Erley & Co. Broker (for certain AIM funds)
Imageset Financial Printer
iMoneyNet, Inc. Rating & Ranking Agency (for certain AIM funds)
Infinity Web, Inc. Financial Printer
Initram Data, Inc. Pricing Vendor
Institutional Shareholder Services, Inc. Proxy Voting Service (for certain AIM funds)
INVESCO Senior Secured Management System Provider (for certain AIM funds)
Investortools, Inc. Broker (for certain AIM funds)
ITG, Inc. Pricing Vendor (for certain AIM funds)
J.P. Morgan Securities, Inc. Analyst (for certain AIM funds)
JPMorgan Securities Inc.\Citigroup Global
Markets Inc.\JPMorgan Chase Bank, N.A. Lender (for certain AIM funds)
John Hancock Investment Management Services, LLC Sub-advisor (for certain sub-advised accounts)
|
SERVICE PROVIDER DISCLOSURE CATEGORY
---------------- -------------------
Jorden Burt LLP Special Insurance Counsel
Kramer, Levin Naftalis & Frankel LLP Legal Counsel
Lipper, Inc. Rating & Ranking Agency (for certain AIM funds)
Loan Pricing Corporation Pricing Service (for certain AIM funds)
Loop Capital Markets Broker (for certain AIM funds)
MarkIt Valuations Limited Pricing Vendor (for certain AIM funds)
McDonald Investments Inc. Broker (for certain AIM funds)
Merrill Communications, LLC Financial Printer
Mesirow Financial, Inc. Broker (for certain AIM funds)
Moody's Investors Service Rating & Ranking Agency (for certain AIM funds)
Morgan Keegan & Company, Inc. Broker (for certain AIM funds)
Morrison Foerster LLP Legal Counsel
Morgan Stanley & Co. Incorporated Securities Lender (for certain AIM funds)
Muzea Insider Consulting Services, LLC Analyst (for certain AIM funds)
Noah Financial, LLC Analyst (for certain AIM funds)
OMGEO Oasys Trading System
Page International Financial Printer
PCP Publishing Financial Printer
Piper Jaffray Analyst (for certain AIM funds)
Prager, Sealy & Co. Broker (for certain AIM funds)
PricewaterhouseCoopers LLP Independent Registered Public Accounting Firm (for all AIM funds)
Protective Securities Broker (for certain AIM funds)
Ramirez & Co., Inc. Broker (for certain AIM funds)
Raymond James & Associates, Inc. Broker (for certain AIM funds)
RBC Capital Markets Analyst (for certain AIM funds)
RBC Dain Rauscher Incorporated Broker (for certain AIM funds)
Reuters America, LLC Pricing Service (for certain AIM funds)
Robert W. Baird & Co. Incorporated Broker (for certain AIM funds)
RR Donnelley Financial Financial Printer
Ryan Beck & Co. Broker (for certain AIM funds)
Seattle-Northwest Securities Corporation Broker (for certain AIM funds)
Siebert Brandford Shank & Co., L.L.C. Broker (for certain AIM funds)
Signature Financial Printer
Simon Printing Company Financial Printer
Southwest Precision Printers, Inc. Financial Printer
Standard and Poor's - a Division of McGraw-Hill Rating and Ranking Agency (for certain AIM funds)
Standard and Poor's/Standard and Poor's
Securities Evaluations, Inc. Pricing Service (for certain AIM funds)
StarCompliance, Inc. System Provider
State Street Bank and Trust Company Custodian, Lender,Securities Lender,and System Provider (each,
respectively, for certain AIM funds)
Sterne, Agee & Leach, Inc. Broker (for certain AIM funds)
Stifel, Nicholaus & Company, Incorporated Broker (for certain AIM funds)
The Bank of New York Custodian (for certain AIM funds)
The MacGregor Group, Inc. Software Provider
The Savader Group Broker (for certain AIM funds)
Thomson Information Services Incorporated Software Provider
UBS Financial Services, Inc. Broker (for certain AIM funds)
VCI Group Inc. Financial Printer
Wachovia National Bank, N.A. Broker (for certain AIM funds)
Western Lithograph Financial Printer
Wetmore & Co. Financial Printer
Wiley Bros. Aintree Capital L.L.C. Broker (for certain AIM funds)
|
SERVICE PROVIDER DISCLOSURE CATEGORY
---------------- -------------------
William Blair & Co. Broker (for certain AIM funds)
XSP, LLC\Solutions PLUS, Inc. Software Provider
|
APPENDIX C
TRUSTEES AND OFFICERS
As of June 30, 2007
The address of each trustee and officer is 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173. Each trustee oversees 105 portfolios in the AIM Funds complex. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trust's organizational documents. Each officer serves for a one year turn or until their successors are elected and qualified. Column two below includes length of time served with predecessor entities, if any.
TRUSTEE OTHER
AND/OR TRUSTEESHIP(S)/
NAME, YEAR OF BIRTH AND OFFICER PRINCIPAL OCCUPATION(S) DURING PAST 5 DIRECTORSHIPS(S)
POSITION(S) HELD WITH THE TRUST SINCE YEARS HELD BY TRUSTEE/DIRECTOR
------------------------------- ------- ---------------------------------------- ------------------------
INTERESTED PERSONS
Martin L. Flanagan(1) - 1960 2007 Director, Chief Executive Officer and None
Trustee President, INVESCO PLC (parent of AIM
and a global investment management
firm); Chairman, A I M Advisors, Inc.
(registered investment advisor); and
Director, Chairman, Chief Executive
Officer and President, AVZ Inc. (holding
company); INVESCO North American
Holdings, Inc. (holding company);
Chairman and President, AMVESCAP Group
Services, Inc. (service provider);
Trustee, The AIM Family of
Funds--Registered Trademark--; Chairman,
Investment Company Institute; and Member
of Executive Board, SMU Cox School of
Business
Formerly: President, Co-Chief Executive
Officer, Co-President, Chief Operating
Officer and Chief Financial Officer,
Franklin Resources, Inc. (global
investment management organization)
Philip A. Taylor(2) - 1954 2006 Director, Chief Executive Officer and None
Trustee, President and Principal President, A I M Management Group Inc.,
Executive Officer AIM Mutual Fund Dealer Inc. (registered
broker dealer), A I M Advisors, Inc.,
AIM Funds Management Inc. d/b/a AMVESCAP
Enterprise Services (registered
investment advisor and registered
transfer agent) and 1371 Preferred Inc.
(holding company); Director, Chairman,
Chief Executive Officer and President, A
I M Capital Management, Inc. (registered
investment advisor); Director and
President, INVESCO Funds Group, Inc.
(registered investment advisor and
registered transfer agent) and AIM GP
Canada Inc. (general partner for
limited partnership); Director, A I M
Distributors, Inc. (registered broker
dealer); Director and Chairman, AIM
Investment Services, Inc. (registered
transfer agent), Fund Management
Company (registered broker dealer)
and INVESCO Distributors, Inc.
(registered broker dealer); Director,
President and Chairman, AVZ Callco
Inc. (holding company), INVESCO Inc.
(holding company) and AIM Canada
Holdings Inc. (holding company);
Director and
|
(2) Mr. Taylor is considered an interested person of the Trust because he is an officer and a director of the advisor to, and a director of the principal underwriter of the Trust.
TRUSTEE OTHER
AND/OR TRUSTEESHIP(S)/
NAME, YEAR OF BIRTH AND OFFICER PRINCIPAL OCCUPATION(S) DURING PAST 5 DIRECTORSHIPS(S)
POSITION(S) HELD WITH THE TRUST SINCE YEARS HELD BY TRUSTEE/DIRECTOR
------------------------------- ------- ---------------------------------------- ------------------------
Chief Executive Officer, AIM Trimark
Corporate Class Inc. (formerly AIM
Trimark Global Fund Inc.) (corporate
mutual fund company) and AIM Trimark
Canada Fund Inc. (corporate mutual fund
company); Trustee, President and
Principal Executive Officer, The AIM
Family of Funds--Registered Trademark--
(other than AIM Treasurer's Series
Trust, Short-Term Investments Trust and
Tax-Free Investments Trust); Trustee and
Executive Vice President, The AIM Family
of Funds--Registered Trademark-- (AIM
Treasurer's Series Trust, Short-Term
Investments Trust and Tax-Free
Investments Trust only) ; and Manager,
Powershares Capital Management LLC
Formerly: President and Principal
Executive Officer, The AIM Family of
Funds--Registered Trademark-- (AIM
Treasurer's Series Trust, Short-Term
Investments Trust and Tax-Free
Investments Trust only); Chairman, AIM
Canada Holdings, Inc.; President, AIM
Trimark Global Fund Inc. and AIM Trimark
Canada Fund Inc.; and Director, Trimark
Trust (federally regulated Canadian
trust company)
INDEPENDENT TRUSTEES
Bruce L. Crockett - 1944 1993 Chairman, Crockett Technology Associates ACE Limited (insurance
Trustee and Chair (technology consulting company) company); and Captaris,
Inc. (unified messaging
provider)
Bob R. Baker - 1936 2003 Retired None
Trustee
Frank S. Bayley - 1939 2001 Retired Badgley Funds, Inc.
Trustee Formerly: Partner, law firm of Baker & (registered investment
McKenzie company) (2 portfolios)
James T. Bunch - 1942 2003 Founder, Green, Manning & Bunch Ltd. None
Trustee (investment banking firm); and Director,
Policy Studies, Inc. and Van Gilder
Insurance Corporation
Albert R. Dowden - 1941 2000 Director of a number of public and None
Trustee private business corporations, including
the Boss Group, Ltd. (private investment
and management), Reich & Tang Funds
(Chairman) (registered investment
company) (7 portfolios), Daily Income
Fund (4 portfolios), California Daily
Tax Free Income Fund, Inc., Connecticut
Daily Tax Free Income Fund, Inc. and New
Jersey Daily Municipal Income Fund,
Inc., Annuity and Life Re (Holdings),
Ltd. (insurance company), CompuDyne
Corporation (provider of products and
services to the public security market),
and Homeowners of America Holding
Corporation (property casualty company)
Formerly: Director, President and Chief
Executive Officer, Volvo Group North
America, Inc.; Senior Vice President, AB
Volvo; Director of various affiliated
Volvo companies; and Director, Magellan
Insurance Company
|
TRUSTEE OTHER
AND/OR TRUSTEESHIP(S)/
NAME, YEAR OF BIRTH AND OFFICER PRINCIPAL OCCUPATION(S) DURING PAST 5 DIRECTORSHIPS(S)
POSITION(S) HELD WITH THE TRUST SINCE YEARS HELD BY TRUSTEE/DIRECTOR
------------------------------- ------- ---------------------------------------- ------------------------
Jack M. Fields - 1952 1997 Chief Executive Officer, Twenty First Administaff
Trustee Century Group, Inc. (government affairs
company); Owner and Chief Executive
Officer, Dos Angelos Ranch, L.P.
(cattle, hunting, corporate
entertainment); and Discovery Global
Education Fund (non-profit)
Formerly: Chief Executive Officer,
Texana Timber LP (sustainable forestry
company)
Carl Frischling - 1937 1993 Partner, law firm of Kramer Levin Director, Reich & Tang
Trustee Naftalis and Frankel LLP Funds (7 portfolios)
Prema Mathai-Davis - 1950 1998 Formerly: Chief Executive Officer, YWCA None
Trustee of the USA
Lewis F. Pennock - 1942 1993 Partner, law firm of Pennock & Cooper None
Trustee
Ruth H. Quigley - 1935 2001 Retired None
Trustee
Larry Soll - 1942 2003 Retired None
Trustee
Raymond Stickel, Jr. - 1944 2005 Retired None
Trustee
Formerly: Partner, Deloitte & Touche
and Director, Mainstay VP Series Funds,
Inc. (25 portfolios)
OTHER OFFICERS
Russell C. Burk - 1958 2005 Senior Vice President and Senior N/A
Senior Vice President and Senior Officer, The AIM Family of
Officer Funds--Registered Trademark--
Formerly: Director of Compliance and
Assistant General Counsel, ICON
Advisers, Inc.; Financial Consultant,
Merrill Lynch; General Counsel and
Director of Compliance, ALPS Mutual
Funds, Inc.
John M. Zerr - 1962 2006 Director, Senior Vice President, N/A
Senior Vice President, Chief Secretary and General Counsel, A I M
Legal Officer and Secretary Management Group Inc., A I M Advisors,
Inc. and A I M Capital Management, Inc.;
Director, Vice President and Secretary,
INVESCO Distributors, Inc.; Vice
President and Secretary, AIM Investment
Services, Inc. and Fund Management
Company; Senior Vice President and
Secretary, A I M Distributors, Inc.;
Director and Vice President, INVESCO
Funds Group, Inc.; Senior Vice
President, Chief Legal Officer and
Secretary, The AIM Family of
Funds--Registered Trademark--; and
Manager, Powershares Capital Management
LLC
Formerly: Vice President, A I M Capital
Management, Inc.; Chief Operating
Officer, Senior Vice President, General
Counsel and Secretary, Liberty Ridge
Capital, Inc. (an investment adviser);
Vice President and Secretary, PBHG Funds
(an investment company); Vice President
and Secretary, PBHG Insurance Series
Fund (an investment company); General
Counsel and Secretary, Pilgrim Baxter
Value Investors (an investment adviser);
Chief Operating Officer, General Counsel
and Secretary, Old Mutual Investment
Partners (a broker-dealer); General
Counsel and Secretary, Old Mutual Fund
Services (an
|
TRUSTEE OTHER
AND/OR TRUSTEESHIP(S)/
NAME, YEAR OF BIRTH AND OFFICER PRINCIPAL OCCUPATION(S) DURING PAST 5 DIRECTORSHIPS(S)
POSITION(S) HELD WITH THE TRUST SINCE YEARS HELD BY TRUSTEE/DIRECTOR
------------------------------- ------- ---------------------------------------- ------------------------
administrator); General Counsel and
Secretary, Old Mutual Shareholder
Services (a shareholder servicing
center); Executive Vice President,
General Counsel and Secretary, Old
Mutual Capital, Inc. (an investment
adviser); and Vice President and
Secretary, Old Mutual Advisors Funds (an
investment company)
Lisa O. Brinkley - 1959 2004 Global Compliance Director, INVESCO PLC; N/A
Vice President and Vice President, The AIM Family of
Funds--Registered Trademark--
Formerly: Senior Vice President, A I M
Management Group Inc.; Senior Vice
President and Chief Compliance Officer,
A I M Advisors, Inc.; Vice President and
Chief Compliance Officer, A I M Capital
Management, Inc. and A I M Distributors,
Inc.; Vice President, AIM Investment
Services, Inc. and Fund Management
Company; Senior Vice President and Chief
Compliance Officer, The AIM Family of
Funds--Registered Trademark--; and
Senior Vice President and Compliance
Director, Delaware Investments Family of
Funds
Kevin M. Carome - 1956 2003 Senior Vice President and General N/A
Vice President Counsel, INVESCO PLC; Director, INVESCO
Funds Group, Inc. and Vice President,
The AIM Family of Funds
--Registered Trademark--
Formerly: Director, Senior Vice
President, Secretary and General
Counsel, A I M Management Group Inc. and
A I M Advisors, Inc.; Senior Vice
President, A I M Distributors, Inc.;
Director, Vice President and General
Counsel, Fund Management Company; Vice
President, A I M Capital Management,
Inc. and AIM Investment Services, Inc.;
and Senior Vice President, Chief Legal
Officer and Secretary, The AIM Family of
Funds--Registered Trademark--; Director
and Vice President, INVESCO
Distributors, Inc.; Chief Executive
Officer and President, INVESCO Funds
Group; and Senior Vice President and
General Counsel, Liberty Financial
Companies, Inc.
Sidney M. Dilgren - 1961 2004 Vice President , A I M Advisors, Inc. N/A
Vice President, Treasurer and and A I M Capital Management Inc.; and
Principal Financial Officer Vice President, Treasurer and Principal
Financial Officer, The AIM Family of
Funds--Registered Trademark--
Formerly: Fund Treasurer, A I M
Advisors, Inc.; Senior Vice President,
AIM Investment Services, Inc. and Vice
President, A I M Distributors, Inc.
|
TRUSTEE OTHER
AND/OR TRUSTEESHIP(S)/
NAME, YEAR OF BIRTH AND OFFICER PRINCIPAL OCCUPATION(S) DURING PAST 5 DIRECTORSHIPS(S)
POSITION(S) HELD WITH THE TRUST SINCE YEARS HELD BY TRUSTEE/DIRECTOR
------------------------------- ------- ---------------------------------------- ------------------------
Karen Dunn Kelley - 1960 1993 Head of INVESCO's World Wide Fixed N/A
Vice President Income and Cash Management Group;
Director of Cash Management and Senior
Vice President, A I M Advisors, Inc. and
A I M Capital Management, Inc.; Director
and President, Fund Management Company;
Vice President, The AIM Family of
Funds--Registered Trademark-- (other
than AIM Treasurer's Series Trust,
Short-Term Investments Trust and
Tax-Free Investments Trust); and
President and Principal Executive
Officer, The AIM Family of
Funds--Registered Trademark-- (AIM
Treasurer's Series Trust, Short-Term
Investments Trust and Tax-Free
Investments Trust only)
Formerly: Chief Cash Management Officer
and Managing Director, A I M Capital
Management, Inc.; Vice President, A I M
Advisors, Inc. and The AIM Family of
Funds--Registered Trademark-- (AIM
Treasurer's Series Trust, Short-Term
Investments Trust and Tax-Free
Investments Trust only)
Patrick J.P. Farmer - 1962 2007 Head of North American Retail N/A
Vice President Investments, Chief Investment Officer
and Executive Vice President, AIM Funds
Management Inc. d/b/a AIM Trimark
Investments; Senior Vice President and
Head of Equity Investments, A I M
Advisors, Inc. and A I M Capital
Management, Inc.; and Vice President,
The AIM Family of Funds--Registered
Trademark--
Formerly: Director, Trimark Trust and
AIM Funds Management, Inc.
Lance A. Rejsek - 1967 2006 Anti-Money Laundering Compliance N/A
Anti-Money Laundering Compliance Officer, A I M Advisors, Inc., A I M
Officer Capital Management, Inc., A I M
Distributors, Inc., AIM Investment
Services, Inc., AIM Private Asset
Management, Inc., Fund Management
Company and The AIM Family of
Funds--Registered Trademark--
Formerly: Manager of the Fraud
Prevention Department, AIM Investment
Services, Inc.
|
TRUSTEE OTHER
AND/OR TRUSTEESHIP(S)/
NAME, YEAR OF BIRTH AND OFFICER PRINCIPAL OCCUPATION(S) DURING PAST 5 DIRECTORSHIPS(S)
POSITION(S) HELD WITH THE TRUST SINCE YEARS HELD BY TRUSTEE/DIRECTOR
------------------------------- ------- ---------------------------------------- ------------------------
Todd L. Spillane - 1958 2006 Senior Vice President, A I M Management N/A
Chief Compliance Officer Group Inc.; Senior Vice President and
Chief Compliance Officer, A I M
Advisors, Inc. and A I M Capital
Management, Inc.; Chief Compliance
Officer, The AIM Family of
Funds--Registered Trademark--, INVESCO
Global Asset Management (N.A.), Inc.
(registered investment advisor), INVESCO
Institutional (N.A.), Inc., INVESCO
Private Capital Investments, Inc.
(holding company), INVESCO Private
Capital, Inc. (registered investment
advisor) and INVESCO Senior Secured
Management, Inc. (registered investment
advisor); and Vice President, A I M
Distributors, Inc., AIM Investment
Services, Inc. and Fund Management
Company
Formerly: Vice President, A I M Capital
Management, Inc.; Global Head of Product
Development, AIG-Global Investment
Group, Inc.; and Chief Compliance Officer
and Deputy General Counsel,
AIG-SunAmerica Asset Management, and
Chief Compliance Officer
|
TRUSTEE OWNERSHIP OF FUND SHARES AS OF DECEMBER 31, 2006
Aggregate Dollar Range of Equity
Securities in All Registered
Investment Companies Overseen by
Dollar Range of Equity Securities Trustee in The AIM Family of
Name of Trustee Per Fund Funds --Registered Trademark--
--------------- ----------------------------------- -----------------------------------
Martin L. Flanagan(3) N/A N/A
Robert H. Graham(4) High Income Municipal Over $100,000 Over $100,000
Tax-Exempt Cash Over $100,000
Tax-Free Intermediate Over $100,000
Philip A. Taylor(5) -0- -0-
Bob R. Baker -0- Over $100,000
Frank S. Bayley -0- Over $100,000
James T. Bunch High Income Municipal Over $100,000 Over $100,000(6)
Bruce L. Crockett -0- Over $100,000(6)
Albert R. Dowden -0- Over $100,000
Jack M. Fields -0- Over $100,000(6)
Carl Frischling -0- Over $100,000(6)
Prema Mathai-Davis -0- Over $100,000(6)
Lewis F. Pennock Tax-Free Intermediate Over $100,000 Over $100,000
Ruth H. Quigley -0- Over $100,000
Larry Soll -0- Over $100,000(6)
Raymond Stickel, Jr. -0- Over $100,000
|
(4) Mr. Graham retired effective June 15, 2007.
(5) Mr. Taylor was elected as a trustee of the Trust effective September 20, 2006.
(6) Includes the total amount of compensation deferred by the trustee at his or her election pursuant to a deferred compensation plan. Such deferred compensation is placed in a deferral account and deemed to be invested in one or more of the AIM Funds.
APPENDIX D
TRUSTEE COMPENSATION TABLE
Set forth below is information regarding compensation paid or accrued for each trustee of the Trust who is not affiliated with AIM during the year ended December 31, 2006:
RETIREMENT
BENEFITS TOTAL
AGGREGATE ACCRUED ESTIMATED ANNUAL COMPENSATION
COMPENSATION BY ALL BENEFITS UPON FROM ALL AIM
TRUSTEES FROM THE TRUST(1) AIM FUNDS(2) RETIREMENT(3) FUNDS (4)
-------- ----------------- ------------ ---------------- ------------
Bob R. Baker $3,892 $230,089 $177,882 $225,000
Frank S. Bayley 4,175 160,600 126,750 241,000
James T. Bunch 3,608 149,379 126,750 203,500
Bruce L. Crockett 7,160 83,163 126,750 402,000
Albert R. Dowden 4,175 105,204 126,750 242,000
Edward K. Dunn, Jr.(5) -0- 146,326 126,750 59,750
Jack M. Fields 3,608 104,145 126,750 210,000
Carl Frischling(6) 3,608 91,932 126,750 210,000
Prema Mathai-Davis 4,175 102,401 126,750 217,500
Lewis F. Pennock 3,608 85,580 126,750 210,000
Ruth H. Quigley 4,175 187,330 126,750 242,000
Larry Soll 3,608 193,510 146,697 210,000
Raymond Stickel, Jr. 4,118 77,561 126,750 230,750
|
(1) Amounts shown are based on the fiscal year ended March 31, 2007. The total amount of compensation deferred by all trustees of the Trust during the fiscal year ended March 31, 2007, including earnings thereon, was $14,741.
(2) During the fiscal year ended March 31, 2007, the total amount of expenses allocated to the Trust in respect of such retirement benefits was $13,054.
(3) These amounts represent the estimated annual benefits payable by the AIM Funds upon the trustee's retirement and assumes each trustee serves until his or her normal retirement date.
(4) All trustees currently serve as trustees of 16 registered investment companies advised by AIM.
(5) Mr. Dunn retired effective March 31, 2006.
(6) During the fiscal year ended March 31, 2007, the Trust paid $14,364 in legal fees to Kramer Levin Naftalis & Frankel LLP for services rendered by such firm as counsel to the independent trustees of the Trust. Mr. Frischling is a partner of such firm.
APPENDIX E
AIM INVESTMENTS PROXY VOTING GUIDELINES
(Effective as of February 22, 2007)
The following Proxy Voting Guidelines are applicable to all funds managed by A I M Advisors, Inc. ("AIM").(1)
INTRODUCTION
OUR BELIEF
AIM's Trustees and investment professionals expect a high standard of corporate governance from the companies in our portfolios so that AIM may fulfill its fiduciary obligation to our fund shareholders. Well governed companies are characterized by a primary focus on the interests of shareholders, accountable boards of directors, ample transparency in financial disclosure, performance-driven cultures and appropriate consideration of all stakeholders. AIM believes well governed companies create greater shareholder wealth over the long term than poorly governed companies, so we endeavor to vote in a manner that increases the value of our investments and fosters good governance within our portfolio companies.
In determining how to vote proxy issues, AIM considers the probable business consequences of each issue and votes in a manner designed to protect and enhance fund shareholders' interests. Our voting decisions are intended to enhance each company's total shareholder value over the funds' typical investment horizon.
Proxy voting is an integral part of AIM's investment process. We believe that the right to vote proxies should be managed with the same care as all other elements of the investment process. The objective of AIM's proxy-voting activity is to promote good governance and advance the economic interests of our clients. At no time will AIM exercise its voting power to advance its own commercial interests, to pursue a social or political cause that is unrelated to our clients' economic interests, or to favor a particular client or business relationship to the detriment of others.
PROXY ADMINISTRATION
The AIM Proxy Committee consists of seven members representing AIM's Legal, Compliance and Investments departments. AIM's Proxy Voting Guidelines are revised annually by the Proxy Committee, and are approved by the AIM Funds Boards of Trustees. The Proxy Committee implements the Guidelines and oversees proxy voting.
The Proxy Committee has retained outside experts to assist with the analysis and voting of proxy issues. In addition to the advice offered by these experts, AIM uses information gathered from our own research, company managements, AIM's portfolio managers and outside shareholder groups to reach our voting decisions.
Generally speaking, AIM's investment-research process leads us to invest in companies led by management teams we believe have the ability to conceive and execute strategies to outperform their competitors. We select companies for investment based in large part on our assessment of their management teams' ability to create shareholder wealth. Therefore, in formulating our proxy-voting decisions, AIM gives proper consideration to the recommendations of a company's Board of Directors.
IMPORTANT PRINCIPLES UNDERLYING THE AIM PROXY VOTING GUIDELINES
I. ACCOUNTABILITY
Management teams of companies are accountable to their boards of directors, and directors of publicly held companies are accountable to their shareholders. AIM endeavors to vote the proxies of its portfolio companies in a manner that will reinforce the notion of a board's accountability to its shareholders. Consequently, AIM votes against any actions that would impair the rights of shareholders or would reduce shareholders' influence over the board or over management.
The following are specific voting issues that illustrate how AIM applies this principle of accountability.
- Elections of directors. In uncontested director elections for companies that do not have a controlling shareholder, AIM votes in favor of slates if they are comprised of at least a majority of independent directors and if the boards' key committees are fully independent. Key committees include the Audit, Compensation and Governance or Nominating Committees. AIM's standard of independence excludes directors who, in addition to the directorship, have any material business or family relationships with the companies they serve.
Contested director elections are evaluated on a case-by-case basis and are decided within the context of AIM's investment thesis on a company.
- Director performance. AIM withholds votes from directors who exhibit a lack of accountability to shareholders, either through their level of attendance at meetings or by enacting egregious corporate-governance or other policies. In cases of material financial restatements, accounting fraud, habitually late filings, adopting shareholder rights plan ("poison pills") without shareholder approval, or other areas of poor performance, AIM may withhold votes from some or all of a company's directors. In situations where directors' performance is a concern, AIM may also support shareholder proposals to take corrective actions such as so-called "clawback" provisions.
- Auditors and Audit Committee members. AIM believes a company's Audit Committee has a high degree of responsibility to shareholders in matters of financial disclosure, integrity of the financial statements and effectiveness of a company's internal controls. Independence, experience and financial expertise are critical elements of a well-functioning Audit Committee. When electing directors who are members of a company's Audit Committee, or when ratifying a company's auditors, AIM considers the past performance of the Committee and holds its members accountable for the quality of the company's financial statements and reports.
- Majority standard in director elections. The right to elect directors is the single most important mechanism shareholders have to promote accountability. AIM supports the nascent effort to reform the U.S. convention of electing directors, and votes in favor of proposals to elect directors by a majority vote.
- Classified boards. AIM supports proposals to elect directors annually instead of electing them to staggered multi-year terms because annual elections increase a board's level of accountability to its shareholders.
- Supermajority voting requirements. Unless proscribed by law in the state of incorporation, AIM votes against actions that would impose any supermajority voting requirement, and supports actions to dismantle existing supermajority requirements.
- Responsiveness. AIM withholds votes from directors who do not adequately respond to shareholder proposals that were approved by a majority of votes cast the prior year.
- Cumulative voting. The practice of cumulative voting can enable minority shareholders to have representation on a company's board. AIM supports proposals to institute the practice of cumulative voting at companies whose overall corporate-governance standards indicate a particular need to protect the interests of minority shareholders.
- Shareholder access. On business matters with potential financial consequences, AIM votes in favor of proposals that would increase shareholders' opportunities to express their views to boards of directors, proposals that would lower barriers to shareholder action and proposals to promote the adoption of generally accepted best practices in corporate governance.
II. INCENTIVES
AIM believes properly constructed compensation plans that include equity ownership are effective in creating incentives that induce managements and employees of our portfolio companies to create greater shareholder wealth. AIM supports equity compensation plans that promote the proper alignment of incentives, and votes against plans that are overly dilutive to existing shareholders, plans that contain objectionable structural features, and plans that appear likely to reduce the value of the fund's investment.
Following are specific voting issues that illustrate how AIM evaluates incentive plans.
- Executive compensation. AIM evaluates compensation plans for executives within the context of the company's performance under the executives' tenure. AIM believes independent compensation committees are best positioned to craft executive-compensation plans that are suitable for their company-specific circumstances. We view the election of those independent compensation committee members as the appropriate mechanism for shareholders to express their approval or disapproval of a company's compensation practices. Therefore, AIM generally does not support shareholder proposals to limit or eliminate certain forms of executive compensation. In the interest of reinforcing the notion of a compensation committee's accountability to shareholders, AIM supports proposals requesting that companies subject each year's compensation record to an advisory shareholder vote, or so-called "say on pay" proposals..
- Equity-based compensation plans. When voting to approve or reject equity-based compensation plans, AIM compares the total estimated cost of the plans, including stock options and restricted stock, against a carefully selected peer group and uses multiple performance metrics that help us determine whether the incentive structures in place are creating genuine shareholder wealth. Regardless of a plan's estimated cost relative to its peer group, AIM votes against plans that contain structural features that would impair the alignment of incentives between shareholders and management. Such features include the ability to reprice or reload options without shareholder approval, the ability to issue options below the stock's current market price, or the ability to automatically replenish shares without shareholder approval.
- Employee stock-purchase plans. AIM supports employee stock-purchase plans that are reasonably designed to provide proper incentives to a broad base of employees, provided that the price at which employees may acquire stock is at most a 15 percent discount from the market price.
- Severance agreements. AIM generally votes in favor of proposals requiring advisory shareholder ratification of executives' severance agreements. However, we oppose proposals requiring such agreements to be ratified by shareholders in advance of their adoption.
III. CAPITALIZATION
Examples of management proposals related to a company's capital structure include authorizing or issuing additional equity capital, repurchasing outstanding stock, or enacting a stock split or reverse stock
split. On requests for additional capital stock, AIM analyzes the company's stated reasons for the request. Except where the request could adversely affect the fund's ownership stake or voting rights, AIM generally supports a board's decisions on its needs for additional capital stock. Some capitalization proposals require a case-by-case analysis within the context of AIM's investment thesis on a company. Examples of such proposals include authorizing common or preferred stock with special voting rights, or issuing additional stock in connection with an acquisition.
IV. MERGERS, ACQUISITIONS AND OTHER CORPORATE ACTIONS
Issuers occasionally require shareholder approval to engage in certain corporate actions such as mergers, acquisitions, name changes, dissolutions, reorganizations, divestitures and reincorporations. AIM analyzes these proposals within the context of our investment thesis on the company, and determines its vote on a case-by-case basis.
V. ANTI-TAKEOVER MEASURES
Practices designed to protect a company from unsolicited bids can adversely affect shareholder value and voting rights, and they create conflicts of interests among directors, management and shareholders. Except under special issuer-specific circumstances, AIM votes to reduce or eliminate such measures. These measures include adopting or renewing "poison pills", requiring supermajority voting on certain corporate actions, classifying the election of directors instead of electing each director to an annual term, or creating separate classes of common or preferred stock with special voting rights. AIM generally votes against management proposals to impose these types of measures, and generally votes for shareholder proposals designed to reduce such measures. AIM supports shareholder proposals directing companies to subject their anti-takeover provisions to a shareholder vote.
VI. SHAREHOLDER PROPOSALS ON CORPORATE GOVERNANCE
AIM generally votes for shareholder proposals that are designed to protect shareholder rights if a company's corporate-governance standards indicate that such additional protections are warranted.
VII. SHAREHOLDER PROPOSALS ON SOCIAL RESPONSIBILITY
The potential costs and economic benefits of shareholder proposals seeking to amend a company's practices for social reasons are difficult to assess. Analyzing the costs and economic benefits of these proposals is highly subjective and does not fit readily within our framework of voting to create greater shareholder wealth over AIM's typical investment horizon. Therefore, AIM abstains from voting on shareholder proposals deemed to be of a purely social, political or moral nature.
VIII. ROUTINE BUSINESS MATTERS
Routine business matters rarely have a potentially material effect on the economic prospects of fund holdings, so we generally support the board's discretion on these items. However, AIM votes against proposals where there is insufficient information to make a decision about the nature of the proposal. Similarly, AIM votes against proposals to conduct other unidentified business at shareholder meetings.
SUMMARY
These Guidelines provide an important framework for making proxy-voting decisions, and should give fund shareholders insight into the factors driving AIM's decisions. The Guidelines cannot address all potential proxy issues, however. Decisions on specific issues must be made within the context of these Guidelines and within the context of the investment thesis of the funds that own the company's stock.
Where a different investment thesis is held by portfolio managers who may hold stocks in common, AIM may vote the shares held on a fund-by-fund basis.
EXCEPTIONS
In certain circumstances, AIM may refrain from voting where the economic cost of voting a company's proxy exceeds any anticipated benefits of that proxy proposal.
SHARE-LENDING PROGRAMS
One reason that some portion of AIM's position in a particular security might not be voted is the securities lending program. When securities are out on loan and earning fees for the lending fund, they are transferred into the borrower's name. Any proxies during the period of the loan are voted by the borrower. The lending fund would have to terminate the loan to vote the company's proxy, an action that is not generally in the best economic interest of fund shareholders. However, whenever AIM determines that the benefit to shareholders of voting a particular proxy outweighs the revenue lost by terminating the loan, we recall the securities for the purpose of voting the fund's full position.
"SHARE-BLOCKING"
Another example of a situation where AIM may be unable to vote is in countries where the exercise of voting rights requires the fund to submit to short-term trading restrictions, a practice known as "share-blocking." AIM generally refrains from voting proxies in share-blocking countries unless the portfolio manager determines that the benefit to fund shareholders of voting a specific proxy outweighs the fund's temporary inability to sell the security.
INTERNATIONAL CONSTRAINTS
An additional concern that sometimes precludes our voting non-U.S. proxies is our inability to receive proxy materials with enough time and enough information to make a voting decision. In the great majority of instances, however, we are able to vote non-U.S. proxies successfully. It is important to note that AIM makes voting decisions for non-U.S. issuers using these Proxy Voting Guidelines as our framework, but also takes into account the corporate-governance standards, regulatory environment and generally accepted best practices of the local market.
EXCEPTIONS TO THESE GUIDELINES
AIM retains the flexibility to accommodate company-specific situations where strictly adhering to the Guidelines would lead to a vote that the AIM Proxy Committee deems not to be in the best interest of the funds' shareholders. In these situations, the Proxy Committee will vote the proxy in the manner deemed to be in the best interest of the funds' shareholders, and will promptly inform the funds' Boards of Trustees of such vote and the circumstances surrounding it.
RESOLVING POTENTIAL CONFLICTS OF INTEREST
A potential conflict of interest arises when AIM votes a proxy for an issuer with which it also maintains a material business relationship. Examples could include issuers that are distributors of AIM's products, or issuers that employ AIM to manage portions of their retirement plans or treasury accounts. AIM reviews each proxy proposal to assess the extent, if any, to which there may be a material conflict between the interests of the fund shareholders and AIM.
AIM takes reasonable measures to determine whether a potential conflict may exist. A potential conflict is deemed to exist only if one or more of the Proxy Committee members actually knew or should have known of the potential conflict.
If a material potential conflict is deemed to exist, AIM may resolve the potential conflict in one of the following ways: (1) if the proposal that gives rise to the potential conflict is specifically addressed by AIM's
Proxy Voting Guidelines, AIM may vote the proxy in accordance with the predetermined Guidelines; (2) AIM may engage an independent third party to determine how the proxy should be voted; or (3) AIM may establish an ethical wall or other informational barrier between the persons involved in the potential conflict and the persons making the proxy-voting decision in order to insulate the potential conflict from the decision makers.
Because the Guidelines are pre-determined and crafted to be in the best economic interest of shareholders, applying the Guidelines to vote client proxies should, in most instances, adequately resolve any potential conflict of interest. As an additional safeguard against potential conflicts, persons from AIM's marketing, distribution and other customer-facing functions are precluded from becoming members of the AIM Proxy Committee.
On a quarterly basis, the AIM Funds Boards of Trustees review a report from AIM's Internal Compliance Controls Committee. The report contains a list of all known material business relationships that AIM maintains with publicly traded issuers. That list is cross-referenced with the list of proxies voted over the period. If there are any instances where AIM's voting pattern on the proxies of its material business partners is inconsistent with its voting pattern on all other issuers, they are brought before the Trustees and explained by the Chairman of the AIM Proxy Committee.
Personal conflicts of interest. If any member of the AIM Proxy Committee has a personal conflict of interest with respect to a company or an issue presented for voting, that Committee member will inform the Committee of such conflict and will abstain from voting on that company or issue.
Funds of funds. Some AIM funds offering diversified asset allocation within one investment vehicle own shares in other AIM funds. A potential conflict of interest could arise if an underlying AIM fund has a shareholder meeting with any proxy issues to be voted on, because AIM's asset-allocation funds or target-maturity funds may be large shareholders of the underlying fund. In order to avoid any potential for a conflict, the asset-allocation funds and target maturity funds vote their shares in the same proportion as the votes of the external shareholders of the underlying fund.
POLICIES AND VOTE DISCLOSURE
A copy of these Proxy Voting Guidelines and the voting record of each AIM fund are available on our web site, www.aiminvestments.com. In accordance with Securities and Exchange Commission regulations, all funds file a record of all proxy-voting activity for the prior 12 months ending June 30th. That filing is made on or before August 31st of each year.
FOOTNOTES
1. AIM funds not managed by A I M Advisors, Inc., are governed by the proxy voting policies of their respective advisers.
2. To see the Proxy Voting Guidelines applicable to the AIM TRIMARK ENDEAVOR FUND, the AIM TRIMARK FUND or the AIM TRIMARK SMALL COMPANIES FUND, click here (hyperlink to AIM Funds Management Inc.'s proxy policy).
3. To see the Proxy Voting Guidelines applicable to the AIM INTERNATIONAL TOTAL RETURN FUND, click here (hyperlink to INVESCO Asset Management Limited's proxy policy).
4. To see the Proxy Voting Guidelines applicable to the AIM JAPAN FUND, click here (hyperlink to INVESCO Asset Management (Japan) Limited's proxy policy).
5. To see the Proxy Voting Guidelines applicable to the AIM CHINA FUND, click here (hyperlink to INVESCO Hong Kong Limited's proxy policy).
6. To see the Proxy Voting Guidelines applicable to the AIM LIBOR ALPHA FUND, the AIM FLOATING RATE FUND, the AIM GLOBAL REAL ESTATE FUND, the AIM INTERNATIONAL CORE EQUITY FUND, the AIM REAL ESTATE FUND, the AIM S&P 500 INDEX FUND, the AIM SELECT REAL ESTATE INCOME FUND, the AIM STRUCTURED CORE FUND, the AIM STRUCTURED GROWTH FUND, the AIM STRUCTURED VALUE FUND, the AIM V.I. GLOBAL REAL ESTATE FUND, or the AIM V.I. INTERNATIONAL CORE EQUITY FUND, click here (hyperlink to INVESCO Institutional (N.A.), Inc.'s proxy policy).
APPENDIX F
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
To the best knowledge of the Trust, the names and addresses of the record and beneficial holders of 5% or more of the outstanding shares of each class of the Trust's equity securities and the percentage of the outstanding shares held by such holders are set forth below. Unless otherwise indicated below, the Trust has no knowledge as to whether all or any portion of the shares owned of record are also owned beneficially.
A shareholder who owns beneficially 25% or more of the outstanding securities of a Fund is presumed to "control" that Fund as defined in the 1940 Act. Such control may affect the voting rights of other shareholders.
All information listed below is as of July 11, 2007.
AIM HIGH INCOME MUNICIPAL FUND
INSTITUTIONAL CLASS
CLASS A SHARES CLASS B SHARES CLASS C SHARES SHARES
-------------- -------------- -------------- -------------------
PERCENTAGE PERCENTAGE PERCENTAGE PERCENTAGE
NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF OWNED OF
PRINCIPAL HOLDER RECORD RECORD RECORD RECORD
------------------- ---------- ---------- ---------- ----------
Charles Schwab & Co. Inc. 5.20% -- -- --
Reinvestment Account
101 Montgomery
San Francisco, CA 94104-4151
Citigroup Global Markets House Acct. 13.43% -- 7.88% --
Attn: Cindy Tempesta 7th Floor
333 West 34th St.
New York, NY 10001-2402
First Command Bank Trust -- -- -- 70.24%
FBO First Command SIP
Attention: Trust Department
P. O. Box 901075
Fort Worth, TX 76101-2075
Hollowave & Co. -- -- -- 27.01%
P. O. Box 5496
Boston, MA 02102
Merrill Lynch Pierce Fenner & Smith 13.03% 13.83% 29.30% --
FBO the Sole Benefit of Customers
Attn: Fund Administration
4800 Deer Lake Dr. East
2nd Floor
Jacksonville, FL 32246-6484
Pershing LLC 8.28% 21.17% 29.30% --
1 Pershing Plaza
Jersey City, NJ 07399-0001
|
AIM TAX-EXEMPT CASH FUND
INVESTOR CLASS
CLASS A SHARES SHARES
-------------- --------------
PERCENTAGE PERCENTAGE
NAME AND ADDRESS OF OWNED OF OWNED OF
PRINCIPAL HOLDER RECORD RECORD
------------------- ---------- ----------
CFP Holdings Ltd (Partnership) 15.92% --
Attn: Gary Crum
11 Greenway Plaza, Suite 1919
Houston, TX 77046-1103
Gary Thomas Crum 5.04% --
11 Greenway Plaza, Suite 2600
Houston, TX 77046
Serapis Ltd. 17.63% --
Robert H. Graham
Managing General Partner
P. O. Box 1063
Houston, TX 77251-1063
|
AIM TAX-FREE INTERMEDIATE FUND
INSTITUTIONAL CLASS
CLASS A SHARES CLASS A3 SHARES SHARES
-------------- --------------- -------------------
PERCENTAGE PERCENTAGE PERCENTAGE
NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF
PRINCIPAL HOLDER RECORD RECORD RECORD
------------------- ---------- ---------- ----------
CFP Holding LTD (Partnership) 8.14% -- --
Attn: Gary Crum
11 E Greenway Plaza, Suite 1919
Houston, TX 77046-1103
Citigroup Global Markets House Acct. 10.83% -- --
Attn: Cindy Tempesta 7th Floor
333 West 34th St.
New York, NY 10001-2402
Gary Thomas Crum 14.15%* -- --
11 Greenway Plaza
Suite 2600
Houston, TX 77046-1100
First Command Bank Trust -- -- 40.64%
Attention: Trust Department
P.O. Box 901075
Fort Worth, TX 76101-2075
Maril & Co FBO NJ -- -- 49.16%
c/o M&I Trust Co NA
11270 W. Park Place, Suite 400
Milwaukee, WI 53224-3638
|
* Owned of record and beneficially.
INSTITUTIONAL CLASS
CLASS A SHARES CLASS A3 SHARES SHARES
-------------- --------------- -------------------
PERCENTAGE PERCENTAGE PERCENTAGE
NAME AND ADDRESS OF OWNED OF OWNED OF OWNED OF
PRINCIPAL HOLDER RECORD RECORD RECORD
------------------- ---------- ---------- ----------
Merrill Lynch Pierce Fenner & Smith 5.52% -- --
FBO The Sole Benefit of Customers
Attn: Fund Administration
4800 Deer Lake Dr., East 2nd Fl.
Jacksonville, FL 32246-6484
Pershing LLC 7.66% 18.53% --
P. O. Box 2052
Jersey City, NJ 07303-2052
Sterne Agee & Leach Inc. -- -- 1018%
813 Shades Creek Pkwy.
Birmingham, AL 35209-4542
|
MANAGEMENT OWNERSHIP
As of July 11, 2007, the trustees and officers as a group owned less than 1% of the outstanding shares of each class of each Fund.
APPENDIX G
MANAGEMENT FEES
For the last three fiscal years ended March 31, the management fees payable by each Fund, the amounts waived by AIM and the net fees paid by each Fund were as follows:
2007 2006
---------------------------------------- ----------------------------------------
MANAGEMENT MANAGEMENT NET MANAGEMENT MANAGEMENT MANAGEMENT NET MANAGEMENT
FUND NAME FEE PAYABLE FEE WAIVERS FEE PAID FEE PAYABLE FEE PAYABLE FEE PAID
--------- ----------- ----------- -------------- ----------- ----------- --------------
AIM High Income Municipal Fund $2,869,785 $1,693, 677 $1,176,108 $1,884,984 $1,499,960 $ 385,024
AIM Tax-Exempt Cash Fund 173,484 -- 173,484 201,877 -- 201,877
AIM Tax-Free Intermediate Fund 831,943 -- 831,943 1,127,122 -- 1,127,122
2005
----------------------------------------
MANAGEMENT MANAGEMENT NET MANAGEMENT
FUND NAME FEE PAYABLE FEE WAIVERS FEE PAID
--------- ----------- ----------- --------------
AIM High Income Municipal Fund $1,028,269 $884,991 $ 143,278
AIM Tax-Exempt Cash Fund 269,311 21,780 247,531
AIM Tax-Free Intermediate Fund 1,248,606 -- 1,248,606
|
APPENDIX H
PORTFOLIO MANAGERS
PORTFOLIO MANAGER FUND HOLDINGS AND INFORMATION ON OTHER MANAGED ACCOUNTS
AIM's portfolio managers develop investment models which are used in
connection with the management of certain AIM funds as well as other mutual
funds for which AIM or an affiliate acts as sub-advisor, other pooled investment
vehicles that are not registered mutual funds, and other accounts managed for
organizations and individuals. The following chart reflects the portfolio
managers' investments in the Funds that they manage. The chart also reflects
information regarding accounts other than the Funds for which each portfolio
manager has day-to-day management responsibilities. Accounts are grouped into
three categories: (i) mutual funds, (ii) other pooled investment vehicles, and
(iii) other accounts. To the extent that any of these accounts pay advisory fees
that are based on account performance ("performance-based fees"), information on
those accounts is specifically broken out. In addition, any assets denominated
in foreign currencies have been converted into U.S. Dollars using the exchange
rates as of the applicable date.
The following table reflects information as of March 31, 2007:
OTHER REGISTERED OTHER POOLED
MUTUAL FUNDS INVESTMENT OTHER ACCOUNTS
(ASSETS IN VEHICLES (ASSETS (ASSETS IN
MILLIONS) IN MILLIONS) MILLIONS)(2)
---------------- ---------------- ----------------
DOLLAR RANGE OF NUMBER NUMBER NUMBER
PORTFOLIO INVESTMENTS IN EACH OF OF OF
MANAGER FUND(1) ACCOUNTS ASSETS ACCOUNTS ASSETS ACCOUNTS ASSETS
--------- ------------------- -------- ------ -------- ------ -------- ------
AIM HIGH INCOME MUNICIPAL FUND
Franklin Ruben $100,001 - $500,000 None None None None None None
Gerard Pollard(3) $1 - $10,000 None None None None None None
AIM TAX-FREE INTERMEDIATE FUND
Richard A. Berry $50,001 - $100,000 1 $562.2 None None 2 $5.5
Stephen D. Turman $10,001 - $50,000 1 $562.2 None None None None
|
POTENTIAL CONFLICTS OF INTEREST
Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one Fund or other account. More specifically, portfolio managers who manage multiple Funds and /or other accounts may be presented with one or more of the following potential conflicts:
(2) These are accounts of individual investors for which AIM's affiliate, AIM Private Asset Management, Inc. ("APAM") provides investment advice. APAM offers separately managed accounts that are managed according to the investment models developed by AIM's portfolio managers and used in connection with the management of certain AIM funds. APAM accounts may be invested in accordance with one or more of those investment models and investments held in those accounts are traded in accordance with the applicable models.
(3) Mr. Pollard began serving as portfolio manager on AIM High Income Municipal Fund on April 1, 2007.
- The management of multiple Funds and/or other accounts may result in a portfolio manager devoting unequal time and attention to the management of each Fund and/or other account. AIM seeks to manage such competing interests for the time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Most other accounts managed by a portfolio manager are managed using the same investment models that are used in connection with the management of the Funds.
- If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one Fund or other account, a Fund may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible Funds and other accounts. To deal with these situations, AIM and the Funds have adopted procedures for allocating portfolio transactions across multiple accounts.
- With respect to securities transactions for the Funds, AIM determines which broker to use to execute each order, consistent with its duty to seek best execution of the transaction. However, with respect to certain other accounts (such as mutual funds for which AIM or an affiliate acts as sub-advisor, other pooled investment vehicles that are not registered mutual funds, and other accounts managed for organizations and individuals), AIM may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, trades for a Fund in a particular security may be placed separately from, rather than aggregated with, such other accounts. Having separate transactions with respect to a security may temporarily affect the market price of the security or the execution of the transaction, or both, to the possible detriment of the Fund or other account(s) involved.
- Finally, the appearance of a conflict of interest may arise where AIM has an incentive, such as a performance-based management fee, which relates to the management of one Fund or account but not all Funds and accounts with respect to which a portfolio manager has day-to-day management responsibilities.
AIM and the Funds have adopted certain compliance procedures which are designed to address these types of conflicts. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.
DESCRIPTION OF COMPENSATION STRUCTURE
AIM seeks to maintain a compensation program that is competitively positioned to attract and retain high-caliber investment professionals. Portfolio managers receive a base salary, an incentive bonus opportunity, an equity compensation opportunity, a benefits package, and a relocation package if such benefit is applicable. Portfolio manager compensation is reviewed and may be modified each year as appropriate to reflect changes in the market, as well as to adjust the factors used to determine bonuses to promote good sustained fund performance. AIM evaluates competitive market compensation by reviewing compensation survey results conducted by an independent third party of investment industry compensation. Each portfolio manager's compensation consists of the following five elements:
- BASE SALARY. Each portfolio manager is paid a base salary. In setting the base salary, AIM's intention is to be competitive in light of the particular portfolio manager's experience and responsibilities.
- ANNUAL BONUS. Each portfolio manager is eligible to receive an annual cash bonus which has quantitative and non-quantitative components. Generally, 70% of the bonus is quantitatively determined, based typically on a four-year rolling average of pre-tax performance of all registered investment company accounts for which a portfolio manager has day-to-day management responsibilities versus the performance of a pre-determined peer group. In instances where a portfolio manager has responsibility for management of more than one fund, an asset weighted four-year rolling average is used.
High fund performance (against applicable peer group) would deliver compensation generally associated with top pay in the industry (determined by reference to the third-party provided compensation survey information) and poor fund performance (versus applicable peer group) could result in no bonus. The amount of fund assets under management typically has an impact on the bonus potential (for example, managing more assets increases the bonus potential); however, this factor typically carries less weight than relative performance. The remaining 30% portion of the bonus is discretionary as determined by AIM and takes into account other subjective factors.
- EQUITY-BASED COMPENSATION. Portfolio managers may be awarded options to purchase common shares and/or granted restricted shares of INVESCO stock from pools determined from time to time by the Remuneration Committee of the INVESCO Board of Directors. Awards of equity-based compensation typically vest over time, so as to create incentives to retain key talent.
- PARTICIPATION IN GROUP INSURANCE PROGRAMS. Portfolio managers are provided life insurance coverage in the form of a group variable universal life insurance policy, under which they may make additional contributions to purchase additional insurance coverage or for investment purposes.
- PARTICIPATION IN DEFERRED COMPENSATION PLAN. Portfolio managers are eligible to participate in a non-qualified deferred compensation plan, which affords participating employees the tax benefits of deferring the receipt of a portion of their cash compensation.
Portfolio managers also participate in benefit plans and programs available generally to all employees.
APPENDIX I
ADMINISTRATIVE SERVICES FEES
The Funds paid AIM the following amounts for administrative services for the last three fiscal years ended March 31:
FUND NAME 2007 2006 2005
--------- -------- -------- --------
AIM High Income Municipal Fund $136,693 $ 92,258 $ 50,000
AIM Tax-Exempt Cash Fund 50,000 50,000 50,000
AIM Tax-Free Intermediate Fund 83,783 106,413 112,384
|
APPENDIX J
BROKERAGE COMMISSIONS
During the last three fiscal years ended March 31, 2007 the Funds did not pay brokerage commissions.
APPENDIX K
DIRECTED BROKERAGE (RESEARCH SERVICES) AND PURCHASES OF
SECURITIES OF REGULAR BROKERS OR DEALERS
During the last fiscal year ended March 31, 2007, the Funds did not pay directed brokerage commissions.
During the last fiscal year ended March 31, 2007, none of the Funds purchased securities of their "regular" brokers or dealers.
APPENDIX L
CERTAIN FINANCIAL ADVISORS THAT RECEIVE ONE OR MORE TYPES OF PAYMENTS
1st Global Capital Corporation
A G Edwards & Sons, Inc.
ADP Broker Dealer, Inc.
Advantage Capital Corporation
American General Securities, Inc.
American Skandia Life Assurance Corporation
American United Life Insurance Company
Ameriprise Financial Services, Inc.
APS Financial
Associated Securities Corporation
AXA Advisors, LLC
Bank of New York
Bank of Oklahoma N.A.
BBVA Investments
Bear Stearns Securities Co
Brown Brothers Harriman
Cadaret Grant & Company, Inc.
Cambridge Investment Research, Inc.
Cantella
Cantor Fitzgerald
Centennial Bank
Charles Schwab & Company, Inc.
Chase Investment Services Corporation
Chicago Mercantile Exchange
CitiCorp Investment Services
Citigroup
Citigroup Global Markets, Inc.
Citistreet Equities LLC
Comerica Bank
Commonwealth Financial Network
Compass Brokerage, Inc.
Contemporary Financial Solutions, Inc.
Credit Suisse
CUNA Brokerage Services, Inc.
CUSO Financial Services, Inc.
Equity Services, Inc.
Fidelity Brokerage Services, LLC
Fidelity Institutional Operations Company, Inc.
Fifth Third Bank
Financial Network Investment Corporation
Fiserv
Frost Brokerage Services, Inc.
Frost National Bank
FSC Securities Corporation
Fund Services Advisors
Goldman Sachs
Great West Life & Annuity Company
Guaranty Bank & Trust
Guardian Insurance & Annuity Company, Inc.
GunnAllen Finanical
Harris Nesbitt Burns
H. D. Vest Investment Securities, Inc.
Hilliard Lyons, Inc.
Hornor Townsend & Kent, Inc.
Huntington
ING Financial Partners, Inc.
ING USA Annuity and Life Insurance Company
Intersecurities, Inc.
INVEST Financial Corporation, Inc.
Investment Centers of America, Inc.
Jefferson Pilot Securities Corporation
JM Lummis Securities
JP Morgan Chase
LaSalle
Lincoln Financial Advisors Corporation
Lincoln Investment Planning, Inc.
Linsco/Private Ledger Corporation
M & I Trust
M & T Securities, Inc.
M M L Investors Services, Inc.
Matrix
McDonald Investments, Inc.
Mellon Financial
Merrill Lynch & Company, Inc.
Merrill Lynch Life Insurance Company
Metlife Securities, Inc.
Meyer Financial Group
Money Concepts Capital Corporation
Morgan Keegan & Company, Inc.
Morgan Stanley
Morgan Stanley DW Inc.
Multi-Financial Securities Corporation
Mutual Service Corporation
N F P Securities, Inc.
NatCity Investments, Inc.
National Planning Corporation
Nationwide Investment Services Corporation
New England Securities Corporation
Next Financial Group, Inc.
Northwestern Mutual Investment Services
NYLIFE Distributors, LLC
Oppenheimer & Company, Inc.
Pershing LLC
PFS Investments, Inc.
Piper Jaffray & Company
PNC Capital Markets
Primevest Financial Services, Inc.
Proequities, Inc.
R B C Centura Securities, Inc.
R B C Dain Rauscher, Inc.
Raymond James & Associates, Inc.
Raymond James Financial Services, Inc.
Ross Sinclair and Associates
Royal Alliance Associates, Inc.
SCF Securities
S I I Investments, Inc.
Securities America, Inc.
Sentra Securities Corporation
Signator Investors, Inc.
Simmons 1st Investment Group
Spelman & Company, Inc.
State Farm VP Management Corp
State Street Bank & Trust Company
SunAmerica Securities, Inc.
SunGard Institutional Brokerage, Inc.
Sungard Investment Products, Inc.
SunTrust Bank, Central Florida, N.A.
SunTrust Robinson Humphrey
SWS Financial Services
The (Wilson) William Financial
Tower Square Securities, Inc.
Transamerica Financial Advisors, Inc.
Transamerica Life Insurance & Annuity Company
Trust Management Network
U.S. Bancorp Investments, Inc.
UBS Financial Services Inc.
Union Bank of California
United Planner Financial Service
USAllianz Securities, Inc.
US Bank
UVEST Financial Services, Inc.
V S R Financial Services, Inc.
VALIC Financial Advisors, Inc.
vFinance Investments
Wachovia Capital Markets LLC
Wachovia Securities, LLC
Walnut Street Securities, Inc.
Waterstone Financial Group, Inc.
Wells Fargo Investments, LLC
Woodbury Financial Services, Inc.
X C U Capital Corporation, Inc.
ZIONS BANK.
APPENDIX M
AMOUNTS PAID TO A I M DISTRIBUTORS, INC. PURSUANT TO DISTRIBUTION PLANS
A list of amounts paid by each class of shares to AIM Distributors pursuant to the Plans for the year ended March 31, 2007 is as follows:
CLASS A CLASS A3 CLASS B CLASS C INVESTOR
FUND SHARES SHARES SHARES SHARES CLASS SHARES
---- -------- -------- -------- -------- ------------
AIM High Income Municipal Fund $829,470 N/A $431,497 $763,659 N/A
AIM Tax-Exempt Cash Fund* 90,653 N/A N/A N/A None
AIM Tax-Free Intermediate Fund None $186,522 N/A N/A N/A
|
* Under the Class A Plan, the amount payable to AIM Distributors was $90,653; however, AIM Distributors waived fees in the amount of $54,392.
APPENDIX N
ALLOCATION OF ACTUAL FEES PAID PURSUANT TO DISTRIBUTION PLANS
An estimate by category of the allocation of actual fees paid by Class A Shares of the Funds during the year ended March 31, 2007 is as follows:
PRINTING & UNDERWRITERS DEALERS
ADVERTISING MAILING SEMINARS COMPENSATION COMPENSATION PERSONNEL TRAVEL
----------- ---------- -------- ------------ ------------ --------- ------
AIM High Income Municipal Fund $0 $0 $0 $0 $829,470 $0 $0
AIM Tax-Exempt Cash Fund 0 0 0 0 36,261 0 0
|
An estimate by category of the allocation of actual fees paid by Class A3 shares of AIM Tax-Free Intermediate Fund during the year ended March 31, 2007 follows:
PRINTING & UNDERWRITERS DEALERS
ADVERTISING MAILING SEMINARS COMPENSATION COMPENSATION PERSONNEL TRAVEL
----------- ---------- -------- ------------ ------------ --------- ------
AIM Tax-Free Intermediate Fund $0 $0 $0 $0 $186,522 $0 $0
|
An estimate by category of the allocation of actual fees paid by Class B Shares of AIM High Income Municipal Fund during the year ended March 31, 2007 follows:
PRINTING & UNDERWRITERS DEALERS
ADVERTISING MAILING SEMINARS COMPENSATION COMPENSATION PERSONNEL TRAVEL
----------- ---------- -------- ------------ ------------ --------- ------
AIM High Income Municipal Fund $803 $79 $441 $323,623 $97,284 $9,267 $0
|
An estimate by category of the allocation of actual fees paid by Class C shares of AIM High Income Municipal Fund during the year ended March 31, 2007 follows:
PRINTING & UNDERWRITERS DEALERS
ADVERTISING MAILING SEMINARS COMPENSATION COMPENSATION PERSONNEL TRAVEL
----------- ---------- -------- ------------ ------------ --------- ------
AIM High Income Municipal Fund $6,872 $910 $3,502 $232,280 $474,184 $44,355 $1,556
|
APPENDIX O
TOTAL SALES CHARGES
The following chart reflects the total sales charges paid in connection with the sale of Class A shares of each Fund and the amount retained by AIM Distributors for the last three fiscal years ended March 31.
2007 2006 2005
------------------ ------------------ ------------------
SALES AMOUNT SALES AMOUNT SALES AMOUNT
CHARGES RETAINED CHARGES RETAINED CHARGE RETAINED
-------- -------- -------- -------- -------- --------
AIM High Income Municipal Fund $808,606 $154,015 $846,280 $164,963 $497,235 $95,100
AIM Tax-Free Intermediate Fund 7,147 1,629 7,733 2,109 22,768 6,947
|
The following chart reflects the contingent deferred sales charges paid by Class A, Class B and Class C shareholders of AIM High Income Municipal Fund and Class A shareholders of AIM Tax-Free Intermediate Fund and retained by AIM Distributors for the last three fiscal years ended March 31:
2007 2006 2005
-------- ------- -------
AIM High Income Municipal Fund $120,234 $75,014 $40,854
AIM Tax-Free Intermediate Fund 335 932 640
|
APPENDIX P-1
PENDING LITIGATION ALLEGING MARKET TIMING
The following civil lawsuits, including purported class action and shareholder derivative suits, involve, depending on the lawsuit, one or more AIM Funds, IFG, AIM, AIM Management, INVESCO, certain related entities, certain of their current and former officers and/or certain unrelated third parties and are based on allegations of improper market timing and related activity in the AIM Funds. These lawsuits either have been served or have had service of process waived (with the exception of the Sayegh lawsuit discussed below).
RICHARD LEPERA, ON BEHALF OF HIMSELF AND ALL OTHERS SIMILARLY SITUATED, V.
INVESCO FUNDS GROUP, INC., INVESCO STOCK FUNDS, INC., INVESCO BOND FUNDS,
INC., INVESCO SECTOR FUNDS, INC. AND DOE DEFENDANTS 1-100, in the District
Court, City and County of Denver, Colorado, (Civil Action No. 03-CV-7600),
filed on October 2, 2003. This claim alleges: common law breach of
fiduciary duty; common law breach of contract; and common law tortious
interference with contract. The plaintiff in this case is seeking:
compensatory and punitive damages; injunctive relief; disgorgement of
revenues and profits; and costs and expenses, including counsel fees and
expert fees.
MIKE SAYEGH, ON BEHALF OF THE GENERAL PUBLIC, V. JANUS CAPITAL CORPORATION,
JANUS CAPITAL MANAGEMENT LLC, JANUS INVESTMENT FUND, EDWARD J. STERN,
CANARY CAPITAL PARTNERS LLC, CANARY INVESTMENT MANAGEMENT LLC, CANARY
CAPITAL PARTNERS LTD., KAPLAN & CO. SECURITIES INC., BANK ONE CORPORATION,
BANC ONE INVESTMENT ADVISORS, THE ONE GROUP MUTUAL FUNDS, BANK OF AMERICA
CORPORATION, BANC OF AMERICA CAPITAL MANAGEMENT LLC, BANC OF AMERICA
ADVISORS LLC, NATIONS FUND INC., ROBERT H. GORDON, THEODORE H. SIHPOL III,
CHARLES D. BRYCELAND, SECURITY TRUST COMPANY, STRONG CAPITAL MANAGEMENT
INC., JB OXFORD & COMPANY, ALLIANCE CAPITAL MANAGEMENT HOLDING L.P.,
ALLIANCE CAPITAL MANAGEMENT L.P., ALLIANCE CAPITAL MANAGEMENT CORPORATION,
AXA FINANCIAL INC., ALLIANCEBERNSTEIN REGISTRANTS, GERALD MALONE, CHARLES
SCHAFFRAN, MARSH & MCLENNAN COMPANIES, INC., PUTNAM INVESTMENTS TRUST,
PUTNAM INVESTMENT MANAGEMENT LLC, PUTNAM INVESTMENT FUNDS, AND DOES 1-500,
in the Superior Court of the State of California, County of Los Angeles
(Case No. BC304655), filed on October 22, 2003 and amended on December 17,
2003 to substitute INVESCO Funds Group, Inc. and Raymond R. Cunningham for
unnamed Doe defendants. This claim alleges unfair business practices and
violations of Sections 17200 and 17203 of the California Business and
Professions Code. The plaintiff in this case is seeking: injunctive relief;
restitution, including pre-judgment interest; an accounting to determine
the amount to be returned by the defendants and the amount to be refunded
to the public; the creation of an administrative process whereby injured
customers of the defendants receive their losses; and counsel fees.
RAJ SANYAL, DERIVATIVELY ON BEHALF OF NATIONS INTERNATIONAL EQUITY FUND, V. WILLIAM P. CARMICHAEL, WILLIAM H. GRIGG, THOMAS F. KELLER, CARL E. MUNDY, JR., CORNELIUS J. PINGS, A. MAX WALKER, CHARLES B. WALKER, EDMUND L. BENSON, III, ROBERT H. GORDON, JAMES B. SOMMERS, THOMAS S. WORD, JR., EDWARD D. BEDARD, GERALD MURPHY, ROBERT B. CARROLL, INVESCO GLOBAL ASSET
MANAGEMENT, PUTNAM INVESTMENT MANAGEMENT, BANK OF AMERICA CORPORATION,
MARSICO CAPITAL MANAGEMENT, LLC, BANC OF AMERICA ADVISORS, LLC, BANC OF
AMERICA CAPITAL MANAGEMENT, LLC, AND NATIONS FUNDS TRUST, in the Superior
Court Division,
State of North Carolina (Civil Action No. 03-CVS-19622), filed on November 14, 2003. This claim alleges common law breach of fiduciary duty; abuse of control; gross mismanagement; waste of fund assets; and unjust enrichment. The plaintiff in this case is seeking: injunctive relief, including imposition of a constructive trust; damages; restitution and disgorgement; and costs and expenses, including counsel fees and expert fees.
L. SCOTT KARLIN, DERIVATIVELY ON BEHALF OF INVESCO FUNDS GROUP, INC. V.
AMVESCAP, PLC, INVESCO, INC., CANARY CAPITAL PARTNERS, LLC, CANARY
INVESTMENT MANAGEMENT, LLC, AND CANARY CAPITAL PARTNERS, LTD., in the
United States District Court, District of Colorado (Civil Action No.
03-MK-2406), filed on November 28, 2003. This claim alleges violations of
Section 36(b) of the Investment Company Act of 1940 ("Investment Company
Act"), and common law breach of fiduciary duty. The plaintiff in this case
is seeking damages and costs and expenses, including counsel fees and
expert fees.
RICHARD RAVER, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED,
V. INVESCO FUNDS GROUP, INC., INVESCO STOCK FUNDS, INC, AIM MANAGEMENT
GROUP, INC., AIM STOCK FUNDS, AIM STOCK FUNDS, INC., AMVESCAP PLC, INVESCO
ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS
FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD &
PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL
CORE EQUITY FUND, INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND,
INVESCO MULTI-SECTOR FUND, INVESCO S&P 500 INDEX FUND, INVESCO SMALL
COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND,
INVESCO UTILITIES FUND, INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND,
INVESCO EUROPEAN FUND, INVESCO GROWTH FUND, INVESCO HIGH YIELD FUND,
INVESCO GROWTH & INCOME FUND, INVESCO INTERNATIONAL BLUE CHIP VALUE FUND,
INVESCO REAL ESTATE OPPORTUNITY FUND, INVESCO SELECT FUND, INVESCO TAX-FREE
BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT
SECURITIES FUND, INVESCO VALUE FUND, EDWARD J. STERN, CANARY INVESTMENT
MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., CANARY CAPITAL PARTNERS,
LLC, AND DOES 1-100, in the United States District Court, District of
Colorado (Civil Action No. 03-F-2441), filed on December 2, 2003. This
claim alleges violations of: Sections 11 and 15 of the Securities Act of
1933 (the "Securities Act"); Sections 10(b) and 20(a) of the Securities
Exchange Act of 1934 (the "Exchange Act"); Rule 10b-5 under the Exchange
Act; and Sections 34(b), 36(a) and 36(b) of the Investment Company Act. The
claim also alleges common law breach of fiduciary duty. The plaintiffs in
this case are seeking: damages; pre-judgment and post-judgment interest;
counsel fees and expert fees; and other relief.
JERRY FATTAH, CUSTODIAN FOR BASIM FATTAH, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED, V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY KNOWN AS INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM MONEY MARKET FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO TREASURER'S MONEY MARKET RESERVE FUND, AIM INVESCO TREASURER'S TAX-EXEMPT RESERVE FUND, AIM INVESCO U.S. GOVERNMENT MONEY FUND, INVESCO ADVANTAGE
FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO GROWTH FUND,
INVESCO HIGH YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO REAL ESTATE
OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO TAX-FREE BOND FUND,
INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES FUND,
INVESCO VALUE FUND, INVESCO, INVESCO LATIN AMERICAN GROWTH FUND
(COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK FUNDS, AIM COUNSELOR
SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM COMBINATION
STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM INTERNATIONAL
FUNDS INC. (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS REGISTRANTS"),
AMVESCAP PLC, INVESCO FUNDS GROUP INC., TIMOTHY MILLER, RAYMOND CUNNINGHAM,
THOMAS KOLBE, EDWARD STERN, AMERICAN SKANDIA INC., BREAN MURRAY & CO.,
INC., CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT, LLC,
CANARY CAPITAL PARTNERS, LTD., AND JOHN DOES 1-100, in the United States
District Court, District of Colorado (Civil Action No. 03-F-2456), filed on
December 4, 2003. This claim alleges violations of: Sections 11 and 15 of
Securities Act; Sections 10(b) and 20(a) of the Exchange Act; Rule 10b-5
under the Exchange Act; and Section 206 of the Investment Advisers Act of
1940, as amended (the "Advisers Act"). The plaintiffs in this case are
seeking: compensatory damages; rescission; return of fees paid; accounting
for wrongfully gotten gains, profits and compensation; restitution and
disgorgement; and other costs and expenses, including counsel fees and
expert fees.
EDWARD LOWINGER AND SHARON LOWINGER, INDIVIDUALLY AND ON BEHALF OF ALL
OTHERS SIMILARLY SITUATED, V. INVESCO ADVANTAGE HEALTH SCIENCES FUND,
INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND,
INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND,
INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND
(FORMERLY KNOWN AS INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE
FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM INVESCO
S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY
FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, AIM MONEY MARKET
FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM INVESCO TREASURER'S MONEY MARKET
RESERVE FUND, AIM INVESCO TREASURER'S TAX-EXEMPT RESERVE FUND, AIM INVESCO
U.S. GOVERNMENT MONEY FUND, INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND,
INVESCO EUROPEAN FUND, INVESCO GROWTH FUND, INVESCO HIGH-YIELD FUND,
INVESCO GROWTH & INCOME FUND, INVESCO REAL ESTATE OPPORTUNITY FUND, INVESCO
SELECT INCOME FUND, INVESCO TAX-FREE BOND FUND, INVESCO TELECOMMUNICATIONS
FUND, INVESCO U.S. GOVERNMENT SECURITIES FUND, INVESCO VALUE FUND, INVESCO;
INVESCO LATIN AMERICAN GROWTH FUND (COLLECTIVELY KNOWN AS THE "INVESCO
FUNDS"), AIM STOCK FUNDS, AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS
INC., AIM BOND FUNDS INC., AIM COMBINATION STOCK AND BOND FUNDS INC., AIM
MONEY MARKET FUNDS INC., AIM INTERNATIONAL FUNDS INC. (COLLECTIVELY KNOWN
AS THE "INVESCO FUNDS REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS GROUP,
INC., TIMOTHY MILLER, RAYMOND CUNNINGHAM, THOMAS KOLBE, EDWARD J. STERN,
AMERICAN SKANDIA INC., BREAN MURRAY & CO., INC., CANARY CAPITAL PARTNERS,
LLC, CANARY INVESTMENT MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., AND
JOHN DOES 1-100, in the United States District Court, Southern District of
New York (Civil Action No. 03-CV-9634), filed on December 4, 2003. This
claim alleges violations of: Sections 11 and 15 of the Securities Act;
Sections 10(b) and 20(a) of the Exchange Act; Rule 10b-5 under the Exchange
Act; and Section 206 of the Advisers Act. The plaintiffs in this case are
seeking: compensatory damages; rescission; return of fees
paid; accounting for wrongfully gotten gains, profits and compensation; restitution and disgorgement; and other costs and expenses, including counsel fees and expert fees.
JOEL GOODMAN, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED,
V. INVESCO FUNDS GROUP, INC. AND RAYMOND R. CUNNINGHAM, in the District
Court, City and County of Denver, Colorado (Case Number 03CV9268), filed on
December 5, 2003. This claim alleges common law breach of fiduciary duty
and aiding and abetting breach of fiduciary duty. The plaintiffs in this
case are seeking: injunctive relief; accounting for all damages and for all
profits and any special benefits obtained; disgorgement; restitution and
damages; costs and disbursements, including counsel fees and expert fees;
and equitable relief.
STEVEN B. EHRLICH, CUSTODIAN FOR ALEXA P. EHRLICH, UGTMA/FLORIDA, AND DENNY
P. JACOBSON, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED,
V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND,
INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES
FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND,
INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY KNOWN AS INTERNATIONAL
BLUE CHIP VALUE FUND), INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND,
INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P 500 INDEX FUND, INVESCO SMALL
COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND,
INVESCO UTILITIES FUND, AIM MONEY MARKET FUND, AIM INVESCO TAX-FREE MONEY
FUND, AIM INVESCO TREASURERS MONEY MARKET RESERVE FUND, AIM INVESCO
TREASURERS TAX-EXEMPT RESERVE FUND, AIM INVESCO US GOVERNMENT MONEY FUND,
INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND,
INVESCO GROWTH FUND, INVESCO HIGH-YIELD FUND, INVESCO GROWTH & INCOME FUND,
INVESCO REAL ESTATE OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO
TAX-FREE BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S.
GOVERNMENT SECURITIES FUND, INVESCO VALUE FUND, INVESCO LATIN AMERICAN
GROWTH FUND (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK FUNDS,
AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM
COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM
INTERNATIONAL FUNDS INC. (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS
REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS GROUP, INC., TIMOTHY MILLER,
RAYMOND CUNNINGHAM, THOMAS KOLBE, EDWARD J. STERN, AMERICAN SKANDIA INC.,
BREAN MURRAY & CO., INC., CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT
MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., AND JOHN DOES 1-100, in the
United States District Court, District of Colorado (Civil Action No.
03-N-2559), filed on December 17, 2003. This claim alleges violations of:
Sections 11 and 15 of the Securities Act; Sections 10(b) and 20(a) of the
Exchange Act; Rule 10b-5 under the Exchange Act; and Section 206 of the
Advisers Act. The plaintiffs in this case are seeking: compensatory
damages; rescission; return of fees paid; accounting for wrongfully gotten
gains, profits and compensation; restitution and disgorgement; and other
costs and expenses, including counsel fees and expert fees.
JOSEPH R. RUSSO, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED, V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY KNOWN AS INTERNATIONAL BLUE CHIP VALUE FUND), INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY
GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO
UTILITIES FUND, AIM MONEY MARKET FUND, AIM INVESCO TAX-FREE MONEY FUND, AIM
INVESCO TREASURERS MONEY MARKET RESERVE FUND, AIM INVESCO TREASURERS
TAX-EXEMPT RESERVE FUND, AIM INVESCO US GOVERNMENT MONEY FUND, INVESCO
ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO
GROWTH FUND, INVESCO HIGH-YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO
REAL ESTATE OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO TAX-FREE
BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT
SECURITIES FUND, INVESCO VALUE FUND, INVESCO LATIN AMERICAN GROWTH FUND
(COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK FUNDS, AIM COUNSELOR
SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM COMBINATION
STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM INTERNATIONAL
FUNDS INC. (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS REGISTRANTS"),
AMVESCAP PLC, INVESCO FUNDS GROUP, INC., TIMOTHY MILLER, RAYMOND
CUNNINGHAM, THOMAS KOLBE, EDWARD J. STERN, AMERICAN SKANDIA INC., BREAN
MURRAY & CO., INC., CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT
MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., AND JOHN DOES 1-100, in the
United States District Court, Southern District of New York (Civil Action
No. 03-CV-10045), filed on December 18, 2003. This claim alleges violations
of: Sections 11 and 15 of the Securities Act; Sections 10(b) and 20(a) of
the Exchange Act; Rule 10b-5 under the Exchange Act; and Section 206 of the
Advisers Act. The plaintiffs in this case are seeking: compensatory
damages; rescission; return of fees paid; accounting for wrongfully gotten
gains, profits and compensation; restitution and disgorgement; and other
costs and expenses, including counsel fees and expert fees.
MIRIAM CALDERON, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. AMVESCAP PLC, AVZ, INC., AMVESCAP RETIREMENT, INC., AMVESCAP
NATIONAL TRUST COMPANY, ROBERT F. MCCULLOUGH, GORDON NEBEKER, JEFFREY G.
CALLAHAN, INVESCO FUNDS GROUP, INC., RAYMOND R. CUNNINGHAM, AND DOES 1-100,
in the United States District Court, District of Colorado (Civil Action No.
03-M-2604), filed on December 24, 2003. This claim alleges violations of
Sections 404, 405 and 406B of the Employee Retirement Income Security Act
("ERISA"). The plaintiffs in this case are seeking: declarations that the
defendants breached their ERISA fiduciary duties and that they are not
entitled to the protection of Section 404(c)(1)(B) of ERISA; an order
compelling the defendants to make good all losses to a particular
retirement plan described in this case (the "Retirement Plan") resulting
from the defendants' breaches of their fiduciary duties, including losses
to the Retirement Plan resulting from imprudent investment of the
Retirement Plan's assets, and to restore to the Retirement Plan all profits
the defendants made through use of the Retirement Plan's assets, and to
restore to the Retirement Plan all profits which the participants would
have made if the defendants had fulfilled their fiduciary obligations;
damages on behalf of the Retirement Plan; imposition of a constructive
trust, injunctive relief, damages suffered by the Retirement Plan, to be
allocated proportionately to the participants in the Retirement Plan;
restitution and other costs and expenses, including counsel fees and expert
fees.
PAT B. GORSUCH AND GEORGE L. GORSUCH V. INVESCO FUNDS GROUP, INC. AND AIM
ADVISER, INC., in the United States District Court, District of Colorado
(Civil Action No. 03-MK-2612), filed on December 24, 2003. This claim
alleges violations of Sections 15(a), 20(a) and 36(b) of the Investment
Company Act. The plaintiffs in this case are seeking: rescission and/or
voiding of the investment advisory agreements; return of fees paid;
damages; and other costs and expenses, including counsel fees and expert
fees.
LORI WEINRIB, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED,
V. INVESCO FUNDS GROUP, INC., AIM STOCK FUNDS, AIM COUNSELOR SERIES TRUST,
AIM SECTOR FUNDS INC., AIM BOND FUNDS INC., AIM COMBINATION STOCK AND BOND
FUNDS INC., AIM MONEY MARKET FUNDS INC., AIM INTERNATIONAL FUNDS INC.,
AMVESCAP PLC, TIMOTHY MILLER, RAYMOND CUNNINGHAM, THOMAS KOLBE, EDWARD J.
STERN, AMERICAN SKANDIA INC., BREAN MURRAY & CO., INC., CANARY CAPITAL
PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT, LLC, CANARY CAPITAL PARTNERS,
LTD., AND JOHN DOES 1-100, in the United States District Court, Southern
District of New York (Civil Action No. 04-CV-00492), filed on January 21,
2004. This claim alleges violations of: Sections 11 and 15 of the 1933 Act;
Sections 10(b) and 20(a) of the Exchange Act; Rule 10b-5 under the Exchange
Act; and Section 206 of the Advisers Act. The plaintiffs in this case are
seeking: compensatory damages; rescission; return of fees paid; accounting
for wrongfully gotten gains, profits and compensation; restitution and
disgorgement; and other costs and expenses, including counsel fees and
expert fees.
ROBERT S. BALLAGH, JR., INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY
SITUATED, V. INVESCO FUNDS GROUP, INC., INVESCO STOCK FUNDS, INC., AIM
MANAGEMENT GROUP, INC., AIM STOCK FUNDS, AIM STOCK FUNDS, INC., AMVESCAP
PLC, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND,
INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES
FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND,
INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO LEISURE FUND, INVESCO
MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, INVESCO S&P 500 INDEX FUND,
INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL
RETURN FUND, INVESCO UTILITIES FUND, INVESCO ADVANTAGE FUND, INVESCO
BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO GROWTH FUND, INVESCO HIGH
YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO INTERNATIONAL BLUE CHIP
VALUE FUND, INVESCO REAL ESTATE OPPORTUNITY FUND, INVESCO SELECT FUND,
INVESCO TAX-FREE BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S.
GOVERNMENT SECURITIES FUND, INVESCO VALUE FUND, EDWARD J. STERN, CANARY
INVESTMENT MANAGEMENT, LLC, CANARY CAPITAL PARTNERS, LTD., CANARY CAPITAL
PARTNERS, LLC, AND DOES 1-100, in the United States District Court,
District of Colorado (Civil Action No. 04-MK-0152), filed on January 28,
2004. This claim alleges violations of: Sections 11 and 15 of the
Securities Act; Sections 10(b) and 20(a) of the Exchange Act; Rule 10b-5
under the Exchange Act; and Sections 34(b), 36(a) and 36(b) of the
Investment Company Act. The claim also alleges common law breach of
fiduciary duty. The plaintiffs in this case are seeking: damages;
pre-judgment and post-judgment interest; counsel fees and expert fees; and
other relief.
JONATHAN GALLO, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED, V. INVESCO FUNDS GROUP, INC., INVESCO STOCK FUNDS, INC., AIM MANAGEMENT GROUP, INC., AIM STOCK FUNDS, AIM STOCK FUNDS, INC., AMVESCAP PLC, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-SECTOR FUND, INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND, INVESCO GROWTH FUND, INVESCO HIGH YIELD FUND, INVESCO GROWTH & INCOME FUND, INVESCO INTERNATIONAL BLUE CHIP VALUE FUND, INVESCO REAL ESTATE
OPPORTUNITY FUND, INVESCO SELECT FUND, INVESCO TAX-FREE BOND FUND, INVESCO
TELECOMMUNICATIONS FUND, INVESCO U.S. GOVERNMENT SECURITIES FUND, INVESCO
VALUE FUND, EDWARD J. STERN, CANARY INVESTMENT MANAGEMENT, LLC, CANARY
CAPITAL PARTNERS, LTD., CANARY CAPITAL PARTNERS, LLC, AND DOES 1-100, in
the United States District Court, District of Colorado (Civil Action No.
04-MK-0151), filed on January 28, 2004. This claim alleges violations of:
Sections 11 and 15 of the Securities Act; Sections 10(b) and 20(a) of the
Exchange Act; Rule 10b-5 under the Exchange Act; and Sections 34(b), 36(a)
and 36(b) of the Investment Company Act. The claim also alleges common law
breach of fiduciary duty. The plaintiffs in this case are seeking: damages;
pre-judgment and post-judgment interest; counsel fees and expert fees; and
other relief.
EILEEN CLANCY, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED,
V. INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND,
INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES
FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND,
INVESCO INTERNATIONAL CORE EQUITY FUND (FORMERLY KNOWN AS INTERNATIONAL
BLUE CHIP VALUE FUND), INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND,
INVESCO MULTI-SECTOR FUND, AIM INVESCO S&P 500 INDEX FUND, INVESCO SMALL
COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND,
INVESCO UTILITIES FUND, AIM MONEY MARKET FUND, AIM INVESCO TAX-FREE MONEY
FUND, AIM INVESCO TREASURER'S MONEY MARKET RESERVE FUND, AIM INVESCO
TREASURER'S TAX-EXEMPT RESERVE FUND, AIM INVESCO US GOVERNMENT MONEY FUND,
INVESCO ADVANTAGE FUND, INVESCO BALANCED FUND, INVESCO EUROPEAN FUND,
INVESCO GROWTH FUND, INVESCO HIGH-YIELD FUND, INVESCO GROWTH & INCOME FUND,
INVESCO REAL ESTATE OPPORTUNITY FUND, INVESCO SELECT INCOME FUND, INVESCO
TAX-FREE BOND FUND, INVESCO TELECOMMUNICATIONS FUND, INVESCO U.S.
GOVERNMENT SECURITIES FUND, INVESCO VALUE FUND, INVESCO, INVESCO LATIN
AMERICAN GROWTH FUND (COLLECTIVELY KNOWN AS THE "INVESCO FUNDS"), AIM STOCK
FUNDS, AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS
INC., AIM COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS
INC., AIM INTERNATIONAL FUNDS INC. (COLLECTIVELY KNOWN AS THE "INVESCO
FUNDS REGISTRANTS"), AMVESCAP PLC, INVESCO FUNDS GROUP, INC., TIMOTHY
MILLER, RAYMOND CUNNINGHAM AND THOMAS KOLBE, in the United States District
Court, Southern District of New York (Civil Action No. 04-CV-0713), filed
on January 30, 2004. This claim alleges violations of Sections 11 and 15 of
the Securities Act. The plaintiffs in this case are seeking: compensatory
damages, rescission; return of fees paid; and other costs and expenses,
including counsel fees and expert fees.
SCOTT WALDMAN, ON BEHALF OF HIMSELF AND ALL OTHERS SIMILARLY SITUATED, V.
INVESCO FUNDS GROUP, INC., INVESCO DYNAMICS FUND, INVESCO EUROPEAN FUND,
INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, AIM STOCK
FUNDS, AIM COUNSELOR SERIES TRUST, AIM SECTOR FUNDS INC., AIM BOND FUNDS
INC., AIM COMBINATION STOCK AND BOND FUNDS INC., AIM MONEY MARKET FUNDS
INC., AIM INTERNATIONAL FUNDS INC., AMVESCAP PLC, AND RAYMOND CUNNINGHAM,
in the United States District Court, Southern District of New York (Civil
Action No. 04-CV-00915), filed on February 3, 2004. This claim alleges
violations of Sections 11 and 15 of the Securities Act and common law
breach of fiduciary duty. The plaintiffs in this case are seeking
compensatory damages; injunctive relief; and costs and expenses, including
counsel fees and expert fees.
CARL E. VONDER HAAR AND MARILYN P. MARTIN, ON BEHALF OF THEMSELVES AND ALL
OTHERS SIMILARLY SITUATED, V. INVESCO FUNDS GROUP, INC., INVESCO STOCK
FUNDS, INC. AND DOE DEFENDANTS 1-100, in the United States District Court,
District of Colorado (Civil Action No. 04-CV-812), filed on February 5,
2004. This claim alleges: common law breach of fiduciary duty; breach of
contract; and tortious interference with contract. The plaintiffs in this
case are seeking: injunctive relief; damages; disgorgement; and costs and
expenses, including counsel fees and expert fees.
HENRY KRAMER, DERIVATIVELY ON BEHALF OF INVESCO ENERGY FUND, INVESCO STOCK
FUNDS, INC., AND INVESCO MUTUAL FUNDS V. AMVESCAP, PLC, INVESCO FUNDS
GROUP, INC., CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT,
LLC, AND CANARY CAPITAL PARTNERS, LTD., DEFENDANTS, AND INVESCO ENERGY
FUND, INVESCO STOCK FUNDS, INC., AND INVESCO MUTUAL FUNDS, NOMINAL
DEFENDANTS, in the United States District Court, District of Colorado
(Civil Action No. 04-MK-0397), filed on March 4, 2004. This claim alleges
violations of Section 36(b) of the Investment Company Act and common law
breach of fiduciary duty. The plaintiff in this case is seeking damages and
costs and expenses, including counsel fees and expert fees.
CYNTHIA L. ESSENMACHER, DERIVATIVELY ON BEHALF OF THE INVESCO DYNAMICS FUND
AND THE REMAINING "INVESCO FUNDS" V. INVESCO FUNDS GROUPS, INC., AMVESCAP
PLC, AIM MANAGEMENT GROUP, INC., RAYMOND CUNNINGHAM, TIMOTHY MILLER, THOMAS
KOLBE AND MICHAEL LEGOSKI, DEFENDANTS, AND INVESCO DYNAMICS FUND AND THE
"INVESCO FUNDS", NOMINAL DEFENDANTS, in the United States District Court,
District of Delaware (Civil Action No. 04-CV-188), filed on March 29, 2004.
This claim alleges: violations of Section 36(b) of the Investment Company
Act; violations of Section 206 of the Advisers Act; common law breach of
fiduciary duty; and civil conspiracy. The plaintiff in this case is
seeking: damages; injunctive relief; and costs and expenses, including
counsel fees and expert fees.
ANNE G. PERENTESIS (WIDOW) V. AIM INVESTMENTS, ET AL (INVESCO FUNDS GROUP,
INC.), in the District Court of Maryland for Baltimore County (Case No.
080400228152005), filed on July 21, 2005. This claim alleges financial
losses, mental anguish and emotional distress as a result of unlawful
market timing and related activity by the defendants. The plaintiff in this
case is seeking damages and costs and expenses.
Pursuant to an Order of the MDL Court, plaintiffs in the above lawsuits (with the exception of Carl E. Vonder Haar, et al. v. INVESCO Funds Group, Inc. et al. and Mike Sayegh v. Janus Capital Corporation, et al.) consolidated their claims for pre-trial purposes into three amended complaints against various AIM- and IFG-related parties: (i) a Consolidated Amended Class Action Complaint purportedly brought on behalf of shareholders of the AIM Funds (the Lepera lawsuit discussed below); (ii) a Consolidated Amended Fund Derivative Complaint purportedly brought on behalf of the AIM Funds and fund registrants (the Essenmacher lawsuit discussed below); and (iii) an Amended Class Action Complaint for Violations of the Employee Retirement Income Securities Act ("ERISA") purportedly brought on behalf of participants in INVESCO's 401(k) plan (the Calderon lawsuit discussed below). The plaintiffs in the Vonder Haar and Sayegh lawsuits continue to seek remand of their lawsuits to state court. Set forth below is detailed information about these three amended complaints.
RICHARD LEPERA, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED (LEAD PLAINTIFF: CITY OF CHICAGO DEFERRED COMPENSATION PLAN), V. INVESCO FUNDS GROUP, INC., AMVESCAP, PLC, AIM INVESTMENTS, AIM ADVISORS, INC., INVESCO INSTITUTIONAL (N.A.), INC., INVESCO ASSETS MANAGEMENT LIMITED, INVESCO GLOBAL ASSETS MANAGEMENT (N.A.), AIM
STOCK FUNDS, AIM MUTUAL FUNDS, AIM COMBINATION STOCK & BOND FUNDS, AIM
SECTOR FUNDS, AIM TREASURER'S SERIES TRUST, INVESCO DISTRIBUTORS, INC., AIM
DISTRIBUTORS, INC., RAYMOND R. CUNNINGHAM, TIMOTHY J. MILLER, THOMAS A.
KOLBE, MICHAEL D. LEGOSKI, MICHAEL K. BRUGMAN, MARK WILLIAMSON, EDWARD J.
STERN, CANARY CAPITAL PARTNERS, LLC, CANARY INVESTMENT MANAGEMENT, LLC,
CANARY CAPITAL PARTNERS, LTD., RYAN GOLDBERG, MICHAEL GRADY, CITIGROUP,
INC., CITIGROUP GLOBAL MARKETS HOLDINGS, INC., SALOMON SMITH BARNEY, INC.,
MORGAN STANLEY DW, ANNA BRUGMAN, ANB CONSULTING, LLC, KAPLAN & CO.
SECURITIES INC., SECURITY TRUST COMPANY, N.A., GRANT D. SEEGER, JB OXFORD
HOLDINGS, INC., NATIONAL CLEARING CORPORATION, JAMES G. LEWIS, KRAIG L.
KIBBLE, JAMES Y. LIN, BANK OF AMERICA CORPORATION, BANC OF AMERICA
SECURITIES LLC, THEODORE C. SIHPOL, III, BEAR STEARNS & CO., INC., BEAR
STEARNS SECURITIES CORP., CHARLES SCHWAB & CO., CREDIT SUISSE FIRST BOSTON
(USA) INC., PRUDENTIAL FINANCIAL, INC., PRUDENTIAL SECURITIES, INC.,
CANADIAN IMPERIAL BANK OF COMMERCE, JP MORGAN CHASE AND CO., AND JOHN DOE
DEFENDANTS 1-100, in the MDL Court (Case No. 04-MD-15864; No.
04-CV-00814-JFM) (originally in the United States District Court for the
District of Colorado), filed on September 29, 2004. This lawsuit alleges
violations of Sections 11, 12(a) (2), and 15 of the Securities Act; Section
10(b) of the Exchange Act and Rule 10b-5 promulgated thereunder; Section
20(a) of the Exchange Act; Sections 34(b), 36(a), 36(b) and 48(a) of the
Investment Company Act; breach of fiduciary duty/constructive fraud; aiding
and abetting breach of fiduciary duty; and unjust enrichment. The
plaintiffs in this lawsuit are seeking: compensatory damages, including
interest; and other costs and expenses, including counsel and expert fees.
CYNTHIA ESSENMACHER, SILVANA G. DELLA CAMERA, FELICIA BERNSTEIN AS CUSTODIAN FOR DANIELLE BROOKE BERNSTEIN, EDWARD CASEY, TINA CASEY, SIMON DENENBERG, GEORGE L. GORSUCH, PAT B. GORSUCH, L. SCOTT KARLIN, HENRY KRAMER, JOHN E. MORRISEY, HARRY SCHIPPER, BERTY KREISLER, GERSON SMITH, CYNTHIA PULEO, ZACHARY ALAN STARR, JOSHUA GUTTMAN, AND AMY SUGIN, DERIVATIVELY ON BEHALF OF THE MUTUAL FUNDS, TRUSTS AND CORPORATIONS COMPRISING THE INVESCO AND AIM FAMILY OF MUTUAL FUNDS V. AMVESCAP, PLC, INVESCO FUNDS GROUP, INC., INVESCO DISTRIBUTORS, INC., INVESCO INSTITUTIONAL (N.A.), INC., INVESCO ASSETS MANAGEMENT LIMITED, INVESCO GLOBAL ASSETS MANAGEMENT (N.A.), AIM MANAGEMENT GROUP, INC., AIM ADVISERS, INC., AIM INVESTMENT SERVICES, INC., AIM DISTRIBUTORS, INC., FUND
MANAGEMENT COMPANY, MARK H. WILLIAMSON, RAYMOND R. CUNNINGHAM, TIMOTHY MILLER, THOMAS KOLBE, MICHAEL LEGOSKI, MICHAEL BRUGMAN, FRED A. DEERING, VICTOR L. ANDREWS, BOB R. BAKER, LAWRENCE H. BUDNER, JAMES T. BUNCH, GERALD J. LEWIS, JOHN W. MCINTYRE, LARRY SOLL, RONALD L. GROOMS, WILLIAM J. GALVIN, JR., ROBERT H. GRAHAM, FRANK S. BAYLEY, BRUCE L. CROCKETT, ALBERT R. DOWDEN, EDWARD K. DUNN, JACK M. FIELDS, CARL FRISCHILING, PREMA MATHAI-DAVIS, LEWIS F. PENNOCK, RUTH H. QUIGLEY, LOUIS S. SKLAR, OWEN DALY II, AURUM SECURITIES CORP., AURUM CAPITAL MANAGEMENT CORP., GOLDEN GATE FINANCIAL GROUP, LLC, BANK OF AMERICA CORP., BANC OF AMERICA SECURITIES LLC, BANK OF AMERICA, N.A., BEAR STEARNS & CO., INC., CANARY CAPITAL PARTNERS, LLC, CANARY CAPITAL PARTNERS, LTD., CANARY INVESTMENT MANAGEMENT, LLC, EDWARD J. STERN, CANADIAN IMPERIAL BANK OF COMMERCE, CIRCLE TRUST COMPANY, RYAN GOLDBERG, MICHAEL GRADY, KAPLAN & CO. SECURITIES, INC., JP MORGAN CHASE & CO., OPPENHEIMER & CO., INC., PRITCHARD CAPITAL PARTNERS LLC, TIJA MANAGEMENT, TRAUTMAN WASSERMAN & COMPANY, INC., DEFENDANTS, AND THE INVESCO FUNDS AND THE AIM FUNDS AND ALL TRUSTS AND
CORPORATIONS THAT COMPRISE THE INVESCO FUNDS AND AIM FUNDS THAT WERE MANAGED BY INVESCO AND AIM, NOMINAL DEFENDANTS, in the MDL Court (Case No. 04-MD-15864-FPS; No. 04-819), filed on September 29, 2004. This lawsuit alleges violations of Sections 206 and 215 of the Investment Advisers Act; Sections 36(a), 36(b) and 47 of the Investment Company Act; control person liability under Section 48 of the Investment Company Act; breach of fiduciary duty; aiding and abetting breach of fiduciary duty; breach of contract; unjust enrichment; interference with contract; and civil conspiracy. The plaintiffs in this lawsuit are seeking: removal of director defendants; removal of adviser, sub-adviser and distributor defendants; rescission of management and other contracts between the Funds and defendants; rescission of 12b-1 plans; disgorgement of management fees and other compensation/profits paid to adviser defendants; compensatory and punitive damages; and fees and expenses, including attorney and expert fees.
MIRIAM CALDERON, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED, V. AVZ, INC., AMVESCAP RETIREMENT, INC., AMVESCAP NATIONAL TRUST COMPANY, INVESCO FUNDS GROUP, INC., AMVESCAP, ROBERT F. MCCULLOUGH, GORDON NEBEKER, JEFFREY G. CALLAHAN, AND RAYMOND R. CUNNINGHAM, in the MDL Court (Case No. 1:04-MD-15864-FPS), filed on September 29, 2004. This lawsuit alleges violations of ERISA Sections 404, 405 and 406. The plaintiffs in this lawsuit are seeking: declaratory judgment; restoration of losses suffered by the plan; disgorgement of profits; imposition of a constructive trust; injunctive relief; compensatory damages; costs and attorneys' fees; and equitable restitution.
On March 1, 2006, the MDL Court entered orders on Defendants' Motions to dismiss in the derivative (Essenmacher) and class action (Lepera) lawsuits. The MDL Court dismissed all derivative causes of action in the Essenmacher lawsuit but two: (i) the excessive fee claim under Section 36(b) of the Investment Company Act of 1940 (the "1940 Act"); and (ii) the "control person liability" claim under Section 48 of the 1940 Act. The MDL Court dismissed all claims asserted in the Lepera class action lawsuit but three: (i) the securities fraud claims under Section 10(b) of the Securities Exchange Act of 1934; (ii) the excessive fee claim under Section 36(b) of the 1940 Act (which survived only insofar as plaintiffs seek recovery of fees associated with the assets involved in market timing); and (iii) the "control person liability" claim under Section 48 of the 1940 Act. On June 14, 2006, the MDL Court entered an order dismissing the Section 48 claim in the derivative (Essenmacher) lawsuit. Based on the MDL Court's March 1, 2006 and June 14, 2006 orders, all claims asserted against the Funds that have been transferred to the MDL Court have been dismissed, although certain Funds remain nominal defendants in the derivative (Essenmacher) lawsuit. Defendants filed their Original Answer in the class action (Lepera) lawsuit on March 31, 2006. The MDL Court has indefinitely deferred Defendants' obligation to answer the derivative (Essenmacher) lawsuit. The Plaintiffs in the class action (Lepera) lawsuit stipulated that their claims against AIM, ADI and AIM Investment Services, Inc. ("AIS") are based solely on successor liability for alleged timing in the AIM Funds formerly advised by IFG and that they are not making any claims based on alleged timing in the other AIM Funds. Based upon this stipulation, AIM withdrew its pending Motion to Dismiss the claims against AIM, ADI and AIS.
On September 15, 2006, Judge Motz for the MDL Court granted the INVESCO Defendants' motion to dismiss the ERISA (Calderon) lawsuit and dismissed such lawsuit. The Plaintiff has commenced an appeal from Judge Motz's decision.
APPENDIX P-2
PENDING LITIGATION ALLEGING INADEQUATELY EMPLOYED FAIR VALUE PRICING
The following civil class action lawsuits involve, depending on the lawsuit, one or more AIM Funds, IFG and/or AIM and allege that the defendants inadequately employed fair value pricing. These lawsuits either have been served or have had service of process waived.
T.K. PARTHASARATHY, EDMUND WOODBURY, STUART ALLEN SMITH AND SHARON SMITH,
INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED, V. T. ROWE
PRICE INTERNATIONAL FUNDS, INC., T. ROWE PRICE INTERNATIONAL, INC., ARTISAN
FUNDS, INC., ARTISAN PARTNERS LIMITED PARTNERSHIP, AIM INTERNATIONAL FUNDS,
INC. AND AIM ADVISORS, INC., in the Third Judicial Circuit Court for
Madison County, Illinois (Case No. 2003-L-001253), filed on September 23,
2003. This claim alleges: common law breach of duty and common law
negligence and gross negligence. The plaintiffs in these cases are seeking:
compensatory and punitive damages; interest; and attorneys' fees and costs.
The Third Judicial Circuit Court for Madison County, Illinois has issued an
order severing the claims of plaintiff Parthasarathy from the claims of the
other plaintiffs against AIM and other defendants. As a result, AIM is a
defendant in the following severed action: EDMUND WOODBURY, STUART ALLEN
SMITH and SHARON SMITH, Individually and On Behalf of All Others Similarly
Situated, v. AIM INTERNATIONAL FUNDS, INC., ET AL., in the Third Judicial
Circuit Court for Madison County, Illinois (Case No. 03-L-1253A). The
claims made by Plaintiffs and the relief sought in the Woodbury lawsuit are
identical to those in the Parthasarathy lawsuit. Based on a recent Federal
appellate court decision (the "Kircher" case), AIM and the other defendants
in the Woodbury lawsuit removed the action to Federal District Court (U.S.
District Court, Southern District of Illinois, Cause No. 05-CV-302-DRH) on
April 22, 2005. On June 10, 2005, the Court dismissed the Woodbury lawsuit
based upon the Kircher ruling and ordered the court clerk to close this
case. On August 27, 2005, Plaintiffs filed their Notice of Appeal. On
September 2, 2005, the Federal Appellate Court consolidated the nine cases
on this subject matter, including the case against AIM. AIM has submitted a
statement to the Federal Appellate Court asserting that the U.S. Supreme
Court's holding in the Dabit case mandates the dismissal of the Plaintiffs'
appeals. The appeals were vacated and the suit remanded back to Illinois
state court. The Defendants removed the suit to Federal District Court and
the parties are contesting whether the proper venue for this action is the
Federal District Court or the Illinois state court. On December 29, 2006,
the Defendants filed a Motion to Dismiss. Currently, this suit is pending
in the Federal District Court for the Southern District of Illinois. The
defendants filed a Motion to Dismiss and the plaintiffs filed a Motion to
Remand to state court. These matters are fully briefed by the parties and
await ruling by the Court. However, on May 23, 2007, the Court ordered all
proceedings in this suit are stayed pending decisions by the appellate
court in other similar cases on these same issues.
JOHN BILSKI, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED,
V. AIM INTERNATIONAL FUNDS, INC., AIM ADVISORS, INC., INVESCO INTERNATIONAL
FUNDS, INC., INVESCO FUNDS GROUP, INC., T. ROWE PRICE INTERNATIONAL FUNDS,
INC. AND T. ROWE PRICE INTERNATIONAL, INC., in the United States District
Court, Southern District of Illinois (East St. Louis) (Case No. 03-772),
filed on November 19, 2003. This claim alleges: violations of Sections
36(a) and 36(b) of the Investment Company Act of 1940; common law breach of
duty; and common law negligence and gross negligence. The plaintiff in this
case is seeking: compensatory and punitive damages; interest; and
attorneys' fees and costs. This lawsuit has been transferred to the MDL
Court by order of the United States District Court, Southern District of
Illinois (East St. Louis).
APPENDIX P-3
PENDING LITIGATION ALLEGING IMPROPER MUTUAL FUND SALES PRACTICES
AND DIRECTED BROKERAGE ARRANGEMENTS
The following civil lawsuits, including purported class action and shareholder derivative suits, involve, depending on the lawsuit, one or more of AIM Management, IFG, AIM, AIS and/or certain of the trustees of the AIM Funds and allege that the defendants improperly used the assets of the AIM Funds to pay brokers to aggressively push the AIM Funds over other mutual funds and that the defendants concealed such payments from investors by disguising them as brokerage commissions. These lawsuits either have been served or have had service of process waived.
By order of the United States District Court for the Southern District of Texas, Houston Division, the claims made in the Beasley, Kehlbeck Trust, Fry, Apu and Bendix lawsuits discussed below were consolidated into the Boyce lawsuit discussed below and these other lawsuits were administratively closed. On September 29, 2006, the Court dismissed with prejudice all claims in the Boyce lawsuit except for the Section 36(b) claim, which Section 36(b) claim was dismissed with leave to amend to plead it properly as a derivative claim. On December 7, 2006, the plaintiffs in the Boyce lawsuit filed an amended complaint. The amended complaint, which was pleaded as a Section 36(b) derivative claim, included new allegations that the defendants charged excessive fees. On February 5, 2007, the defendants filed their Motion to Dismiss and this issue has been fully briefed by both sides and is awaiting the Court's decision.
JOY D. BEASLEY AND SHEILA MCDAID, INDIVIDUALLY AND ON BEHALF OF ALL OTHERS SIMILARLY SITUATED, V. AIM MANAGEMENT GROUP INC., INVESCO FUNDS GROUP, INC., AIM INVESTMENT SERVICES, INC., AIM ADVISORS, INC., ROBERT H. GRAHAM, MARK H. WILLIAMSON, FRANK S. BAYLEY, BRUCE L. CROCKETT, ALBERT R. DOWDEN, EDWARD K. DUNN, JR., JACK M. FIELDS, CARL FRISCHLING, PREMA MATHAI-DAVIS, LEWIS F. PENNOCK, RUTH H. QUIGLEY, AND LOUIS S. SKLAR, AND JOHN DOES 1-100, DEFENDANTS, AND AIM AGGRESSIVE GROWTH FUND, AIM ASIA PACIFIC GROWTH FUND, AIM BALANCED FUND, AIM BASIC BALANCED FUND, AIM BASIC VALUE FUND, AIM BLUE CHIP FUND, AIM CAPITAL DEVELOPMENT FUND, AIM CHARTER FUND, AIM CONSTELLATION FUND, AIM DENT DEMOGRAPHIC TRENDS FUND, AIM DEVELOPING MARKETS FUND, AIM DIVERSIFIED DIVIDEND FUND, AIM EMERGING GROWTH FUND, AIM EUROPEAN GROWTH FUND, AIM EUROPEAN SMALL COMPANY FUND, AIM FLOATING RATE FUND, AIM GLOBAL AGGRESSIVE GROWTH FUND, AIM GLOBAL EQUITY FUND, AIM GLOBAL GROWTH FUND, AIM GLOBAL HEALTH CARE FUND, AIM GLOBAL VALUE FUND, AIM HIGH INCOME MUNICIPAL FUND, AIM HIGH YIELD FUND, AIM INCOME FUND, AIM INTERMEDIATE GOVERNMENT FUND, AIM INTERNATIONAL EMERGING GROWTH FUND, AIM INTERNATIONAL GROWTH FUND, AIM LARGE CAP BASIC VALUE FUND, AIM LARGE CAP GROWTH FUND, AIM LIBRA FUND, AIM LIMITED MATURITY TREASURY FUND, AIM MID CAP BASIC VALUE FUND, AIM MID CAP CORE EQUITY FUND, AIM MID CAP GROWTH FUND, AIM MUNICIPAL BOND FUND, AIM OPPORTUNITIES I FUND, AIM OPPORTUNITIES II FUND, AIM OPPORTUNITIES III FUND, AIM PREMIER EQUITY FUND, AIM REAL ESTATE FUND, AIM SELECT EQUITY FUND, AIM SHORT TERM BOND FUND, AIM SMALL CAP EQUITY FUND, AIM SMALL CAP GROWTH FUND, AIM TAX-FREE INTERMEDIATE FUND, AIM TOTAL RETURN BOND FUND, AIM TRIMARK ENDEAVOR FUND, AIM TRIMARK FUND, AIM TRIMARK SMALL COMPANIES FUND, AIM WEINGARTEN FUND, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND, INVESCO MULTI-
SECTOR FUND, INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND,
INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND,
NOMINAL DEFENDANTS, in the United States District Court for the District of
Colorado (Civil Action No. 04-B-0958), filed on May 10, 2004. The
plaintiffs voluntarily dismissed this case in Colorado and re-filed it on
July 2, 2004 in the United States District Court for the Southern District
of Texas, Houston Division (Civil Action H-04-2589). This claim alleges
violations of Sections 34(b), 36(b) and 48(a) of the Investment Company Act
of 1940 (the "Investment Company Act") and violations of Sections 206 and
215 of the Investment Advisers Act of 1940 (the "Advisers Act"). The claim
also alleges common law breach of fiduciary duty. The plaintiffs in this
case are seeking: compensatory and punitive damages; rescission of certain
Funds' advisory agreements and distribution plans and recovery of all fees
paid; an accounting of all fund-related fees, commissions and soft dollar
payments; restitution of all unlawfully or discriminatorily obtained fees
and charges; and attorneys' and experts' fees.
RICHARD TIM BOYCE V. AIM MANAGEMENT GROUP INC., INVESCO FUNDS GROUP, INC.,
AIM INVESTMENT SERVICES, INC., AIM ADVISORS, INC., ROBERT H. GRAHAM, MARK
H. WILLIAMSON, FRANK S. BAYLEY, BRUCE L. CROCKETT, ALBERT R. DOWDEN, EDWARD
K. DUNN, JR., JACK M. FIELDS, CARL FRISCHLING, PREMA MATHAI-DAVIS, LEWIS F.
PENNOCK, RUTH H. QUIGLEY, AND LOUIS S. SKLAR, AND JOHN DOES 1-100,
DEFENDANTS, AND AIM AGGRESSIVE GROWTH FUND, AIM ASIA PACIFIC GROWTH FUND,
AIM BALANCED FUND, AIM BASIC BALANCED FUND, AIM BASIC VALUE FUND, AIM BLUE
CHIP FUND, AIM CAPITAL DEVELOPMENT FUND, AIM CHARTER FUND, AIM
CONSTELLATION FUND, AIM DENT DEMOGRAPHIC TRENDS FUND, AIM DEVELOPING
MARKETS FUND, AIM DIVERSIFIED DIVIDEND FUND, AIM EMERGING GROWTH FUND, AIM
EUROPEAN GROWTH FUND, AIM EUROPEAN SMALL COMPANY FUND, AIM FLOATING RATE
FUND, AIM GLOBAL AGGRESSIVE GROWTH FUND, AIM GLOBAL EQUITY FUND, AIM GLOBAL
GROWTH FUND, AIM GLOBAL HEALTH CARE FUND, AIM GLOBAL VALUE FUND, AIM HIGH
INCOME MUNICIPAL FUND, AIM HIGH YIELD FUND, AIM INCOME FUND, AIM
INTERMEDIATE GOVERNMENT FUND, AIM INTERNATIONAL EMERGING GROWTH FUND, AIM
INTERNATIONAL GROWTH FUND, AIM LARGE CAP BASIC VALUE FUND, AIM LARGE CAP
GROWTH FUND, AIM LIBRA FUND, AIM LIMITED MATURITY TREASURY FUND, AIM MID
CAP BASIC VALUE FUND, AIM MID CAP CORE EQUITY FUND, AIM MID CAP GROWTH
FUND, AIM MUNICIPAL BOND FUND, AIM OPPORTUNITIES I FUND, AIM OPPORTUNITIES
II FUND, AIM OPPORTUNITIES III FUND, AIM PREMIER EQUITY FUND, AIM REAL
ESTATE FUND, AIM SELECT EQUITY FUND, AIM SHORT TERM BOND FUND, AIM SMALL
CAP EQUITY FUND, AIM SMALL CAP GROWTH FUND, AIM TAX-FREE INTERMEDIATE FUND,
AIM TOTAL RETURN BOND FUND, AIM TRIMARK ENDEAVOR FUND, AIM TRIMARK FUND,
AIM TRIMARK SMALL COMPANIES FUND, AIM WEINGARTEN FUND, INVESCO ADVANTAGE
HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND,
INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD &
PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL
CORE EQUITY FUND, INVESCO LEISURE FUND, INVESCO MID-CAP GROWTH FUND,
INVESCO MULTI-SECTOR FUND, INVESCO S&P 500 INDEX FUND, INVESCO SMALL
COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND,
INVESCO UTILITIES FUND, NOMINAL DEFENDANTS, in the United States District
Court for the District of Colorado (Civil Action No. 04-N-0989), filed on
May 13, 2004. The plaintiff voluntarily dismissed this case in Colorado and
re-filed it on July 1, 2004 in the United States District Court for the
Southern District of Texas, Houston Division (Civil Action H-04-2587). This
claim alleges violations of Sections 34(b), 36(b) and 48(a) of the
Investment Company Act and violations of Sections 206 and 215 of the
Advisers Act. The claim also alleges common law breach of fiduciary duty.
The plaintiff in this case is
seeking: compensatory and punitive damages; rescission of certain Funds' advisory agreements and distribution plans and recovery of all fees paid; an accounting of all fund-related fees, commissions and soft dollar payments; restitution of all unlawfully or discriminatorily obtained fees and charges; and attorneys' and experts' fees.
KEHLBECK TRUST DTD 1-25-93, BILLY B. KEHLBECK AND DONNA J. KEHLBECK, TTEES V. AIM MANAGEMENT GROUP INC., INVESCO FUNDS GROUP, INC., AIM INVESTMENT SERVICES, INC., AIM ADVISORS, INC., ROBERT H. GRAHAM, MARK H. WILLIAMSON, FRANK S. BAYLEY, BRUCE L. CROCKETT, ALBERT R. DOWDEN, EDWARD K. DUNN, JR., JACK M. FIELDS, CARL FRISCHLING, PREMA MATHAI-DAVIS, LEWIS F. PENNOCK, RUTH H. QUIGLEY, AND LOUIS S. SKLAR, AND JOHN DOES 1-100, DEFENDANTS, AND AIM AGGRESSIVE GROWTH FUND, AIM ASIA PACIFIC GROWTH FUND, AIM BALANCED FUND, AIM BASIC BALANCED FUND, AIM BASIC VALUE FUND, AIM BLUE CHIP FUND, AIM CAPITAL DEVELOPMENT FUND, AIM CHARTER FUND, AIM CONSTELLATION FUND, AIM DENT DEMOGRAPHIC TRENDS FUND, AIM DEVELOPING MARKETS FUND, AIM DIVERSIFIED DIVIDEND FUND, AIM EMERGING GROWTH FUND, AIM EUROPEAN GROWTH FUND, AIM EUROPEAN SMALL COMPANY FUND, AIM FLOATING RATE FUND, AIM GLOBAL AGGRESSIVE GROWTH FUND, AIM GLOBAL EQUITY FUND, AIM GLOBAL GROWTH FUND, AIM GLOBAL HEALTH CARE FUND, AIM GLOBAL VALUE FUND, AIM HIGH INCOME MUNICIPAL FUND, AIM HIGH YIELD FUND, AIM INCOME FUND, AIM INTERMEDIATE GOVERNMENT FUND, AIM INTERNATIONAL EMERGING GROWTH FUND, AIM INTERNATIONAL GROWTH FUND, AIM LARGE CAP BASIC VALUE FUND, AIM LARGE CAP GROWTH FUND, AIM LIBRA FUND, AIM LIMITED MATURITY TREASURY FUND, AIM MID CAP BASIC VALUE FUND, AIM MID CAP CORE EQUITY FUND, AIM MID CAP GROWTH FUND, AIM MUNICIPAL BOND FUND, AIM OPPORTUNITIES I FUND, AIM OPPORTUNITIES II FUND, AIM OPPORTUNITIES III FUND, AIM PREMIER EQUITY FUND, AIM REAL ESTATE FUND, AIM SELECT EQUITY FUND, AIM SHORT TERM BOND FUND, AIM SMALL CAP EQUITY FUND, AIM SMALL CAP GROWTH FUND, AIM TAX-FREE INTERMEDIATE FUND, AIM TOTAL RETURN BOND FUND, AIM TRIMARK ENDEAVOR FUND, AIM TRIMARK FUND, AIM TRIMARK SMALL COMPANIES FUND, AIM WEINGARTEN FUND, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO LEISURE FUND, INVESCO MULTI-SECTOR FUND, INVESCO MID-CAP GROWTH FUND, INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, NOMINAL DEFENDANTS, in the United States District Court for the Southern District of Texas, Houston Division (Civil Action No. H-04-2802), filed on July 9, 2004. This claim alleges violations of Sections 34(b), 36(b) and 48(a) of the Investment Company Act and violations of Sections 206 and 215 of the Advisers Act. The claim also alleges common law breach of fiduciary duty. The plaintiff in this case is seeking: compensatory and punitive damages; rescission of certain Funds' advisory agreements and distribution plans and recovery of all fees paid; an accounting of all fund-related fees, commissions and soft dollar payments; restitution of all unlawfully or discriminatorily obtained fees and charges; and attorneys' and experts' fees.
JANICE R. FRY, BOB J. FRY, JAMES P. HAYES, VIRGINIA L. MAGBUAL, HENRY W. MEYER AND GEORGE ROBERT PERRY V. AIM MANAGEMENT GROUP INC., INVESCO FUNDS
GROUP, INC., AIM INVESTMENT SERVICES, INC., AIM ADVISORS, INC., ROBERT H. GRAHAM, MARK H. WILLIAMSON, FRANK S. BAYLEY, BRUCE L. CROCKETT, ALBERT R. DOWDEN, EDWARD K. DUNN, JR., JACK M. FIELDS, CARL FRISCHLING, PREMA MATHAI-DAVIS, LEWIS F. PENNOCK, RUTH H. QUIGLEY, AND LOUIS S. SKLAR, AND JOHN DOES 1-100,
DEFENDANTS, AND AIM AGGRESSIVE GROWTH FUND, AIM ASIA PACIFIC GROWTH FUND, AIM BALANCED FUND, AIM BASIC BALANCED FUND, AIM BASIC VALUE FUND, AIM BLUE CHIP FUND, AIM CAPITAL DEVELOPMENT FUND, AIM CHARTER FUND, AIM CONSTELLATION FUND, AIM DENT DEMOGRAPHIC TRENDS FUND, AIM DEVELOPING MARKETS FUND, AIM DIVERSIFIED DIVIDEND FUND, AIM EMERGING GROWTH FUND, AIM EUROPEAN GROWTH FUND, AIM EUROPEAN SMALL COMPANY FUND, AIM FLOATING RATE FUND, AIM GLOBAL AGGRESSIVE GROWTH FUND, AIM GLOBAL EQUITY FUND, AIM GLOBAL GROWTH FUND, AIM GLOBAL HEALTH CARE FUND, AIM GLOBAL VALUE FUND, AIM GROUP INCOME FUND, AIM GROUP VALUE FUND, AIM HIGH INCOME MUNICIPAL FUND, AIM HIGH YIELD FUND, AIM INCOME FUND, AIM INTERMEDIATE GOVERNMENT FUND, AIM INTERNATIONAL EMERGING GROWTH FUND, AIM INTERNATIONAL GROWTH FUND, AIM LARGE CAP BASIC VALUE FUND, AIM LARGE CAP GROWTH FUND, AIM LIBRA FUND, AIM LIMITED MATURITY TREASURY FUND, AIM MID CAP BASIC VALUE FUND, AIM MID CAP CORE EQUITY FUND, AIM MID CAP GROWTH FUND, AIM MUNICIPAL BOND FUND, AIM OPPORTUNITIES I FUND, AIM OPPORTUNITIES II FUND, AIM OPPORTUNITIES III FUND, AIM PREMIER EQUITY FUND, AIM REAL ESTATE FUND, AIM SELECT EQUITY FUND, AIM SHORT TERM BOND FUND, AIM SMALL CAP EQUITY FUND, AIM SMALL CAP GROWTH FUND, AIM TAX-FREE INTERMEDIATE FUND, AIM TOTAL RETURN BOND FUND, AIM TRIMARK ENDEAVOR FUND, AIM TRIMARK FUND, AIM TRIMARK SMALL COMPANIES FUND, AIM WEINGARTEN FUND, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO LEISURE FUND, INVESCO MULTI-SECTOR FUND, INVESCO MID-CAP GROWTH FUND, INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, NOMINAL DEFENDANTS, in the United States District Court for the Southern District of Texas, Houston Division (Civil Action No. H-04-2832), filed on July 12, 2004. This claim alleges violations of Sections 34(b), 36(b) and 48(a) of the Investment Company Act and violations of Sections 206 and 215 of the Advisers Act. The claim also alleges common law breach of fiduciary duty. The plaintiff in this case is seeking: compensatory and punitive damages; rescission of certain Funds' advisory agreements and distribution plans and recovery of all fees paid; an accounting of all fund-related fees, commissions and soft dollar payments; restitution of all unlawfully or discriminatorily obtained fees and charges; and attorneys' and experts' fees.
ROBERT P. APU, SUZANNE K. APU, MARINA BERTI, KHANH DINH, FRANK KENDRICK, EDWARD A. KREZEL, DAN B. LESIUK, JOHN B. PERKINS, MILDRED E. RUEHLMAN, LOUIS E. SPERRY, J. DORIS WILLSON AND ROBERT W. WOOD V. AIM MANAGEMENT GROUP INC., INVESCO FUNDS GROUP, INC., AIM INVESTMENT SERVICES, INC., AIM ADVISORS, INC., ROBERT H. GRAHAM, MARK H. WILLIAMSON, FRANK S. BAYLEY, BRUCE L. CROCKETT, ALBERT R. DOWDEN, EDWARD K. DUNN, JR., JACK M. FIELDS, CARL FRISCHLING, PREMA MATHAI-DAVIS, LEWIS F. PENNOCK, RUTH H. QUIGLEY, AND LOUIS S. SKLAR, AND JOHN DOES 1-100, DEFENDANTS, AND AIM AGGRESSIVE GROWTH FUND, AIM ASIA PACIFIC GROWTH FUND, AIM BALANCED FUND, AIM BASIC BALANCED FUND, AIM BASIC VALUE FUND, AIM BLUE CHIP FUND, AIM CAPITAL DEVELOPMENT FUND, AIM CHARTER FUND, AIM CONSTELLATION FUND, AIM DENT DEMOGRAPHIC TRENDS FUND, AIM DEVELOPING MARKETS FUND, AIM DIVERSIFIED DIVIDEND FUND, AIM EMERGING GROWTH FUND, AIM EUROPEAN GROWTH FUND, AIM EUROPEAN SMALL COMPANY FUND, AIM FLOATING RATE FUND, AIM GLOBAL AGGRESSIVE GROWTH FUND, AIM GLOBAL EQUITY FUND, AIM GLOBAL GROWTH FUND, AIM GLOBAL HEALTH CARE FUND, AIM GLOBAL
VALUE FUND, AIM GROUP INCOME FUND, AIM GROUP VALUE FUND, AIM HIGH INCOME
MUNICIPAL FUND, AIM HIGH YIELD FUND, AIM INCOME FUND, AIM INTERMEDIATE
GOVERNMENT FUND, AIM INTERNATIONAL EMERGING GROWTH FUND, AIM INTERNATIONAL
GROWTH FUND, AIM LARGE CAP BASIC VALUE FUND, AIM LARGE CAP GROWTH FUND, AIM
LIBRA FUND, AIM LIMITED MATURITY TREASURY FUND, AIM MID CAP BASIC VALUE
FUND, AIM MID CAP CORE EQUITY FUND, AIM MID CAP GROWTH FUND, AIM MUNICIPAL
BOND FUND, AIM OPPORTUNITIES I FUND, AIM OPPORTUNITIES II FUND, AIM
OPPORTUNITIES III FUND, AIM PREMIER EQUITY FUND, AIM REAL ESTATE FUND, AIM
SELECT EQUITY FUND, AIM SHORT TERM BOND FUND, AIM SMALL CAP EQUITY FUND,
AIM SMALL CAP GROWTH FUND, AIM TAX-FREE INTERMEDIATE FUND, AIM TOTAL RETURN
BOND FUND, AIM TRIMARK ENDEAVOR FUND, AIM TRIMARK FUND, AIM TRIMARK SMALL
COMPANIES FUND, AIM WEINGARTEN FUND, INVESCO ADVANTAGE HEALTH SCIENCES
FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND,
INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND,
INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND,
INVESCO LEISURE FUND, INVESCO MULTI-SECTOR FUND, INVESCO MID-CAP GROWTH
FUND, INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND,
INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND,
NOMINAL DEFENDANTS, in the United States District Court for the Southern
District of Texas, Houston Division (Civil Action No. H-04-2884), filed on
July 15, 2004. This claim alleges violations of Sections 34(b), 36(b) and
48(a) of the Investment Company Act and violations of Sections 206 and 215
of the Advisers Act. The claim also alleges common law breach of fiduciary
duty. The plaintiff in this case is seeking: compensatory and punitive
damages; rescission of certain Funds' advisory agreements and distribution
plans and recovery of all fees paid; an accounting of all fund-related
fees, commissions and soft dollar payments; restitution of all unlawfully
or discriminatorily obtained fees and charges; and attorneys' and experts'
fees.
HARVEY R. BENDIX, CVETAN GEORGIEV, DAVID M. LUCOFF, MICHAEL E. PARMELEE, TRUSTEE OF THE HERMAN S. AND ESPERANZA A.. DRAYER RESIDUAL TRUST U/A 1/22/83 AND STANLEY S. STEPHENSON, TRUSTEE OF THE STANLEY J. STEPHENSON TRUST V. AIM MANAGEMENT GROUP INC., INVESCO FUNDS GROUP, INC., AIM
INVESTMENT SERVICES, INC., AIM ADVISORS, INC., ROBERT H. GRAHAM, MARK H. WILLIAMSON, FRANK S. BAYLEY, BRUCE L. CROCKETT, ALBERT R. DOWDEN, EDWARD K. DUNN, JR., JACK M. FIELDS, CARL FRISCHLING, PREMA MATHAI-DAVIS, LEWIS F. PENNOCK, RUTH H. QUIGLEY, AND LOUIS S. SKLAR, AND JOHN DOES 1-100, DEFENDANTS, AND AIM AGGRESSIVE GROWTH FUND, AIM ASIA PACIFIC GROWTH FUND, AIM BALANCED FUND, AIM BASIC BALANCED FUND, AIM BASIC VALUE FUND, AIM BLUE CHIP FUND, AIM CAPITAL DEVELOPMENT FUND, AIM CHARTER FUND, AIM CONSTELLATION FUND, AIM DENT DEMOGRAPHIC TRENDS FUND, AIM DEVELOPING MARKETS FUND, AIM DIVERSIFIED DIVIDEND FUND, AIM EMERGING GROWTH FUND, AIM EUROPEAN GROWTH FUND, AIM EUROPEAN SMALL COMPANY FUND, AIM FLOATING RATE FUND, AIM GLOBAL AGGRESSIVE GROWTH FUND, AIM GLOBAL EQUITY FUND, AIM GLOBAL GROWTH FUND, AIM GLOBAL HEALTH CARE FUND, AIM GLOBAL VALUE FUND, AIM GROUP INCOME FUND, AIM GROUP VALUE FUND, AIM HIGH INCOME MUNICIPAL FUND, AIM HIGH YIELD FUND, AIM INCOME FUND, AIM INTERMEDIATE GOVERNMENT FUND, AIM INTERNATIONAL EMERGING GROWTH FUND, AIM INTERNATIONAL GROWTH FUND, AIM LARGE CAP BASIC VALUE FUND, AIM LARGE CAP GROWTH FUND, AIM LIBRA FUND, AIM LIMITED MATURITY TREASURY FUND, AIM MID CAP BASIC VALUE FUND, AIM MID CAP CORE EQUITY FUND, AIM MID CAP GROWTH FUND, AIM MUNICIPAL BOND FUND, AIM OPPORTUNITIES I FUND, AIM OPPORTUNITIES II FUND, AIM OPPORTUNITIES III FUND, AIM PREMIER EQUITY FUND, AIM REAL
ESTATE FUND, AIM SELECT EQUITY FUND, AIM SHORT TERM BOND FUND, AIM SMALL CAP EQUITY FUND, AIM SMALL CAP GROWTH FUND, AIM TAX-FREE INTERMEDIATE FUND, AIM TOTAL RETURN BOND FUND, AIM TRIMARK ENDEAVOR FUND, AIM TRIMARK FUND, AIM TRIMARK SMALL COMPANIES FUND, AIM WEINGARTEN FUND, INVESCO ADVANTAGE HEALTH SCIENCES FUND, INVESCO CORE EQUITY FUND, INVESCO DYNAMICS FUND, INVESCO ENERGY FUND, INVESCO FINANCIAL SERVICES FUND, INVESCO GOLD & PRECIOUS METALS FUND, INVESCO HEALTH SCIENCES FUND, INVESCO INTERNATIONAL CORE EQUITY FUND, INVESCO LEISURE FUND, INVESCO MULTI-SECTOR FUND, INVESCO MID-CAP GROWTH FUND, INVESCO S&P 500 INDEX FUND, INVESCO SMALL COMPANY GROWTH FUND, INVESCO TECHNOLOGY FUND, INVESCO TOTAL RETURN FUND, INVESCO UTILITIES FUND, NOMINAL DEFENDANTS, in the United States District Court for the Southern District of Texas, Houston Division (Civil Action No. H-04-3030), filed on July 27, 2004. This claim alleges violations of Sections 34(b), 36(b) and 48(a) of the Investment Company Act and violations of Sections 206 and 215 of the Advisers Act. The claim also alleges common law breach of fiduciary duty. The plaintiff in this case is seeking: compensatory and punitive damages; rescission of certain Funds' advisory agreements and distribution plans and recovery of all fees paid; an accounting of all fund-related fees, commissions and soft dollar payments; restitution of all unlawfully or discriminatorily obtained fees and charges; and attorneys' and experts' fees.
PART C
OTHER INFORMATION
Item 23. Exhibits
a - (a) Amended and Restated Agreement and Declaration of Trust of
Registrant, dated September 14, 2005.(19)
- (b) Amendment No. 1, dated May 24, 2006 to the Amended and Restated
Agreement and Declaration of Trust of Registrant, dated September 14,
2005.(20)
- (c) Amendment No. 2, dated July 5, 2006, to the Amended and Restated
Agreement and Declaration of Trust of Registrant, dated September 14,
2005.(20)
b - (a) Amended and Restated Bylaws of Registrant adopted effective
September 14, 2005.(19)
|
- (b) Amendment, dated August 1, 2006, to Amended and Restated Bylaws of Registrant, adopted September 14, 2005.(21)
- (c) Amendment No. 2, dated March 23, 2007, to Amended and Restated Bylaws of Registrant, adopted effective September 14, 2005.(21)
c - Articles II, VI, VII, VIII and IX of the Amended and Restated
Agreement and Declaration of Trust, as amended, and Articles IV, V
and VI of the Amended and Restated By-Laws , as amended, define
rights of holders of shares.
d - (a) Master Investment Advisory Agreement, dated June 1, 2000, between
Registrant and A I M Advisors, Inc.(9)
(b) Amendment No. 1, dated September 10, 2001, to Master Investment
Advisory Agreement between Registrant and A I M Advisors, Inc.(12)
e (1) - (a) Amended and Restated Master Distribution Agreement (all Classes
of Shares except Class B shares), dated August 18, 2003, between
Registrant and A I M Distributors, Inc.(15)
- (b) Amendment No. 1, dated October 29, 2003, to the Amended and
Restated Master Distribution Agreement (all Classes of Shares except
Class B shares), dated August 18, 2003, between Registrant and A I M
Distributors, Inc.(15)
- (c) Amendment No. 2, dated November 4, 2003, to the Amended and
Restated Master Distribution Agreement (all Classes of Shares except
Class B shares), dated August 18, 2003, between Registrant and A I M
Distributors, Inc.(15)
- (d) Amendment No. 3, dated November 20, 2003, to the Amended and
Restated Master Distribution Agreement (all Classes of Shares except
Class B shares), dated August 18, 2003, between Registrant and A I M
Distributors, Inc.(15)
- (e) Amendment No. 4, dated November 24, 2003, to the Amended and
Restated Master Distribution Agreement (all Classes of Shares except
Class B shares), dated August 18, 2003, between Registrant and A I M
Distributors, Inc.(15)
|
- (f) Amendment No. 5, dated November 25, 2003, to the Amended and Restated Master Distribution Agreement (all Classes of Shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(15)
- (g) Amendment No. 6, dated January 6, 2004, to the Amended and Restated Master Distribution Agreement (all Classes of Shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(15)
- (h) Amendment No. 7, dated March 31, 2004, to the Amended and Restated Master Distribution Agreement (all Classes of Shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(16)
- (i) Amendment No. 8, dated April 30, 2004, to the Amended and Restated Master Distribution Agreement (all Classes of Shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(16)
- (j) Amendment No. 9, dated September 14, 2004, to the Amended and Restated Master Distribution Agreement (all classes of shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(17)
- (k) Amendment No. 10, dated September 15, 2004, to the Amended and Restated Master Distribution Agreement (all classes of shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(17)
- (l) Amendment No. 11, dated October 15, 2004, to the Amended and Restated Master Distribution Agreement (all classes of shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(17)
- (m) Amendment No. 12, dated November 30, 2004, to the Amended and Restated Master Distribution Agreement (all classes of shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(17)
- (n) Amendment No. 13, dated December 30, 2004, to the Amended and Restated Master Distribution Agreement (all classes of shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(17)
- (o) Amendment No. 14, dated February 25, 2005, to the Amended and Restated Master Distribution Agreement (all classes of shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(17)
- (p) Amendment No. 15, dated March 15, 2005, to the Amended and Restated Master Distribution Agreement (all classes of shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(17)
- (q) Amendment No. 16, dated April 29, 2005, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(18)
- (r) Amendment No. 17, dated July 13, 2005, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(18)
- (s) Amendment No. 18, dated July 18, 2005, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(18)
- (t) Amendment No. 19, dated October 22, 2005, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(19)
- (u) Amendment No. 20, dated October 25, 2005, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(19)
- (v) Amendment No. 21, dated October 31, 2005, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(19)
- (w) Amendment No. 22, dated January 31, 2006, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(19)
- (x) Amendment No. 23, dated March 27, 2006, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(19)
- (y) Amendment No. 24, dated March 31, 2006, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(19)
- (z) Amendment No. 25, dated April 10, 2006, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(19)
- (aa) Amendment No. 26, dated April 14, 2006, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(19)
- (ab) Amendment No. 27, dated July 27, 2006, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(21)
- (ac) Amendment No. 28, dated July 31, 2006, to the Amended and Restated Master Distribution Agreement (all classes or shares except Class B shares), dated August 18, 2003, between Registrant and A I M Distributors, Inc.(21)
- (ad) First Restated Master Distribution Agreement, made as of August 18, 2003, as subsequently amended, and restated September 20, 2006, by and between Registrant (all classes of shares except Class B shares) and A I M Distributors, Inc.(21)
- (ae) Amendment No. 1, dated December 8, 2006, to the First Restated Master Distribution Agreement, made as August 18, 2003, as subsequently amended, and as restated September 20, 2006, by and between Registrant (all classes of shares except Class B shares), and A I M Distributors, Inc.(21)
- (af) Amendment No. 2, dated January 31, 2007, to the First Restated Master Distribution Agreement, made as August 18, 2003, as subsequently amended, and as restated September 20, 2006, by and between Registrant (all classes of shares except Class B shares), and A I M Distributors, Inc.(21)
- (ag) Amendment No. 3, dated February 28, 2007, to the First Restated Master Distribution Agreement, made as August 18, 2003, as subsequently amended and as restated September 20, 2006, by and between Registrant (all classes of shares except Class B shares), and A I M Distributors, Inc.(21)
- (ah) Amendment No. 4, dated March 9, 2007, to the First Restated Master Distribution Agreement, made as August 18, 2003, as subsequently amended and as restated September 20, 2006, by and Registrant (all classes of shares except Class B shares), and A I M Distributors, Inc.(21)
- (ai) Amendment No. 5, dated April 23, 2007, to the First Restated Master Distribution Agreement, made as August 18, 2003, as subsequently amended and as restated September 20, 2006, by and Registrant (all classes of shares except Class B shares), and A I M Distributors, Inc.(21)
(2) (a) First Restated Master Distribution Agreement, made as of August 18, 2003, as subsequently amended, and as restated September 20, 2006, by and between Registrant (Class B shares) and A I M Distributors, Inc.(21)
- (b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Agreement, made as of August 18, 2003, as subsequently amended, and as restated September 20, 2006, by and between Registrant (Class B shares) and A I M Distributors, Inc. (21)
- (c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Agreement, made as of August 18, 2003, as subsequently amended, and as a restated September 20, 2006, by and between Registrant (Class B shares) and A I M Distributors, Inc. (21)
- (d) Amendment No. 3, dated March 9, 2007, to the First Restated Master Distribution Agreement, made as of August 18, 2003, as subsequently amended, and as a restated September 20, 2006, by and between Registrant (Class B shares) and A I M Distributors, Inc. (21)
- (e) Amendment No. 4, dated April 23, 2007, to the First Master Distribution Agreement, made as of August 18, 2003, as subsequently amended, and as a restated September 20, 2006, by and between Registrant (Class B shares) and A I M Distributors, Inc. (21)
(3) - Form of Selected Dealer Agreement between A I M Distributors, Inc. and selected dealers.(10)
(4) - Form of Bank Selling Group Agreement between A I M Distributors, Inc. and banks.(5)
f (1) - AIM Funds Retirement Plan for Eligible Directors/Trustees, as restated January 1, 2005.(21)
(2) - (a) Form of AIM Funds Director Deferred Compensation Agreement for Registrant's Non-Affiliated Directors, as amended September 26, 2002.(14)
(b) Form of supplement to Deferred Compensation Plans, dated January 1, 2005 with Registrant and AIM Funds.(21)
g - Custody Agreement, dated October 19, 1995, between Registrant and The
Bank of New York.(2)
h (1) - (a) Third Amended and Restated Transfer Agency and Service Agreement,
dated July 1, 2006, between Registrant and AIM Investment Services,
Inc. (20)
|
(b) Amendment No. 1, dated July 1, 2007, to the Third Amended and Restated Transfer Agency and Service Agreement (21)
(2) - Second Amended and Restated Master Administrative Service Agreement, dated July 1, 2006, between Registrant and A I M Advisors, Inc. (21)
(3) - Third Amended and Restated Memorandum of Agreement regarding securities lending waiver, dated July 1, 2007, between Registrant and A I M Advisors, Inc.(21)
(4) - Memorandum of Agreement regarding fee waivers, dated July 1, 2007, between Registrant, on behalf of AIM Tax-Exempt Cash Fund, and A I M Distributors, Inc.(21)
(5) - Memorandum of Agreement regarding expense limitations, dated July 1, 2007, between Registrant, on behalf of AIM High Income Municipal Fund, and A I M Advisors, Inc.(21)
(6) - Memorandum of Agreement regarding Affiliated Money Market Fund Waiver, dated July 1, 2007, between Registrant and A I M Advisors, Inc.(21)
(7) - Third Amended and Restated Interfund Loan Agreement, dated December 30, 2005, between Registrant and A I M Advisors, Inc.(21)
(8) - Expense Reimbursement Agreement, dated June 30, 2003, between Registrant and A I M Fund Services, Inc. (now known as AIM Investment Services, Inc.).(16)
i - Legal Opinion - None
j (1) - Consent of Ballard Spahr Andrews & Ingersoll, LLP.(21)
j (2) - Consent of PricewaterhouseCoopers LLP.(21)
k - Financial Statements for the period ended March 31, 2007 are
incorporated by reference to the Funds' annual reports to
shareholders contained in the Registrant's Form N-CSR filed on June
7, 2007.
l - Initial Capitalization Agreement, dated January 2, 1998, for
Registrant's AIM High Income Municipal Fund.(5)
m (1) - (a) First Restated Master Distribution Plan, effective as of August
18, 2003, as subsequently amended, and as restated September 20, 2006
(Class A shares), between Registrant and A I M Distributors, Inc.(21)
|
- (b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006 (Class A shares), between Registrant and A I M Distributors, Inc.(21)
- (c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006 (Class A shares), between Registrant and A I M Distributors, Inc.(21)
- (d) Amendment No. 3, dated March 9, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006 (Class A shares), between Registrant and A I M Distributors, Inc.(21)
- (e) Amendment No. 4, dated April 23, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006 (Class A shares), between Registrant and A I M Distributors, Inc.(21)
(2) - (a) Amended and Restated Master Distribution Plan (Class A3 shares), effective as of August 18, 2003.(15)
- (b) Amendment No. 1, dated July 1, 2005, to the Amended and Restated Master Distribution Plan (Class A3 shares).(18)
(3) - (a) First Restated Master Distribution Plan, effective as of August
18, 2003, and as restated September 20, 2006 (Class B shares)
(Securitization Feature).(21)
- (b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, and as restated September 20, 2006 (Class B shares) (Securitization Feature).(21)
- (c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, and as restated September 20, 2006 (Class B shares) (Securitization Feature).(21)
- (d) Amendment No. 3, dated March 9, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, and as restated September 20, 2006 (Class B shares) (Securitization Feature).(21)
- (e) Amendment No. 4, dated April 23, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, and as restated September 20, 2006 (Class B shares) (Securitization Feature).(21)
(4) - (a) First Restated Master Distribution Plan, effective as of August
18, 2003, as subsequently amended, and as restated September 20, 2006
(Class C shares).(21)
- (b) Amendment No. 1, dated January 31, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006 (Class C shares).(21)
- (c) Amendment No. 2, dated February 28, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006 (Class C shares).(21)
- (d) Amendment No. 3, dated March 9, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006 (Class C shares).(21)
- (e) Amendment No. 4, dated April 23, 2007, to the First Restated Master Distribution Plan, effective as of August 18, 2003, as subsequently amended, and as restated September 20, 2006 (Class C shares).(21)
(5) - Master Related Agreement to First Restated Master Distribution Plan
(Class A shares).(21)
(7) - Master Related Agreement to First Restated Master Distribution Plan
(Class C shares).(21)
n - Eleventh Amended and Restated Multiple Class Plan to The AIM Family
of Funds(R) effective December 12, 2001, as further amended and
restated effective December 8, 2006.(21)
o - Reserved.
p - AIM Funds and A I M Management Group Inc. Code of Ethics adopted May
1, 1981, as last amended effective January 1, 2006, relating to A I M
Management Group Inc. and any of its subsidiaries.(19)
q - Powers of Attorney for Baker, Bayley, Bunch, Crockett, Dowden,
Fields, Flanagan, Frischling, Mathai-Davis, Pennock, Quigley, Soll,
Stickel and Taylor .(21)
----------
(1) Incorporated herein by reference to PEA No. 3, filed electronically on July
27, 1995.
(2) Incorporated herein by reference to PEA No. 4, filed electronically on July
26, 1996.
(3) Incorporated herein by reference to PEA No. 5, filed electronically on July
29, 1997.
(4) Incorporated herein by reference to PEA No. 6, filed electronically on
October 7, 1997.
(5) Incorporated herein by reference to PEA No. 7, filed electronically on July
29, 1998.
(6) Incorporated herein by reference to PEA No. 8, filed electronically on July
18, 1999.
(7) Incorporated herein by reference to PEA No. 9, filed electronically on
March 24, 2000.
(8) Incorporated herein by reference to PEA No. 10, filed electronically on May
22, 2000.
(9) Incorporated herein by reference to PEA No. 11, filed electronically on
July 26, 2000.
|
(10) Incorporated herein by reference to PEA No. 12, filed electronically on May 31, 2001.
(11) Incorporated herein by reference to PEA No. 13, filed electronically on July 27, 2001.
(12) Incorporated herein by reference to PEA No. 14, filed electronically on July 25, 2002
(13) Incorporated herein by reference to PEA No. 15, filed electronically on August 28, 2002.
(14) Incorporated herein by reference to PEA No. 16, filed electronically on July 7, 2003.
(15) Incorporated herein by reference to PEA No. 17, filed electronically on May 27, 2004.
(16) Incorporated herein by reference to PEA No. 18, filed electronically on July 27, 2004.
(17) Incorporated herein by reference to PEA No. 19, filed electronically on May 27, 2005.
(18) Incorporated herein by reference to PEA No. 20, filed electronically on July 27, 2005.
(19) Incorporated herein by reference to PEA No. 21, filed electronically on May 25, 2006.
(20) Incorporated herein by reference to PEA No. 22, filed electronically on July 25, 2006.
(21) Filed herewith electronically
Item 24. Persons Controlled by or Under Common Control With the Fund
None.
Item 25. Indemnification
Indemnification provisions for officers, trustees, and employees of the Registrant are set forth in Article VIII of the Registrant's Amended and Restated Agreement and Declaration of Trust and Article VIII of its Amended and Restated Bylaws, and are hereby incorporated by reference. See Item 23(a) and (b) above. Under the Amended and Restated Agreement and Declaration of Trust, effective as of September 14, 2005, as amended, (i) Trustees or officers, when acting in such capacity, shall not be personally liable for any act, omission or obligation of the Registrant or any Trustee or officer except by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his office with the Trust; (ii) every Trustee, officer, employee or agent of the Registrant shall be indemnified to the fullest extent permitted under the Delaware Statutory Trust act, the Registrant's Bylaws and other applicable law; (iii) in case any shareholder or former shareholder of the Registrant shall be held to be personally liable solely by reason of his being or having been a shareholder of the Registrant or any portfolio or class and not because of his acts or omissions or for some other reason, the shareholder or former shareholder (or his heirs, executors, administrators or other legal representatives, or, in the case of a corporation or other entity, its corporate or general successor) shall be entitled, out of the assets belonging to the applicable portfolio (or allocable to the applicable class), to be held harmless from and indemnified against all loss and expense arising from such liability in accordance with the Bylaws and applicable law. The Registrant, on behalf of the affected portfolio (or class), shall upon request by the shareholder, assume the defense of any such claim made against the shareholder for any act or obligation of that portfolio (or class).
The Registrant and other investment companies and their respective officers and trustees are insured under a joint Mutual Fund Directors and Officers Liability Policy, issued by ICI Mutual Insurance Company and certain other domestic insurers, with limits up to $60,000,000 (plus an additional $20,000,000 limit that applies to independent directors/trustees only).
Section 16 of the Master Investment Advisory Agreement between the Registrant and AIM provides that in the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of AIM or any of its officers, directors or employees, that AIM shall not be subject to liability to the Registrant or to any series of the Registrant, or to any shareholder of any series of the Registrant for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security. Any liability of AIM to any series of the Registrant shall not automatically impart liability on the part of AIM to any other series of the Registrant. No series of the Registrant shall be liable for the obligations of any other series of the Registrant.
Insofar as indemnification for liabilities arising under the Securities Act of 1933 (the "Act") may be permitted to trustees, officers and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a trustee, officer or controlling person of the Registrant in the successful defense of any action, suit or proceeding) is asserted by such trustee, officer or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.
Item 26. Business and Other Connections of Investment Advisor
The only employment of a substantial nature of the Advisor's directors and officers is with the Advisor and its affiliated companies. Reference is also made to the caption "Fund Management - The Advisor" in the Prospectus which comprises Part A of the Registration Statement, and to the caption "Investment Advisory and Other Services" of the Statement of Additional Information which comprises Part B of the Registration Statement, and to Item 27(b) of this Part C.
Item 27. Principal Underwriters
(a) A I M Distributors, Inc., the Registrant's principal underwriter, also acts as a principal underwriter to the following investment companies:
AIM Core Allocation Portfolio Series
AIM Counselor Series Trust
AIM Equity Funds
AIM Funds Group
AIM Growth Series
AIM International Mutual Funds
AIM Investment Funds
AIM Investment Securities Funds
AIM Sector Funds
AIM Stock Funds
AIM Summit Fund
AIM Treasurer's Series Trust (with respect to its Investor Class shares)
AIM Variable Insurance Funds
PowerShares Exchange-Traded Fund TrustPowerShares Global Exchange-Traded Fund Trust
(b) The following table sets forth information with respect to each director, officer or partner of A I M Distributors, Inc.
Name and Principal Positions and Offices
Business Address* Positions and Offices with Underwriter with Registrant
----------------- ----------------------------------------- ---------------------------
Philip A. Taylor Director Trustee, President and
Principal Executive Officer
John S. Cooper Executive Vice President None
Michael A. Bredlau Senior Vice President None
Lawrence E. Manierre Senior Vice President None
Ivy B. McLemore Senior Vice President None
David J. Nardecchia Senior Vice President None
Margaret A. Vinson Senior Vice President None
Gary K. Wendler Senior Vice President None
Scott B. Widder Senior Vice President None
John M. Zerr Senior Vice President & Secretary Senior Vice President,
Secretary & Chief Legal
Officer
David A. Hartley Treasurer & Chief Financial Officer None
Rebecca Starling-Klatt Chief Compliance Officer & Assistant Vice None
President
Lance Rejsek Anti-Money Laundering Compliance Officer Anti-Money Laundering
Compliance Officer
|
(c) Not applicable.
Item 28. Location of Accounts and Records
A I M Advisors, Inc., 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173, maintains physical possession of each such account, book or other document of the Registrant at its principal executive offices, except for those relating to certain transactions in portfolio securities that are maintained by the Registrant's Custodian, The Bank of New York, 2 Hanson Place, Brooklyn, New York 11217-1431, and the Registrant's Transfer Agent and Dividend Paying Agent, AIM Investment Services, Inc., P.O. Box 4739, Houston, Texas 77210-4739.
Item 29 Management Services
None.
Item 30. Undertakings
Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Amendment to its Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Houston, Texas on the 25th day of July, 2007.
REGISTRANT: AIM TAX-EXEMPT FUNDS
By: /s/ Philip A. Taylor
------------------------------------
Philip A. Taylor, President
|
Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated:
SIGNATURES TITLE DATE
---------- ----------------------------- -------------
/s/ Philip A. Taylor Trustee & President July 25, 2007
----------------------------------- (Principal Executive Officer)
(Philip A. Taylor)
/s/ Bob R. Baker* Trustee July 25, 2007
-----------------------------------
(Bob R. Baker)
/s/ Frank S. Bayley* Trustee July 25, 2007
-----------------------------------
(Frank S. Bayley)
/s/ James T. Bunch* Trustee July 25, 2007
-----------------------------------
(James T. Bunch)
/s/ Bruce L. Crockett* Chair & Trustee July 25, 2007
-----------------------------------
(Bruce L. Crockett)
/s/ Albert R. Dowden* Trustee July 25, 2007
-----------------------------------
(Albert R. Dowden)
/s/ Jack M. Fields* Trustee July 25, 2007
-----------------------------------
(Jack M. Fields)
/s/ Martin L. Flanagan* Trustee July 25, 2007
-----------------------------------
(Martin L. Flanagan)
/s/ Carl Frischling* Trustee July 25, 2007
-----------------------------------
(Carl Frischling)
/s/ Prema Mathai-Davis* Trustee July 25, 2007
-----------------------------------
(Prema Mathai-Davis)
/s/ Lewis F. Pennock* Trustee July 25, 2007
-----------------------------------
(Lewis F. Pennock)
/s/ Ruth H. Quigley* Trustee July 25, 2007
-----------------------------------
(Ruth H. Quigley)
/s/ Larry Soll* Trustee July 25, 2007
-----------------------------------
(Larry Soll)
/s/ Raymond Stickel, Jr* Trustee July 25, 2007
-----------------------------------
(Raymond Stickel, Jr.)
|
/s/ Sidney M. Dilgren Vice President & Treasurer July 25, 2007 ----------------------------------- (Principal Financial and (Sidney M. Dilgren) Accounting Officer) |
*By /s/ Philip A. Taylor
-------------------------------
Philip A. Taylor
Attorney-in-Fact
|
* Philip A. Taylor, pursuant to powers of attorney dated April 23, 2007, filed herewith.
INDEX
Exhibit
Number Description
------- -----------
b(b) Amendment, dated August 1, 2006, to Amended and Restated Bylaws of
Registrant, adopted September 14, 2005
b(c) Amendment No. 2, dated March 23, 2007, to Amended and Restated Bylaws
of Registrant, adopted effective September 14, 2005
e(1)(ab) Amendment No. 27, dated July 27, 2006, to the Amended and Restated
Master Distribution Agreement (all class or shares except Class B
shares), dated August 18, 2003, between Registrant and A I M
Distributors, Inc.
e(1)(ac) Amendment No. 28, dated July 31, 2006, to the Amended and Restated
Master Distribution Agreement (all classes or shares except Class B
shares), dated August 18, 2003, between Registrant and A I M
Distributors, Inc.
e(1)(ad) First Restated Master Distribution Agreement, made as of August 18,
2003, as subsequently amended, and restated September 20, 2006, by
and between Registrant (all classes of shares except Class B shares)
and A I M Distributors, Inc.
e(1)(ae) Amendment No. 1, dated December 8, 2006, to the First Restated Master
Distribution Agreement, made as August 18, 2003, as subsequently
amended, and restated September 20, 2006, by and between Registrant
(all classes of shares except Class B shares) and A I M Distributors,
Inc.
e(1)(af) Amendment No. 2, dated January 31, 2007, to the First Restated Master
Distribution Agreement, made as August 18, 2003, as subsequently
amended, and restated September 20, 2006, by and between Registrant
(all classes of shares except Class B shares) and A I M Distributors,
Inc.
e(1)(ag) Amendment No. 3, dated February 28, 2007, to the First Restated
Master Distribution Agreement, made as August 18, 2003, as
subsequently amended, and restated September 20, 2006, by and between
Registrant (all classes of shares except Class B shares) and A I M
Distributors, Inc.
e(1)(ah) Amendment No. 4, dated March 9, 2007, to the First Restated Master
Distribution Agreement, made as August 18, 2003, as subsequently
amended, and restated September 20, 2006, by and between Registrant
(all classes of shares except Class B shares) and A I M Distributors,
Inc.
e(1)(ai) Amendment No. 5, dated April 23, 2007, to the First Restated Master
Distribution Agreement, made as August 18, 2003, as subsequently
amended and restated September 20, 2006, by and between Registrant
(all classes of shares except Class B shares) and A I M Distributors,
Inc.
e(2)(a) First Restated Master Distribution Agreement, made as of August 18,
2003, as subsequently amended, and as restated September 20, 2006, by
and between Registrant (Class B shares) and A I M Distributors, Inc.
|
e(2)(b) Amendment No. 1, dated January 31, 2007, to the First Restated Master
Distribution Agreement, made as of August 18, 2003, as subsequently
amended, and as restated September 20, 2006, (Class B shares) by and
between Registrant and A I M Distributors, Inc.
e(2)(c) Amendment No. 2, dated February 28, 2007, to the First Restated
Master Distribution Agreement, made as of August 18, 2003, as
subsequently amended and as restated September 20, 2006, (Class B
shares) by and between Registrant and A I M Distributors, Inc.
e(2)(d) Amendment No. 3, dated March 9, 2007, to the First Restated Master
Distribution Agreement, made as of August 18, 2003, as subsequently
amended and as restated September 20, 2006, (Class B shares) by and
between Registrant and A I M Distributors, Inc.
e(2)(e) Amendment No. 4, dated April 23, 2007, to the First Restated Master
Distribution Agreement, made as of August 18, 2003, as subsequently
amended and as restated September 20, 2006, (Class B shares) by and
between Registrant and A I M Distributors, Inc.
f(1) AIM Fund Retirement Plan for Eligible Directors/Trustees, as restated
January 1, 2005
f(2)(b) Form of supplement to Deferred Compensation Plans, effective January
1, 2005 Registrant and AIM Funds
h(1)(b) Amendment No. 1, dated July 1, 2007, to the Third Amended and
Restated Transfer Agency and Service Agreement
h(2) Second Amended and Restated Master Administrative Service Agreement,
dated July 1, 2006, between Registrant and A I M Advisors, Inc.
h(3) Third Amended and Restated Memorandum of Agreement regarding
securities lending waiver, dated July 1, 2007, between Registrant,
and A I M Advisors, Inc.
h(4) Memorandum of Agreement regarding fee waivers, dated July 1, 2007,
between Registrant, on behalf of AIM Tax-Exempt Cash Fund, and A I M
Distributors, Inc.
h(5) Memorandum of Agreement regarding expense limitations, dated July 1,
2007, between Registrant, on behalf of AIM High Income Municipal
Fund, and A I M Advisors, Inc.
h(6) Memorandum of Agreement regarding Affiliated Money Market Fund
Waiver, dated July 1, 2007, between Registrant and A I M Advisors,
Inc.
h(7) Third Amended and Restated Interfund Loan Agreement, dated December
30, 2005, between Registrant and A I M Advisors, Inc.
j(1) Consent of Ballard Spahr Andrews & Ingersoll, LLP
j(2) Consent of PricewaterhouseCoopers LLP
m(1)(a) First Restated Master Distribution Plan, effective as of August 18,
2003, as subsequently amended and as restated September 20, 2006
(Class A shares), between Registrant and A I M Distributors, Inc.
|
m(1)(b) Amendment No. 1, dated January 31, 2007, to the First Restated Master
Distribution Plan, effective as August 18, 2003, as subsequently
amended, and as restated September 20, 2006 (Class A shares), between
Registrant and A I M Distributors, Inc.
m(1)(c) Amendment No. 2, dated February 28, 2007, to the First Restated
Master Distribution Plan, effective as August 18, 2003, as
subsequently amended, and as restated September 20, 2006 (Class A
shares), between Registrant and A I M Distributors, Inc.
m(1)(d) Amendment No. 3, dated March 9, 2007, to the First Restated Master
Distribution Plan, effective as August 18, 2003, as subsequently
amended, and as restated September 20, 2006 (Class A shares), between
Registrant and A I M Distributors, Inc.
m(1)(e) Amendment No. 4, dated April 23, 2007, to the First Restated Master
Distribution Plan, effective as August 18, 2003, as subsequently
amended, and as restated September 20, 2006 (Class A shares), between
Registrant and A I M Distributors, Inc.
m(3)(a) First Restated Master Distribution Plan, effective as of August 18,
2003, and as restated September 20, 2006 (Class B shares)
(Securitization Feature)
m(3)(b) Amendment No. 1, dated January 31, 2007, to the First Restated Master
Distribution Plan, effective as of August 18, 2003, and as restated
September 20, 2006 (Class B shares) (Securitization Feature)
m(3)(c) Amendment No. 2, dated February 28, 2007, to the First Restated
Master Distribution Plan, effective as of August 18, 2003, and as
restated September 20, 2006 (Class B shares) (Securitization Feature)
m(3)(d) Amendment No. 3, dated March 9, 2007, to the First Restated Master
Distribution Plan, effective as of August 18, 2003, and as restated
September 20, 2006 (Class B shares) (Securitization Feature)
m(3)(e) Amendment No. 4, dated April 23, 2007, to the First Restated Master
Distribution Plan, effective as of August 18, 2003, and as restated
September 20, 2006 (Class B shares) (Securitization Feature)
m(4)(a) First Restated Master Distribution Plan, effective August 18, 2003,
as subsequently amended, and as restated September 20, 2006 (Class C
shares)
m(4)(b) Amendment No. 1, dated January 31, 2007, to the First Restated Master
Distribution Plan, effective August 18, 2003, as subsequently
amended, and as restated September 20, 2006 (Class C shares)
m(4)(c) Amendment No. 2, dated February 28, 2007, to the First Restated
Master Distribution Plan, effective August 18, 2003, as subsequently
amended, and as restated September 20, 2006 (Class C shares)
m(4)(d) Amendment No. 3, dated March 9, 2007, to the First Restated Master
Distribution Plan, effective August 18, 2003, as subsequently
amended, and as restated September 20, 2006 (Class C shares)
m(4)(e) Amendment No. 4, dated April 23, 2007, to the First Restated Master
Distribution Plan, effective August 18, 2003, as subsequently
amended, and as restated September 20, 2006 (Class C shares)
|
m(5) Master Related Agreement to First Restated Master Distribution Plan
(Class A shares)
m(7) Master Related Agreement to First Restated Master Distribution Plan
(Class C shares)
n Eleventh Amended and Restated Multiple Class Plan to The AIM Family
of Funds(R) effective December 12, 2001, as further amended and
restated effective December 8, 2006
q Powers of Attorney for Baker, Bayley, Bunch, Crockett, Dowden,
Fields, Flanagan, Frischling, Mathai-Davis, Pennock, Quigley, Soll,
Stickel and Taylor
|
AMENDMENT TO
AMENDED AND RESTATED BYLAWS
OF AIM TAX-EXEMPT FUNDS
Adopted effective August 1, 2006
The Amended and Restated Bylaws of AIM Tax-Exempt Funds (the "Trust"), adopted effective September 14, 2005, (the "Bylaws"), are hereby amended as follows:
1. Article III is hereby amended and restated to read in its entirety as follows:
"ARTICLE III
OFFICERS
Section 1. Executive Officers. The executive officers shall include a Principal Executive Officer, a President, one or more Vice Presidents, which may include one or more Executive Vice Presidents and/or Senior Vice Presidents (the number thereof to be determined by the Board of Trustees), a Principal Financial Officer, a Chief Legal Officer, a Chief Compliance Officer, a Senior Officer, a Treasurer, a Secretary and an Anti-Money Laundering Compliance Officer. The Board of Trustees may also in its discretion appoint Assistant Vice Presidents, Assistant Secretaries, Assistant Treasurers, and other officers, agents and employees, who shall have such authority and perform such duties as the Board may determine. The Board of Trustees may fill any vacancy which may occur in any office. Any two offices, except for those of President and Vice President, may be held by the same person, but no officer shall execute, acknowledge or verify any instrument on behalf of the Trust in more than one capacity, if such instrument is required by law or by these Bylaws to be executed, acknowledged or verified by two or more officers.
Section 2. Term of Office. Unless otherwise specifically determined by the Board of Trustees, the officers shall serve at the pleasure of the Board of Trustees. If the Board of Trustees in its judgment finds that the best interests of the Trust will be served, the Board of Trustees may remove any officer of the Trust at any time with or without cause. The Trustees may delegate this power to the President (without supervision by the Trustees) with respect to any other officer. Such removal shall be without prejudice to the contract rights, if any, of the person so removed. Any officer may resign from office at any time by delivering a written resignation to the Trustees or the President. Unless otherwise specified therein, such resignation shall take effect upon delivery.
Section 3. Principal Executive Officer. The Principal Executive Officer shall be the chief executive officer of the Trust and shall generally manage the business and affairs of the Trust. The Principal Executive Officer shall be responsible for making the certifications required of the Trust's principal executive officer by Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 and the rules promulgated thereunder by the Securities and Exchange Commission.
Section 4. President; Vice Presidents. The President and one or more Vice Presidents, which may include one or more Executive Vice Presidents and/or Senior Vice Presidents, shall have and exercise such powers and duties of the Principal Executive Officer in the absence or inability to act of the Principal Executive Officer, as may be assigned to them,
respectively, by the Board of Trustees or, to the extent not so assigned, by the Principal Executive Officer. In the absence or inability to act of the Principal Executive Officer, the powers and duties of the Principal Executive Officer not otherwise assigned by the Board of Trustees or the Principal Executive Officer shall devolve first upon the President, then upon the Executive Vice Presidents, then upon the Senior Vice Presidents, and finally upon the Vice Presidents, all in the order of their election. If both the Chair and the Vice Chair are absent, or if the Chair is absent and there is no Vice Chair, the President shall, if present, preside at all meetings of the Shareholders and the Board of Trustees.
Section 5. Principal Financial Officer. The Principal Financial Officer, who shall also have a title of at least Vice President, shall be the chief financial officer of the Trust and shall generally manage the financial affairs of the Trust. The Principal Financial Officer shall be responsible for making the certifications required of the Trust's principal financial officer by Sections 302 and 906 of the Sarbanes-Oxley Act of 2002 and the rules promulgated thereunder.
Section 6. Chief Legal Officer. The Chief Legal Officer, who shall also have a title of at least Senior Vice President, shall generally manage the legal affairs of the Trust. The Chief Legal Officer shall be responsible for receiving up-the-ladder reports within the Trust of any evidence of material violations of securities laws or breaches of fiduciary duty or similar violations by the Trust, as required by Section 307 of the Sarbanes-Oxley Act of 2002 and the rules promulgated thereunder.
Section 7. Chief Compliance Officer. The Chief Compliance Officer, who shall also have a title of at least Senior Vice President, shall be responsible for administering the Trust's policies and procedures adopted pursuant to Rule 38a-1(a)(1) under the 1940 Act.
Section 8. Senior Officer. The Senior Officer, who shall also have a title of at least Senior Vice President, shall be employed by or on behalf of the Trust and shall have such powers and duties as are set forth in such Senior Officer's Executive Employment Agreement.
Section 9. Treasurer. The Treasurer shall have the care and custody of the funds and securities of the Trust and shall deposit the same in the name of the Trust in such bank or banks or other depositories, subject to withdrawal in such manner as these Bylaws or the Board of Trustees may determine. The Treasurer shall, if required by the Board of Trustees, give such bond for the faithful discharge of duties in such form as the Board of Trustees may require.
Section 10. Secretary. The Secretary shall (a) have custody of the seal of the Trust; (b) if requested, attend meetings of the Shareholders, the Board of Trustees, and any committees or sub-committees of Trustees; (c) keep or cause to be kept the minutes of all meetings of Shareholders, the Board of Trustees and any committees or sub-committees thereof, and (d) issue all notices of the Trust. The Secretary shall have charge of the Shareholder records and such other books and papers as the Board may direct, and shall perform such other duties as may be incidental to the office or which are assigned by the Board of Trustees.
Section 11. Anti-Money Laundering Compliance Officer. The Anti-Money Laundering Compliance Officer shall have such powers and duties as are set forth in the Anti-Money Laundering Program adopted by the Trust pursuant to the USA PATRIOT Act of 2001 and the rules promulgated thereunder, as such Program may be amended from time to time.
Section 12. Assistant Officers. Assistant officers, which may include one or more Assistant Vice Presidents, Assistant Secretaries and Assistant Treasurers, shall perform such
functions and have such responsibilities as the Board of Trustees may assign to them or, to the extent not so assigned, by the Vice President(s), Secretary or Treasurer, as applicable.
Section 13. Surety Bond. The Trustees may require any officer or agent of the Trust to execute a bond (including, without limitation, any bond required by the 1940 Act and the rules and regulations of the Securities and Exchange Commission (the "Commission") to the Trust in such sum and with such surety or sureties as the Trustees may determine, conditioned upon the faithful performance of his or her duties to the Trust, including responsibility for negligence and for the accounting of any of the Trust's property, funds, or securities that may come into his or her hands.
Section 14. Authorized Signatories. Unless a specific officer is otherwise designated in these Bylaws or in a resolution adopted by the Board of Trustees, the proper officers of the Trust for executing agreements, documents and instruments other than Internal Revenue Service forms shall be the Principal Executive Officer, the President, any Vice President, the Principal Financial Officer, the Chief Legal Officer, the Chief Compliance Officer, the Senior Officer, the Treasurer, the Secretary, the Anti-Money Laundering Compliance Officer or any Assistant Secretary. Unless a specific officer is otherwise designated in these Bylaws or in a resolution adopted by the Board of Trustees, the proper officers of the Trust for executing any and all Internal Revenue Service forms shall be the Principal Executive Officer, the President, any Vice President, the Principal Financial Officer, the Treasurer, the Secretary or any Assistant Secretary."
AMENDMENT NO. 2 TO
AMENDED AND RESTATED BYLAWS
OF AIM TAX-EXEMPT FUNDS
Adopted effective March 23, 2007
The Amended and Restated Bylaws of AIM Tax-Exempt Funds (the "Trust"), adopted effective September 14, 2005, (the "Bylaws"), are hereby amended as follows:
1. Article III, Section 14 is hereby amended and restated to read in its entirety as follows:
"Section 14. Authorized Signatories. Unless a specific officer is otherwise designated in these Bylaws or in a resolution adopted by the Board of Trustees, the proper officers of the Trust for executing agreements, documents and instruments other than Internal Revenue Service forms shall be the Principal Executive Officer, the President, any Vice President, the Principal Financial Officer, the Chief Legal Officer, the Chief Compliance Officer, the Senior Officer, the Treasurer, the Secretary, the Anti-Money Laundering Compliance Officer, any Assistant Vice President, any Assistant Treasurer or any Assistant Secretary. Unless a specific officer is otherwise designated in these Bylaws or in a resolution adopted by the Board of Trustees, the proper officers of the Trust for executing any and all Internal Revenue Service forms shall be the Principal Executive Officer, the President, any Vice President, the Principal Financial Officer, the Treasurer, the Secretary, any Assistant Treasurer or any Assistant Secretary."
AMENDMENT NO. 27 TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
The Amended and Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as "Fund", or collectively, "Funds"), severally, on behalf of each of its series of common stock or beneficial interest, as the case may be, set forth on Schedule A to the Agreement, (each, a "Portfolio"), with respect to each class of shares except Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor") is hereby amended.
WHEREAS, the parties desire to amend the Agreement to reflect the termination of Class B1 shares of AIM Floating Rate Fund.
1. Effective as of July 27, 2006, Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
AIM Advantage Health Sciences Fund - Class A
Class C
AIM Floating Rate Fund - Class A
Class C
Class R
Institutional Class
AIM Multi-Sector Fund - Class A
Class C
Institutional Class
AIM Structured Core Fund - Class A
Class C
Class R
Institutional Class
|
AIM Structured Growth Fund - Class A
Class C
Class R
Institutional Class
AIM Structured Value Fund - Class A
Class C
Class R
Institutional Class
AIM EQUITY FUNDS
AIM Capital Development Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Charter Fund - Class A
Class C
Class R
Institutional Class
AIM Constellation Fund - Class A
Class C
Class R
Institutional Class
AIM Diversified Dividend Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Select Basic Value Fund - Class A
Class C
AIM FUNDS GROUP
AIM Basic Balanced Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM European Small Company Fund - Class A
Class C
AIM Global Value Fund - Class A
Class C
|
Institutional Class
AIM International Small Company Fund - Class A
Class C
Institutional Class
AIM Mid Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Select Equity Fund - Class A
Class C
AIM Small Cap Equity Fund - Class A
Class C
Class R
Institutional Class
AIM GROWTH SERIES
AIM Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Global Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Income Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM International Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Mid Cap Core Equity Fund - Class A
Class C
Class R
Institutional Class
|
AIM Moderate Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Moderately Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Small Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM INTERNATIONAL MUTUAL FUNDS
AIM Asia Pacific Growth Fund - Class A
Class C
AIM European Growth Fund - Class A
Class C
Class R
Investor Class
AIM Global Aggressive Growth Fund - Class A
Class C
AIM Global Growth Fund - Class A
Class C
AIM International Core Equity Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM International Growth Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT FUNDS
AIM China Fund - Class A
Class C
Institutional Class
AIM Developing Markets Fund - Class A
Class C
Institutional Class
|
AIM Enhanced Short Bond Fund - Class A
Class C
Class R
Institutional Class
AIM Global Health Care Fund - Class A
Class C
Investor Class
AIM International Bond Fund - Class A
Class C
Institutional Class
AIM Japan Fund - Class A
Class C
Institutional Class
AIM Trimark Endeavor Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Small Companies Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT SECURITIES FUNDS
AIM Global Real Estate Fund - Class A
Class C
Class R
Institutional Class
AIM High Yield Fund - Class A
Class C
Institutional Class
Investor Class
AIM Income Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Intermediate Government Fund - Class A
Class C
Class R
Institutional Class
Investor Class
|
AIM Limited Maturity Treasury Fund - Class A
Class A3
Institutional Class
AIM Money Market Fund - AIM Cash Reserve Shares
Class C
Class R
Institutional Class
Investor Class
AIM Municipal Bond Fund - Class A
Class C
Investor Class
AIM Real Estate Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Short Term Bond Fund - Class A
Class C
Class R
Institutional Class
AIM Total Return Bond Fund - Class A
Class C
Class R
Institutional Class
AIM SECTOR FUNDS
AIM Energy Fund - Class A
Class C
Institutional Class
Investor Class
AIM Financial Services Fund - Class A
Class C
Investor Class
AIM Gold & Precious Metals Fund - Class A
Class C
Investor Class
AIM Leisure Fund - Class A
Class C
Class R
Investor Class
AIM Technology Fund - Class A
Class C
Institutional Class
Investor Class
|
AIM Utilities Fund - Class A
Class C
Institutional Class
Investor Class
AIM SPECIAL OPPORTUNITIES FUNDS
AIM Opportunities I Fund - Class A
Class C
AIM Opportunities II Fund - Class A
Class C
AIM Opportunities III Fund - Class A
Class C
AIM STOCK FUNDS
AIM Dynamics Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM S&P 500 Index Fund - Institutional Class
Investor Class
AIM SUMMIT FUND Class A
Class C
AIM TAX-EXEMPT FUNDS
AIM High Income Municipal Fund - Class A
Class C
AIM Tax-Exempt Cash Fund - Class A
Investor Class
AIM Tax-Free Intermediate Fund - Class A
Class A3
Institutional Class
AIM TREASURER'S SERIES TRUST
Premier Portfolio Investor Class
Premier Tax-Exempt Portfolio Investor Class
Premier U.S. Government Money Portfolio Investor Class"
|
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: July 27, 2006
EACH FUND (LISTED ON SCHEDULE A) ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A
By: /s/ Robert H. Graham
------------------------------------
Robert H. Graham
President
|
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles
------------------------------------
Gene L. Needles
President
|
AMENDMENT NO. 28 TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
The Amended and Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as "Fund", or collectively, "Funds"), severally, on behalf of each of its series of common stock or beneficial interest, as the case may be, set forth on Schedule A to the Agreement, (each, a "Portfolio"), with respect to each class of shares except Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor") is hereby amended to reflect the addition of Institutional Class shares of AIM High Income Municipal Fund.
Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
AIM Advantage Health Sciences Fund - Class A
Class C
AIM Floating Rate Fund - Class A
Class C
Class R
Institutional Class
AIM Multi-Sector Fund - Class A
Class C
Institutional Class
AIM Structured Core Fund - Class A
Class C
Class R
Institutional Class
AIM Structured Growth Fund - Class A
Class C
Class R
Institutional Class
AIM Structured Value Fund - Class A
Class C
Class R
Institutional Class
AIM EQUITY FUNDS
AIM Capital Development Fund - Class A
|
Class C
Class R
Institutional Class
Investor Class
AIM Charter Fund - Class A
Class C
Class R
Institutional Class
AIM Constellation Fund - Class A
Class C
Class R
Institutional Class
AIM Diversified Dividend Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Select Basic Value Fund - Class A
Class C
AIM FUNDS GROUP
AIM Basic Balanced Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM European Small Company Fund - Class A
Class C
AIM Global Value Fund - Class A
Class C
Institutional Class
AIM International Small Company Fund - Class A
Class C
Institutional Class
AIM Mid Cap Basic Value Fund - Class A
|
Class C
Class R
Institutional Class
AIM Select Equity Fund - Class A
Class C
AIM Small Cap Equity Fund - Class A
Class C
Class R
Institutional Class
AIM GROWTH SERIES
AIM Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Global Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Income Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM International Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Mid Cap Core Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Growth Allocation Fund - Class A
Class C
|
Class R
Institutional Class
AIM Moderately Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Small Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM INTERNATIONAL MUTUAL FUNDS
AIM Asia Pacific Growth Fund - Class A
Class C
AIM European Growth Fund - Class A
Class C
Class R
Investor Class
AIM Global Aggressive Growth Fund - Class A
Class C
AIM Global Growth Fund - Class A
Class C
AIM International Core Equity Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM International Growth Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT FUNDS
AIM China Fund - Class A
Class C
Institutional Class
AIM Developing Markets Fund - Class A
Class C
Institutional Class
AIM Enhanced Short Bond Fund - Class A
Class C
Class R
Institutional Class
AIM Global Health Care Fund - Class A
|
Class C
Investor Class
AIM International Bond Fund - Class A
Class C
Institutional Class
AIM Japan Fund - Class A
Class C
Institutional Class
AIM Trimark Endeavor Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Small Companies Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT SECURITIES FUNDS
AIM Global Real Estate Fund - Class A
Class C
Class R
Institutional Class
AIM High Yield Fund - Class A
Class C
Institutional Class
Investor Class
AIM Income Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Intermediate Government Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Limited Maturity Treasury Fund - Class A
Class A3
Institutional Class
AIM Money Market Fund - AIM Cash Reserve Shares
Class C
|
Class R
Institutional Class
Investor Class
AIM Municipal Bond Fund - Class A
Class C
Investor Class
AIM Real Estate Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Short Term Bond Fund - Class A
Class C
Class R
Institutional Class
AIM Total Return Bond Fund - Class A
Class C
Class R
Institutional Class
AIM SECTOR FUNDS
AIM Energy Fund - Class A
Class C
Institutional Class
Investor Class
AIM Financial Services Fund - Class A
Class C
Investor Class
AIM Gold & Precious Metals Fund - Class A
Class C
Investor Class
AIM Leisure Fund - Class A
Class C
Class R
Investor Class
AIM Technology Fund - Class A
Class C
Institutional Class
Investor Class
AIM Utilities Fund - Class A
Class C
Institutional Class
Investor Class
AIM SPECIAL OPPORTUNITIES FUNDS
AIM Opportunities I Fund - Class A
|
Class C
AIM Opportunities II Fund - Class A
Class C
AIM Opportunities III Fund - Class A
Class C
AIM STOCK FUNDS
AIM Dynamics Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM S&P 500 Index Fund - Institutional Class
Investor Class
AIM SUMMIT FUND Class A
Class C
AIM TAX-EXEMPT FUNDS
AIM High Income Municipal Fund - Class A
Class C
Institutional Class
AIM Tax-Exempt Cash Fund - Class A
Investor Class
AIM Tax-Free Intermediate Fund - Class A
Class A3
Institutional Class
AIM TREASURER'S SERIES TRUST
Premier Portfolio Investor Class
Premier Tax-Exempt Portfolio Investor Class
Premier U.S. Government Money Portfolio Investor Class"
|
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: July 31, 2006
EACH FUND (LISTED ON SCHEDULE A)
ON BEHALF OF THE SHARES OF EACH
PORTFOLIO LISTED ON SCHEDULE A
By: /s/ Robert H. Graham
------------------------------------
Robert H. Graham
President
|
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles
------------------------------------
Gene L. Needles
President
|
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
THIS AGREEMENT made as of the 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to this Agreement (each individually referred to as "Fund", or collectively, "Funds"), severally, on behalf of each of its series of common stock or beneficial interest, as the case may be, set forth on Schedule A to this Agreement, (each, a "Portfolio"), with respect to each class of shares except Class B Shares as set forth on Schedule A to this Agreement, (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor").
WITNESSETH:
In consideration of the mutual covenants herein contained and other good and valuable consideration, the receipt whereof is hereby acknowledged, the parties hereto agree as follows:
FIRST: The Fund on behalf of each Portfolio hereby appoints the Distributor as its exclusive agent for the sale of the Shares to the public directly and through investment dealers and financial institutions in the United States and throughout the world in accordance with the terms of the then current prospectus or statement of additional information (collectively, a "Prospectus") applicable to the Portfolio.
SECOND: The Fund shall not sell any Shares except through the Distributor and under the terms and conditions set forth in paragraph FOURTH below. Notwithstanding the provisions of the foregoing sentence, however:
(A) the Fund may issue Shares of a Portfolio to any other investment company or personal holding company, or to the shareholders thereof, in exchange for all or a majority of the shares or assets of any such company;
(B) the Fund may issue Shares at their net asset value in connection with certain classes of transactions or to certain classes of investors, in accordance with Rule 22d-1 under the Investment Company Act of 1940, as amended (the "1940 Act"), provided that any such class of transaction or class of investor is specified in the Prospectus of the applicable Portfolio; and
(C) the Fund shall have the right to specify minimum amounts for initial and subsequent orders for the purchase of Shares of a Portfolio.
THIRD: The Distributor hereby accepts appointment as exclusive agent for the sale of the Shares and agrees that it will use its best efforts to sell such Shares; provided, however, that:
(A) the Distributor may, and when requested by the Fund on behalf of a Portfolio shall, suspend its efforts to effectuate sales of Shares at any time when, in the opinion of the Distributor or of the Fund, no sales should be made because of market or other economic considerations or abnormal circumstances of any kind;
(B) the Fund may withdraw the offering of the Shares of a Portfolio (i) at any time with the consent of the Distributor, or (ii) without such consent when so required by the provisions of any statute or of any order, rule or regulation of any governmental body having jurisdiction; and
(C) the Distributor, as agent, does not undertake to sell any specific amount of Shares of a Portfolio.
FOURTH:
(A) The public offering price of the Shares of a Portfolio (the "offering price") shall be the net asset value per share plus a sales charge, if any. Net asset value per share shall be determined in accordance with the provisions of the Prospectus of the applicable Portfolio. The sales charge shall be established by the Distributor. The Distributor may establish a schedule of contingent deferred sales charges to be imposed at the time of redemption of certain Shares and such schedule of contingent deferred sales charges shall be disclosed in the Prospectus of each Portfolio. The sales charges and schedule of contingent deferred sales charges may reflect scheduled variations in, the elimination of, or waivers of sales charges on sales of or redemptions of Shares either generally to the public, or to any specified class of investors or in connection with any specified class of transactions, in accordance with applicable rules and regulations and exemptive relief granted by the Securities and Exchange Commission ("SEC") and as set forth in the Prospectus applicable to the Shares. The Distributor and the Fund shall apply any then applicable scheduled variation in, elimination of, or waiver of, the selling commission or contingent deferred sales charge uniformly to all classes of transactions or classes of investors.
(B) The Portfolios shall allow directly to investment dealers and other financial institutions through whom Shares are sold, such portion of any applicable sales charges as may be payable to them and specified by the Distributor up to but not exceeding the amount of the total sales charge. The difference between any sales charges so payable and the total sales charges included in the offering price shall be paid to the Distributor.
The Distributor may pay to investment dealers and other financial institutions through whom Shares are sold, such sales charge or other payment as the Distributor may specify from time to time. Payment of any such sales charge or other payment shall be the sole obligation of the Distributor.
(C) No provision of this Agreement shall be deemed to prohibit any payments by a Fund to the Distributor or by the Distributor to investment dealers, financial institutions and 401(k) plan service providers where such payments are made under a distribution plan adopted by the Fund on behalf of the Shares of a Portfolio pursuant to Rule 12b-1 under the 1940 Act.
(D) The Fund shall redeem the Shares from shareholders in accordance with the terms set forth from time to time in the Prospectus of each Portfolio. The price to be paid to a shareholder to redeem the Shares shall be equal to the net asset value of the Shares being redeemed, less any applicable contingent deferred sales charge ("gross redemption proceeds"), calculated pursuant to the then applicable schedule of contingent deferred sales charges, and if applicable, after payment of any applicable contingent deferred sales charge, less any applicable redemption fee, which redemption fee shall be retained by the Portfolio ("net redemption proceeds"). The Distributor shall be entitled to receive the amount of any applicable contingent deferred sales charge that has been subtracted from gross redemption proceeds. The Fund shall pay or cause the Fund's transfer agent to pay the applicable contingent deferred sales charge to the Distributor on the date net redemption proceeds are payable to the redeeming shareholder.
FIFTH: The Distributor shall act as agent of the Fund on behalf of each Portfolio in connection with the sale and redemption of Shares. Except with respect to such sales and redemptions, the Distributor shall act as principal in all matters relating to the promotion or the sale of Shares and shall enter into all of its own engagements, agreements and contracts as principal on its own account. The Distributor shall enter into agreements with investment dealers and financial institutions selected by the Distributor, authorizing such investment dealers and financial institutions to offer and sell the Shares to the public upon the terms and conditions set forth therein, which shall not be inconsistent with the provisions of this Agreement. Each agreement shall provide that the investment dealer or financial institution shall act as a principal, and not as an agent, of the Fund on behalf of the Portfolios. The Distributor or such other investment dealers or financial institutions will be deemed to have performed all services required to be performed in order to be entitled to receive the asset based sales charge portion of any amounts payable with respect to Class A, Class A3, Class C, Class R and Investor Class Shares to the Distributor pursuant to a distribution plan adopted by the Fund on behalf of each Portfolio pursuant to Rule 12b-1 under the 1940 Act upon the settlement of each sale of a Class A, Class A3, Class C, Class R or Investor Class Share (or a share of another portfolio from which such Share derives).
SIXTH: The Portfolio shall bear:
(A) the expenses of qualification of Shares for sale in connection with such public offerings in such states as shall be selected by the Distributor, and of continuing the qualification therein until the Distributor notifies the Fund that it does not wish such qualification continued; and
(B) all legal expenses in connection with the foregoing.
SEVENTH: The Distributor shall bear the expenses of printing from the final proof and distributing the Prospectuses for the Shares (including supplements thereto) relating to public offerings made by the Distributor pursuant to this Agreement (which shall not include those Prospectuses, and supplements thereto, to be distributed to shareholders of each Portfolio), and any other promotional or sales literature used by the Distributor or furnished by the Distributor to investment dealers and financial institutions in connection with such public offerings, and expenses of advertising in connection with such public offerings.
EIGHTH: The Distributor will accept orders for the purchase of Shares only to the extent of purchase orders actually received and not in excess of such orders, and it will not avail itself of any opportunity of making a profit by expediting or withholding orders. The Fund may reject purchase orders where, in the judgment of the Fund, such rejection is in the best interest of the Fund.
NINTH: The Fund, on behalf of the Portfolios, and the Distributor shall each comply with all applicable provisions of the 1940 Act, the Securities Act of 1933, as amended, and of all other federal and state laws, rules and regulations governing the issuance and sale of the Shares.
TENTH:
(A) In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Distributor, the Fund on behalf of the Portfolios shall indemnify the Distributor against any and all claims, demands, liabilities and expenses which the Distributor may incur under the Securities Act of 1933, or common law or otherwise, arising out of or based upon any alleged untrue statement of a material fact contained in any registration statement or Prospectus of the Portfolios, or any omission to state a material fact therein, the
omission of which makes any statement contained therein misleading, unless such statement or omission was made in reliance upon, and in conformity with, information furnished to the Fund in connection therewith by or on behalf of the Distributor. The Distributor shall indemnify the Fund and the Shares against any and all claims, demands, liabilities and expenses which the Fund or the Shares may incur arising out of or based upon any act or deed of the Distributor or its sales representatives which has not been authorized by the Fund in its Prospectus or in this Agreement.
(B) The Distributor shall indemnify the Fund and the Portfolio against any and all claims, demands, liabilities and expenses which the Fund or the Portfolio may incur under the Securities Act of 1933, as amended, or common law or otherwise, arising out of or based upon any alleged untrue statement of a material fact contained in any registration statement or Prospectus of the Portfolios, or any omission to state a material fact therein if such statement or omission was made in reliance upon, and in conformity with, information furnished to the Fund in connection therewith by or on behalf of the Distributor.
(C) Notwithstanding any other provision of this Agreement, the Distributor shall not be liable for any errors of the transfer agent(s) of the Portfolio, or for any failure of any such transfer agent to perform its duties.
ELEVENTH: Nothing herein contained shall require the Fund to take any action contrary to any provision of its Agreement and Declaration of Trust, as amended, or to any applicable statute or regulation.
TWELFTH: This Agreement shall become effective with respect to the Shares of each Portfolio upon its approval by the Board of Trustees or Board of Directors of the fund and by a vote of the majority of the trustees or directors of the Fund who are not interested parties to this Agreement or "interested persons" (as defined in Section 2(a)(19) of the 1940 Act) of any party to this Agreement cast in person at a meeting called for such purpose, shall continue in force and effect until June 30, 2007, and shall continue in force and effect from year to year thereafter, provided, that such continuance is specifically approved with respect to the Shares of each Portfolio at least annually (a)(i) by the Board of Trustees or Board of Directors of the Fund or (ii) by the vote of a majority of the outstanding Shares of such class of such Portfolio (as defined in Section 2(a)(42) of the 1940 Act), and (b) by vote of a majority of the trustees or directors of the Fund who are not parties to this Agreement or "interested persons" (as defined in Section 2(a)(19) of the 1940 Act) of any party to this Agreement cast in person at a meeting called for such purpose.
THIRTEENTH:
(A) This Agreement may be terminated with respect to the Shares of any Portfolio at any time, without the payment of any penalty, by vote of the Board of Trustees or Board of Directors of the Fund or by vote of a majority of the outstanding Shares of such class of such Portfolio, or by the Distributor, on sixty (60) days' written notice to the other party; and
(B) This Agreement shall automatically terminate in the event of its assignment, the term "assignment" having the meaning set forth in Section 2(a)(4) of the 1940 Act.
FOURTEENTH: Any notice under this Agreement shall be in writing, addressed and delivered, or mailed postage prepaid, to the other party at such address as the other party may designate for the receipt of notices. Until further notice to the other party, the addresses of each Fund and the Distributor shall be 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1143.
FIFTEENTH: Notice is hereby given that, as provided by applicable law, the obligations of or arising out of this Agreement are not binding upon any of the shareholders of the Fund or any Portfolio individually, but are binding only upon the assets and property of the Fund or such Portfolio and that the shareholders shall be entitled, to the fullest extent permitted by applicable law, to the same limitation on personal liability as stockholders of private corporations for profit.
SIXTEENTH: This Agreement shall be deemed to be a contract made in the State of Delaware and governed by, construed in accordance with and enforced pursuant to the internal laws of the State of Delaware without reference to its conflicts of laws rules.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed in duplicate on the day and year first above written.
EACH FUND (LISTED ON SCHEDULE A) ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A
By: /s/ Philip A. Taylor
------------------------------------
Name: Philip A. Taylor
Title: President
|
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles
------------------------------------
Name: Gene L. Needles
Title: President
|
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
AIM Advantage Health Sciences Fund - Class A
Class C
AIM Floating Rate Fund - Class A
Class C
Class R
Institutional Class
AIM Multi-Sector Fund - Class A
Class C
Institutional Class
AIM Structured Core Fund - Class A
Class C
Class R
Institutional Class
AIM Structured Growth Fund - Class A
Class C
Class R
Institutional Class
AIM Structured Value Fund - Class A
Class C
Class R
Institutional Class
AIM EQUITY FUNDS
AIM Capital Development Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Charter Fund - Class A
Class C
Class R
Institutional Class
|
AIM Constellation Fund - Class A
Class C
Class R
Institutional Class
AIM Diversified Dividend Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Select Basic Value Fund - Class A
Class C
AIM FUNDS GROUP
AIM Basic Balanced Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM European Small Company Fund - Class A
Class C
AIM Global Value Fund - Class A
Class C
Institutional Class
AIM International Small Company Fund - Class A
Class C
Institutional Class
AIM Mid Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
|
AIM Select Equity Fund - Class A
Class C
AIM Small Cap Equity Fund - Class A
Class C
Class R
Institutional Class
AIM GROWTH SERIES
AIM Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Global Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Income Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM International Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Mid Cap Core Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Growth Allocation Fund - Class A
Class C
|
Class R
Institutional Class
AIM Moderately Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Small Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM INTERNATIONAL MUTUAL FUNDS
AIM Asia Pacific Growth Fund - Class A
Class C
AIM European Growth Fund - Class A
Class C
Class R
Investor Class
AIM Global Aggressive Growth Fund - Class A
Class C
AIM Global Growth Fund - Class A
Class C
AIM International Core Equity Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM International Growth Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT FUNDS
AIM China Fund - Class A
Class C
Institutional Class
AIM Developing Markets Fund - Class A
Class C
Institutional Class
|
AIM Enhanced Short Bond Fund - Class A
Class C
Class R
Institutional Class
AIM Global Health Care Fund - Class A
Class C
Investor Class
AIM International Bond Fund - Class A
Class C
Institutional Class
AIM Japan Fund - Class A
Class C
Institutional Class
AIM Trimark Endeavor Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Small Companies Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT SECURITIES FUNDS
AIM Global Real Estate Fund - Class A
Class C
Class R
Institutional Class
AIM High Yield Fund - Class A
Class C
Institutional Class
Investor Class
AIM Income Fund - Class A
Class C
Class R
Institutional Class
Investor Class
|
AIM Intermediate Government Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Limited Maturity Treasury Fund - Class A
Class A3
Institutional Class
AIM Money Market Fund - AIM Cash Reserve Shares
Class C
Class R
Institutional Class
Investor Class
AIM Municipal Bond Fund - Class A
Class C
Investor Class
AIM Real Estate Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Short Term Bond Fund - Class A
Class C
Class R
Institutional Class
AIM Total Return Bond Fund - Class A
Class C
Class R
Institutional Class
AIM SECTOR FUNDS
AIM Energy Fund - Class A
Class C
Institutional Class
Investor Class
AIM Financial Services Fund - Class A
Class C
Investor Class
AIM Gold & Precious Metals Fund - Class A
Class C
Investor Class
|
AIM Leisure Fund - Class A
Class C
Class R
Investor Class
AIM Technology Fund - Class A
Class C
Institutional Class
Investor Class
AIM Utilities Fund - Class A
Class C
Institutional Class
Investor Class
AIM SPECIAL OPPORTUNITIES FUNDS
AIM Opportunities I Fund - Class A
Class C
AIM Opportunities II Fund - Class A
Class C
AIM Opportunities III Fund - Class A
Class C
AIM STOCK FUNDS
AIM Dynamics Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM S&P 500 Index Fund - Institutional Class
Investor Class
AIM SUMMIT FUND Class A
Class C
AIM TAX-EXEMPT FUNDS
AIM High Income Municipal Fund - Class A
Class C
Institutional Class
|
AIM Tax-Exempt Cash Fund - Class A
Investor Class
AIM Tax-Free Intermediate Fund - Class A
Class A3
Institutional Class
AIM TREASURER'S SERIES TRUST
Premier Portfolio Investor Class
Premier Tax-Exempt Portfolio Investor Class
Premier U.S. Government Money Portfolio Investor Class
|
AMENDMENT NO. 1
TO THE
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
The First Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, as subsequently amended and restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as "Fund", or collectively, "Funds"), severally, on behalf of each of its series of beneficial interest set forth on Schedule A to the Agreement, (each, a "Portfolio"), with respect to each class of shares except Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor"), is hereby amended to reflect the addition of Class P shares of AIM Summit Fund.
Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
AIM Advantage Health Sciences Fund - Class A
Class C
AIM Floating Rate Fund - Class A
Class C
Class R
Institutional Class
AIM Multi-Sector Fund - Class A
Class C
Institutional Class
AIM Structured Core Fund - Class A
Class C
Class R
Institutional Class
AIM Structured Growth Fund - Class A
Class C
Class R
Institutional Class
|
AIM Structured Value Fund - Class A
Class C
Class R
Institutional Class
AIM EQUITY FUNDS
AIM Capital Development Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Charter Fund - Class A
Class C
Class R
Institutional Class
AIM Constellation Fund - Class A
Class C
Class R
Institutional Class
AIM Diversified Dividend Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Select Basic Value Fund - Class A
Class C
AIM FUNDS GROUP
AIM Basic Balanced Fund - Class A
Class C
Class R
Institutional Class
Investor Class
|
AIM European Small Company Fund - Class A
Class C
AIM Global Value Fund - Class A
Class C
Institutional Class
AIM International Small Company Fund - Class A
Class C
Institutional Class
AIM Mid Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Select Equity Fund - Class A
Class C
AIM Small Cap Equity Fund - Class A
Class C
Class R
Institutional Class
AIM GROWTH SERIES
AIM Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Global Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Income Allocation Fund - Class A
Class C
Class R
Institutional Class
|
AIM International Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Mid Cap Core Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Moderately Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Small Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM INTERNATIONAL MUTUAL FUNDS
AIM Asia Pacific Growth Fund - Class A
Class C
AIM European Growth Fund - Class A
Class C
Class R
Investor Class
AIM Global Aggressive Growth Fund - Class A
Class C
AIM Global Growth Fund - Class A
Class C
AIM International Core Equity Fund - Class A
|
Class C
Class R
Institutional Class
Investor Class
AIM International Growth Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT FUNDS
AIM China Fund - Class A
Class C
Institutional Class
AIM Developing Markets Fund - Class A
Class C
Institutional Class
AIM Enhanced Short Bond Fund - Class A
Class C
Class R
Institutional Class
AIM Global Health Care Fund - Class A
Class C
Investor Class
AIM International Bond Fund - Class A
Class C
Institutional Class
AIM Japan Fund - Class A
Class C
Institutional Class
AIM Trimark Endeavor Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Small Companies Fund - Class A
Class C
Class R
Institutional Class
|
AIM INVESTMENT SECURITIES FUNDS
AIM Global Real Estate Fund - Class A
Class C
Class R
Institutional Class
AIM High Yield Fund - Class A
Class C
Institutional Class
Investor Class
AIM Income Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Intermediate Government Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Limited Maturity Treasury Fund - Class A
Class A3
Institutional Class
AIM Money Market Fund - AIM Cash Reserve Shares
Class C
Class R
Institutional Class
Investor Class
AIM Municipal Bond Fund - Class A
Class C
Investor Class
AIM Real Estate Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Short Term Bond Fund - Class A
Class C
Class R
Institutional Class
|
AIM Total Return Bond Fund - Class A
Class C
Class R
Institutional Class
AIM SECTOR FUNDS
AIM Energy Fund - Class A
Class C
Institutional Class
Investor Class
AIM Financial Services Fund - Class A
Class C
Investor Class
AIM Gold & Precious Metals Fund - Class A
Class C
Investor Class
AIM Leisure Fund - Class A
Class C
Class R
Investor Class
AIM Technology Fund - Class A
Class C
Institutional Class
Investor Class
AIM Utilities Fund - Class A
Class C
Institutional Class
Investor Class
AIM SPECIAL OPPORTUNITIES FUNDS
AIM Opportunities I Fund - Class A
Class C
AIM Opportunities II Fund - Class A
Class C
AIM Opportunities III Fund - Class A
Class C
AIM STOCK FUNDS
AIM Dynamics Fund - Class A
Class C
Class R
Institutional Class
Investor Class
|
AIM S&P 500 Index Fund - Institutional Class
Investor Class
AIM SUMMIT FUND Class A
Class C
Class P
AIM TAX-EXEMPT FUNDS
AIM High Income Municipal Fund - Class A
Class C
Institutional Class
AIM Tax-Exempt Cash Fund - Class A
Investor Class
AIM Tax-Free Intermediate Fund - Class A
Class A3
Institutional Class
AIM TREASURER'S SERIES TRUST
Premier Portfolio Investor Class
Premier Tax-Exempt Portfolio Investor Class
Premier U.S. Government Money Portfolio Investor Class"
|
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: December 8, 2006
EACH FUND (LISTED ON SCHEDULE A) ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A
By: /s/ Philip A. Taylor
------------------------------------
Philip A. Taylor
President
|
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles
------------------------------------
Gene L. Needles
President
|
AMENDMENT NO. 2
TO THE
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
The First Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as "Fund", or collectively, "Funds"), severally, on behalf of each of its series of beneficial interest set forth on Schedule A to the Agreement, (each, a "Portfolio"), with respect to each class of shares except Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor"), is hereby amended to reflect the addition of AIM Independence Now Fund, AIM Independence 2010 Fund, AIM Independence 2020 Fund, AIM Independence 2030 Fund, AIM Independence 2040 Fund and AIM Independence 2050 Fund.
Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
AIM Advantage Health Sciences Fund - Class A
Class C
AIM Floating Rate Fund - Class A
Class C
Class R
Institutional Class
AIM Multi-Sector Fund - Class A
Class C
Institutional Class
AIM Structured Core Fund - Class A
Class C
Class R
Institutional Class
AIM Structured Growth Fund - Class A
Class C
Class R
Institutional Class
|
AIM Structured Value Fund - Class A
Class C
Class R
Institutional Class
AIM EQUITY FUNDS
AIM Capital Development Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Charter Fund - Class A
Class C
Class R
Institutional Class
AIM Constellation Fund - Class A
Class C
Class R
Institutional Class
AIM Diversified Dividend Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Select Basic Value Fund - Class A
Class C
AIM FUNDS GROUP
AIM Basic Balanced Fund - Class A
Class C
Class R
Institutional Class
Investor Class
|
AIM European Small Company Fund - Class A
Class C
AIM Global Value Fund - Class A
Class C
Institutional Class
AIM International Small Company Fund - Class A
Class C
Institutional Class
AIM Mid Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Select Equity Fund - Class A
Class C
AIM Small Cap Equity Fund - Class A
Class C
Class R
Institutional Class
AIM GROWTH SERIES
AIM Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Global Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Income Allocation Fund - Class A
Class C
Class R
Institutional Class
|
AIM Independence Now Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2010 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2020 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2030 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2040 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2050 Fund- Class A
Class C
Class R
Institutional Class
AIM International Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Mid Cap Core Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
|
AIM Moderately Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Small Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM INTERNATIONAL MUTUAL FUNDS
AIM Asia Pacific Growth Fund - Class A
Class C
AIM European Growth Fund - Class A
Class C
Class R
Investor Class
AIM Global Aggressive Growth Fund - Class A
Class C
AIM Global Growth Fund - Class A
Class C
AIM International Core Equity Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM International Growth Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT FUNDS
AIM China Fund - Class A
Class C
Institutional Class
AIM Developing Markets Fund - Class A
Class C
Institutional Class
AIM Enhanced Short Bond Fund - Class A
Class C
Class R
Institutional Class
|
AIM Global Health Care Fund - Class A
Class C
Investor Class
AIM International Bond Fund - Class A
Class C
Institutional Class
AIM Japan Fund - Class A
Class C
Institutional Class
AIM Trimark Endeavor Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Small Companies Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT SECURITIES FUNDS
AIM Global Real Estate Fund - Class A
Class C
Class R
Institutional Class
AIM High Yield Fund - Class A
Class C
Institutional Class
Investor Class
AIM Income Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Intermediate Government Fund - Class A
Class C
Class R
Institutional Class
Investor Class
|
AIM Limited Maturity Treasury Fund - Class A
Class A3
Institutional Class
AIM Money Market Fund - AIM Cash Reserve Shares
Class C
Class R
Institutional Class
Investor Class
AIM Municipal Bond Fund - Class A
Class C
Investor Class
AIM Real Estate Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Short Term Bond Fund - Class A
Class C
Class R
Institutional Class
AIM Total Return Bond Fund - Class A
Class C
Class R
Institutional Class
AIM SECTOR FUNDS
AIM Energy Fund - Class A
Class C
Institutional Class
Investor Class
AIM Financial Services Fund - Class A
Class C
Investor Class
AIM Gold & Precious Metals Fund - Class A
Class C
Investor Class
AIM Leisure Fund - Class A
Class C
Class R
Investor Class
|
AIM Technology Fund - Class A
Class C
Institutional Class
Investor Class
AIM Utilities Fund - Class A
Class C
Institutional Class
Investor Class
AIM SPECIAL OPPORTUNITIES FUNDS
AIM Opportunities I Fund - Class A
Class C
AIM Opportunities II Fund - Class A
Class C
AIM Opportunities III Fund - Class A
Class C
AIM STOCK FUNDS
AIM Dynamics Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM S&P 500 Index Fund - Institutional Class
Investor Class
AIM SUMMIT FUND Class A
Class C
Class P
AIM TAX-EXEMPT FUNDS
AIM High Income Municipal Fund - Class A
Class C
Institutional Class
AIM Tax-Exempt Cash Fund - Class A
Investor Class
AIM Tax-Free Intermediate Fund - Class A
Class A3
Institutional Class
AIM TREASURER'S SERIES TRUST
Premier Portfolio Investor Class
Premier Tax-Exempt Portfolio Investor Class
Premier U.S. Government Money Portfolio Investor Class"
|
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: January 31, 2007
AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM SPECIAL OPPORTUNITIES FUNDS
AIM STOCK FUNDS
AIM TAX-EXEMPT FUNDS
on behalf of the Shares of each
Portfolio listed on Schedule A
By: /s/ PHILIP A. TAYLOR
---------------------------------
Philip A. Taylor
President
|
AIM TREASURER'S SERIES TRUST
on behalf of the Shares of
each Portfolio listed on Schedule A
By: /s/ KAREN DUNN KELLEY
---------------------------------
Karen Dunn Kelley
President
|
A I M DISTRIBUTORS, INC.
By: /s/ GENE L. NEEDLES
---------------------------------
Gene L. Needles
President
|
AMENDMENT NO. 3
TO THE
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
The First Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as "Fund", or collectively, "Funds"), severally, on behalf of each of its series of beneficial interest set forth on Schedule A to the Agreement, (each, a "Portfolio"), with respect to each class of shares except Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor"), is hereby amended to delete AIM Select Basic Value Fund and to change the name of AIM Enhanced Short Bond Fund to AIM LIBOR Alpha Fund and the name change of AIM International Bond Fund to AIM International Total Return Fund.
Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
AIM Advantage Health Sciences Fund - Class A
Class C
AIM Floating Rate Fund - Class A
Class C
Class R
Institutional Class
AIM Multi-Sector Fund - Class A
Class C
Institutional Class
AIM Structured Core Fund - Class A
Class C
Class R
Institutional Class
AIM Structured Growth Fund - Class A
Class C
Class R
Institutional Class
|
AIM Structured Value Fund - Class A
Class C
Class R
Institutional Class
AIM EQUITY FUNDS
AIM Capital Development Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Charter Fund - Class A
Class C
Class R
Institutional Class
AIM Constellation Fund - Class A
Class C
Class R
Institutional Class
AIM Diversified Dividend Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM FUNDS GROUP
AIM Basic Balanced Fund - Class A
Class C
Class R
Institutional Class
Investor Class
|
AIM European Small Company Fund - Class A
Class C
AIM Global Value Fund - Class A
Class C
Institutional Class
AIM International Small Company Fund - Class A
Class C
Institutional Class
AIM Mid Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Select Equity Fund - Class A
Class C
AIM Small Cap Equity Fund - Class A
Class C
Class R
Institutional Class
AIM GROWTH SERIES
AIM Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Global Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Income Allocation Fund - Class A
Class C
Class R
Institutional Class
|
AIM Independence Now Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2010 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2020 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2030 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2040 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2050 Fund- Class A
Class C
Class R
Institutional Class
AIM International Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Mid Cap Core Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
|
AIM Moderately Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Small Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM INTERNATIONAL MUTUAL FUNDS
AIM Asia Pacific Growth Fund - Class A
Class C
AIM European Growth Fund - Class A
Class C
Class R
Investor Class
AIM Global Aggressive Growth Fund - Class A
Class C
AIM Global Growth Fund - Class A
Class C
AIM International Core Equity Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM International Growth Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT FUNDS
AIM China Fund - Class A
Class C
Institutional Class
AIM Developing Markets Fund - Class A
Class C
Institutional Class
AIM Global Health Care Fund - Class A
Class C
Institutional Class
|
AIM International Total Return Fund - Class A
Class C
Investor Class
AIM Japan Fund - Class A
Class C
Institutional Class
AIM LIBOR Alpha Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Endeavor Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Small Companies Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT SECURITIES FUNDS
AIM Global Real Estate Fund - Class A
Class C
Class R
Institutional Class
AIM High Yield Fund - Class A
Class C
Institutional Class
Investor Class
AIM Income Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Intermediate Government Fund - Class A
Class C
Class R
Institutional Class
Investor Class
|
AIM Limited Maturity Treasury Fund - Class A
Class A3
Institutional Class
AIM Money Market Fund - AIM Cash Reserve Shares
Class C
Class R
Institutional Class
Investor Class
AIM Municipal Bond Fund - Class A
Class C
Investor Class
AIM Real Estate Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Short Term Bond Fund - Class A
Class C
Class R
Institutional Class
AIM Total Return Bond Fund - Class A
Class C
Class R
Institutional Class
AIM SECTOR FUNDS
AIM Energy Fund - Class A
Class C
Institutional Class
Investor Class
AIM Financial Services Fund - Class A
Class C
Investor Class
AIM Gold & Precious Metals Fund - Class A
Class C
Investor Class
AIM Leisure Fund - Class A
Class C
Class R
Investor Class
|
AIM Technology Fund - Class A
Class C
Institutional Class
Investor Class
AIM Utilities Fund - Class A
Class C
Institutional Class
Investor Class
AIM SPECIAL OPPORTUNITIES FUNDS
AIM Opportunities I Fund - Class A
Class C
AIM Opportunities II Fund - Class A
Class C
AIM Opportunities III Fund - Class A
Class C
AIM STOCK FUNDS
AIM Dynamics Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM S&P 500 Index Fund - Institutional Class
Investor Class
AIM SUMMIT FUND Class A
Class C
Class P
AIM TAX-EXEMPT FUNDS
AIM High Income Municipal Fund - Class A
Class C
Institutional Class
AIM Tax-Exempt Cash Fund - Class A
Investor Class
AIM Tax-Free Intermediate Fund - Class A
Class A3
Institutional Class
AIM TREASURER'S SERIES TRUST
Premier Portfolio Investor Class
Premier Tax-Exempt Portfolio Investor Class
Premier U.S. Government Money Portfolio Investor Class"
|
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: February 28, 2007
AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM SPECIAL OPPORTUNITIES FUNDS
AIM STOCK FUNDS
AIM TAX-EXEMPT FUNDS
on behalf of the Shares of each
Portfolio listed on Schedule A
By: /s/ Philip A. Taylor
------------------------------------
Philip A. Taylor
President
|
AIM TREASURER'S SERIES TRUST
on behalf of the Shares of each
Portfolio listed on Schedule A
By: /s/ Karen Dunn Kelley
------------------------------------
Karen Dunn Kelley
President
|
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles
------------------------------------
Gene L. Needles
President
|
AMENDMENT NO. 4
TO THE
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
The First Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as "Fund", or collectively, "Funds"), severally, on behalf of each of its series of beneficial interest set forth on Schedule A to the Agreement, (each, a "Portfolio"), with respect to each class of shares except Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor"), is hereby amended to reflect the addition of AIM Select Real Estate Income Fund.
Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
AIM Advantage Health Sciences Fund - Class A
Class C
AIM Floating Rate Fund - Class A
Class C
Class R
Institutional Class
AIM Multi-Sector Fund - Class A
Class C
Institutional Class
AIM Select Real Estate Income Fund - Class A
Class C
Institutional Class
AIM Structured Core Fund - Class A
Class C
Class R
Institutional Class
AIM Structured Growth Fund - Class A
Class C
Class R
Institutional Class
|
AIM Structured Value Fund - Class A
Class C
Class R
Institutional Class
AIM EQUITY FUNDS
AIM Capital Development Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Charter Fund - Class A
Class C
Class R
Institutional Class
AIM Constellation Fund - Class A
Class C
Class R
Institutional Class
AIM Diversified Dividend Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM FUNDS GROUP
AIM Basic Balanced Fund - Class A
Class C
Class R
Institutional Class
Investor Class
|
AIM European Small Company Fund - Class A
Class C
AIM Global Value Fund - Class A
Class C
Institutional Class
AIM International Small Company Fund - Class A
Class C
Institutional Class
AIM Mid Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Select Equity Fund - Class A
Class C
AIM Small Cap Equity Fund - Class A
Class C
Class R
Institutional Class
AIM GROWTH SERIES
AIM Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Global Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Income Allocation Fund - Class A
Class C
Class R
Institutional Class
|
AIM Independence Now Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2010 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2020 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2030 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2040 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2050 Fund- Class A
Class C
Class R
Institutional Class
AIM International Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Mid Cap Core Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
|
AIM Moderately Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Small Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM INTERNATIONAL MUTUAL FUNDS
AIM Asia Pacific Growth Fund - Class A
Class C
AIM European Growth Fund - Class A
Class C
Class R
Investor Class
AIM Global Aggressive Growth Fund - Class A
Class C
AIM Global Growth Fund - Class A
Class C
AIM International Core Equity Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM International Growth Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT FUNDS
AIM China Fund - Class A
Class C
Institutional Class
AIM Developing Markets Fund - Class A
Class C
Institutional Class
AIM Global Health Care Fund - Class A
Class C
Institutional Class
|
AIM International Total Return Fund - Class A
Class C
Investor Class
AIM Japan Fund - Class A
Class C
Institutional Class
AIM LIBOR Alpha Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Endeavor Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Small Companies Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT SECURITIES FUNDS
AIM Global Real Estate Fund - Class A
Class C
Class R
Institutional Class
AIM High Yield Fund - Class A
Class C
Institutional Class
Investor Class
AIM Income Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Intermediate Government Fund - Class A
Class C
Class R
Institutional Class
Investor Class
|
AIM Limited Maturity Treasury Fund - Class A
Class A3
Institutional Class
AIM Money Market Fund - AIM Cash Reserve Shares
Class C
Class R
Institutional Class
Investor Class
AIM Municipal Bond Fund - Class A
Class C
Investor Class
AIM Real Estate Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Short Term Bond Fund - Class A
Class C
Class R
Institutional Class
AIM Total Return Bond Fund - Class A
Class C
Class R
Institutional Class
AIM SECTOR FUNDS
AIM Energy Fund - Class A
Class C
Institutional Class
Investor Class
AIM Financial Services Fund - Class A
Class C
Investor Class
AIM Gold & Precious Metals Fund - Class A
Class C
Investor Class
AIM Leisure Fund - Class A
Class C
Class R
Investor Class
|
AIM Technology Fund - Class A
Class C
Institutional Class
Investor Class
AIM Utilities Fund - Class A
Class C
Institutional Class
Investor Class
AIM SPECIAL OPPORTUNITIES FUNDS
AIM Opportunities I Fund - Class A
Class C
AIM Opportunities II Fund - Class A
Class C
AIM Opportunities III Fund - Class A
Class C
AIM STOCK FUNDS
AIM Dynamics Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM S&P 500 Index Fund - Institutional Class
Investor Class
AIM SUMMIT FUND Class A
Class C
Class P
AIM TAX-EXEMPT FUNDS
AIM High Income Municipal Fund - Class A
Class C
Institutional Class
AIM Tax-Exempt Cash Fund - Class A
Investor Class
AIM Tax-Free Intermediate Fund - Class A
Class A3
Institutional Class
AIM TREASURER'S SERIES TRUST
Premier Portfolio Investor Class
Premier Tax-Exempt Portfolio Investor Class
Premier U.S. Government Money Portfolio Investor Class"
|
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: March 9, 2007
AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM SPECIAL OPPORTUNITIES FUNDS
AIM STOCK FUNDS
AIM TAX-EXEMPT FUNDS
on behalf of the Shares of each
Portfolio listed on Schedule A
By: /s/ John M. Zerr
------------------------------------
John M. Zerr
Senior Vice President
|
AIM TREASURER'S SERIES TRUST on behalf
of the Shares of each Portfolio listed
on Schedule A
By: /s/ Karen Dunn Kelley
------------------------------------
Karen Dunn Kelley
President
|
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles
------------------------------------
Gene L. Needles
President
|
AMENDMENT NO. 5
TO THE
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
The First Restated Master Distribution Agreement (all Classes of shares except Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A to the Agreement (each individually referred to as "Fund", or collectively, "Funds"), severally, on behalf of each of its series of beneficial interest set forth on Schedule A to the Agreement, (each, a "Portfolio"), with respect to each class of shares except Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor"), is hereby amended to delete AIM Advantage Health Sciences Fund, AIM Opportunities I Fund, AIM Opportunities II Fund and AIM Opportunities III Fund.
Schedule A of the Agreement is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(ALL CLASSES OF SHARES EXCEPT CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
AIM Floating Rate Fund - Class A
Class C
Class R
Institutional Class
AIM Multi-Sector Fund - Class A
Class C
Institutional Class
AIM Select Real Estate Income Fund - Class A
Class C
Institutional Class
AIM Structured Core Fund - Class A
Class C
Class R
Institutional Class
AIM Structured Growth Fund - Class A
Class C
Class R
Institutional Class
|
AIM Structured Value Fund - Class A
Class C
Class R
Institutional Class
AIM EQUITY FUNDS
AIM Capital Development Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Charter Fund - Class A
Class C
Class R
Institutional Class
AIM Constellation Fund - Class A
Class C
Class R
Institutional Class
AIM Diversified Dividend Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Large Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM FUNDS GROUP
AIM Basic Balanced Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM European Small Company Fund - Class A
Class C
|
AIM Global Value Fund - Class A
Class C
Institutional Class
AIM International Small Company Fund - Class A
Class C
Institutional Class
AIM Mid Cap Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Select Equity Fund - Class A
Class C
AIM Small Cap Equity Fund - Class A
Class C
Class R
Institutional Class
AIM GROWTH SERIES
AIM Basic Value Fund - Class A
Class C
Class R
Institutional Class
AIM Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Global Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Income Allocation Fund - Class A
Class C
Class R
Institutional Class
|
AIM Independence Now Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2010 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2020 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2030 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2040 Fund- Class A
Class C
Class R
Institutional Class
AIM Independence 2050 Fund- Class A
Class C
Class R
Institutional Class
AIM International Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Mid Cap Core Equity Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Moderate Growth Allocation Fund - Class A
Class C
Class R
Institutional Class
|
AIM Moderately Conservative Allocation Fund - Class A
Class C
Class R
Institutional Class
AIM Small Cap Growth Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM INTERNATIONAL MUTUAL FUNDS
AIM Asia Pacific Growth Fund - Class A
Class C
AIM European Growth Fund - Class A
Class C
Class R
Investor Class
AIM Global Aggressive Growth Fund - Class A
Class C
AIM Global Growth Fund - Class A
Class C
AIM International Core Equity Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM International Growth Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT FUNDS
AIM China Fund - Class A
Class C
Institutional Class
AIM Developing Markets Fund - Class A
Class C
Institutional Class
AIM Global Health Care Fund - Class A
Class C
Institutional Class
|
AIM International Total Return Fund - Class A
Class C
Investor Class
AIM Japan Fund - Class A
Class C
Institutional Class
AIM LIBOR Alpha Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Endeavor Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Fund - Class A
Class C
Class R
Institutional Class
AIM Trimark Small Companies Fund - Class A
Class C
Class R
Institutional Class
AIM INVESTMENT SECURITIES FUNDS
AIM Global Real Estate Fund - Class A
Class C
Class R
Institutional Class
AIM High Yield Fund - Class A
Class C
Institutional Class
Investor Class
AIM Income Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Intermediate Government Fund - Class A
Class C
Class R
Institutional Class
Investor Class
|
AIM Limited Maturity Treasury Fund - Class A
Class A3
Institutional Class
AIM Money Market Fund - AIM Cash Reserve Shares
Class C
Class R
Institutional Class
Investor Class
AIM Municipal Bond Fund - Class A
Class C
Investor Class
AIM Real Estate Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM Short Term Bond Fund - Class A
Class C
Class R
Institutional Class
AIM Total Return Bond Fund - Class A
Class C
Class R
Institutional Class
AIM SECTOR FUNDS
AIM Energy Fund - Class A
Class C
Institutional Class
Investor Class
AIM Financial Services Fund - Class A
Class C
Investor Class
AIM Gold & Precious Metals Fund - Class A
Class C
Investor Class
AIM Leisure Fund - Class A
Class C
Class R
Investor Class
|
AIM Technology Fund - Class A
Class C
Institutional Class
Investor Class
AIM Utilities Fund - Class A
Class C
Institutional Class
Investor Class
AIM STOCK FUNDS
AIM Dynamics Fund - Class A
Class C
Class R
Institutional Class
Investor Class
AIM S&P 500 Index Fund - Institutional Class
Investor Class
AIM SUMMIT FUND Class A
Class C
Class P
AIM TAX-EXEMPT FUNDS
AIM High Income Municipal Fund - Class A
Class C
Institutional Class
AIM Tax-Exempt Cash Fund - Class A
Investor Class
AIM Tax-Free Intermediate Fund - Class A
Class A3
Institutional Class
AIM TREASURER'S SERIES TRUST
Premier Portfolio Investor Class
Premier Tax-Exempt Portfolio Investor Class
Premier U.S. Government Money Portfolio Investor Class"
|
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
Dated: April 23, 2007
AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM SPECIAL OPPORTUNITIES FUNDS
AIM STOCK FUNDS
AIM TAX-EXEMPT FUNDS
on behalf of the Shares of each Portfolio
listed on Schedule A
By: /s/ John M. Zerr
-------------------------------------
John M. Zerr
Senior Vice President
|
AIM TREASURER'S SERIES TRUST
on behalf of the Shares of each Portfolio
listed on Schedule A
By: /s/ Karen Dunn Kelley
-------------------------------------
Karen Dunn Kelley
President
|
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles
-------------------------------------
Gene L. Needles
President
|
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
THIS AGREEMENT made as of this 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company described on Schedule A-1 and Schedule A-2 to this agreement (each individually referred to as the "Fund", or collectively, the "Funds"), severally, on behalf of each of its series of common stock or of beneficial interest, as the case may be, set forth on Schedule A-1 and A-2 to this agreement (each, a "Portfolio"), with respect to the Class B shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor").
WITNESSETH:
In consideration of the mutual covenants herein contained and other good and valuable consideration, the receipt whereof is hereby acknowledged, the parties hereto agree as follows:
FIRST: The Fund on behalf of each Portfolio which is a series thereof hereby appoints the Distributor as its exclusive agent for the sale of the Shares to the public directly and through investment dealers and financial institutions in the United States and throughout the world in accordance with the then current prospectus or statement of additional information (collectively, a "Prospectus") of the applicable Portfolio. If after termination of the Distributor's services to the Fund on behalf of a Portfolio pursuant to this Agreement, such Fund retains the services of another distributor, the distribution agreement with such other distributor shall contain provisions comparable to Clauses FOURTH and SEVENTH hereof and Exhibit A hereto, and without limiting the generality of the foregoing, will require such other distributor to maintain and make available to the Distributor records regarding sales, redemptions and reinvestments of Shares necessary to implement the terms of Clauses FOURTH, SEVENTH and EIGHTH hereof.
SECOND: The Fund shall not sell any Shares except through the Distributor and under the terms and conditions set forth in paragraph FOURTH below. Notwithstanding the provisions of the foregoing sentence:
(A) the Fund may issue Shares of a Portfolio to any other investment company or personal holding company, or to the shareholders thereof, in exchange for all or a majority of the shares or assets of any such company;
(B) the Fund may issue Shares at their net asset value in connection with certain classes of transactions or to certain classes of investors, in accordance with Rule 22d-1 under the Investment Company Act of 1940, as amended (the "1940 Act"), provided that any such class of transaction or category of person is specified in the Prospectus; and
(C) the Fund shall have the right to specify minimum amounts for initial and subsequent orders for the purchase of Shares of a Portfolio.
THIRD: The Distributor hereby accepts appointment as exclusive agent for the sale of the Shares and agrees that it will use its best efforts to sell such Shares; provided, however, that:
(A) the Distributor may, and when requested by the Fund on behalf of a Portfolio shall, suspend its efforts to effectuate sales of Shares at any time when, in the opinion of the Distributor or of the Fund, no sales should be made because of market or other economic considerations or abnormal circumstances of any kind;
(B) the Fund may withdraw the offering of the Shares of a Portfolio (i) at any time with the consent of the Distributor, or (ii) without such consent when so required by the provisions of any statute or of any order, rule or regulation of any governmental body having jurisdiction; and
(C) the Distributor, as agent, does not undertake to sell any specific amount of Shares of a Portfolio.
FOURTH:
(A) The public offering price of the Shares of a Portfolio shall be the net asset value per share of the applicable Shares. Net asset value per share shall be determined in accordance with the provisions of the Prospectus of the applicable Portfolio. The Distributor may establish a schedule of contingent deferred sales charges to be imposed at the time of redemption of the Shares, and such schedule shall be disclosed in the Prospectus of each Portfolio. Such schedule of contingent deferred sales charges may reflect variations in or waivers of such charges on redemptions of Shares, either generally to the public or to any specified class of investors and/or in connection with any specified class of transactions, in accordance with applicable rules and regulations and exemptive relief granted by the Securities and Exchange Commission, and as set forth in the Prospectus of the applicable Portfolio. The Distributor and the Fund shall apply any then applicable scheduled variation in or waiver of contingent deferred sales charges uniformly to all shareholders and/or all transactions belonging to a specified class.
(B) The Distributor may pay to investment dealers and other financial institutions through whom Shares are sold, such sales commission as the Distributor may specify from time to time. Payment of any such sales commissions shall be the sole obligation of the Distributor.
(C) No provision of this Agreement shall be deemed to prohibit any payments by the Fund to the Distributor or by the Distributor to investment dealers, financial institutions and 401(k) plan service providers where such payments are made under a distribution plan adopted by the Fund pursuant to Rule 12b-1 under the 1940 Act.
(D) The Fund shall redeem the Shares from shareholders in accordance with
the terms set forth from time to time in the Prospectus of each applicable
Portfolio. The price to be paid to a shareholder to redeem the Shares shall be
equal to the net asset value of the Shares being redeemed ("gross redemption
proceeds"), less first, any applicable contingent deferred sales charge,
calculated pursuant to the then applicable schedule of contingent deferred sales
charges, and second, any applicable redemption fee as provided in the
Prospectus, which redemption fee shall be retained by the Portfolio ("net
redemption proceeds"). The Distributor shall be entitled to receive the amount
of the contingent deferred sales charge that has been subtracted from gross
redemption proceeds (the "CDSC"), provided that the Shares being redeemed were
(i) issued by a Portfolio during the term of this Agreement and any predecessor
Agreement between the Fund or its predecessor and the Distributor or (ii) issued
by a Portfolio during or after the term of this Agreement or any predecessor
Agreement between the Fund or its predecessor and the Distributor in one or a
series of free exchanges of Shares for Shares of another Portfolio, which can be traced to Shares initially issued by a Portfolio during the term of this Agreement, any predecessor Agreement or any other distribution agreement with the Distributor (the "Distributor's Earned CDSC"). The Fund shall pay or cause the Fund's transfer agent to pay the Distributor's Earned CDSC to the Distributor on the date net redemption proceeds are payable to the redeeming shareholder.
(E) The Distributor shall maintain adequate books and records to identify
Shares (i) issued by a Portfolio during the term of this Agreement and any
predecessor Agreement between the Fund or its predecessor and the Distributor or
(ii) issued by a Portfolio during or after the term of this Agreement or any
predecessor Agreement between the Fund or its predecessor and the Distributor in
one or a series of free exchanges of Shares for Shares of another Portfolio,
which can be traced to Shares initially issued by a Portfolio during the term of
this Agreement, any predecessor Agreement or any other distribution agreement
with the Distributor and shall calculate the Distributor's Earned CDSC, if any,
with respect to such Shares, upon their redemption. The Fund shall be entitled
to rely on the Distributor's books, records and calculations with respect to the
Distributor's Earned CDSC.
FIFTH: The Distributor shall act as an agent of the Fund in connection with the sale and redemption of Shares. Except with respect to such sales and redemptions, the Distributor shall act as principal in all matters relating to the promotion of the sale of Shares and shall enter into all of its own engagements, agreements and contracts as principal on its own account. The Distributor shall enter into agreements with investment dealers and financial institutions selected by the Distributor, authorizing such investment dealers and financial institutions to offer and sell the Shares to the public upon the terms and conditions set forth therein, which shall not be inconsistent with the provisions of this Agreement. Each agreement shall provide that the investment dealer or financial institution shall act as a principal, and not as an agent, of the Fund.
SIXTH: The Portfolio shall bear:
(A) the expenses of qualification of Shares for sale in connection with such public offerings in such states as shall be selected by the Distributor, and of continuing the qualification therein until the Distributor notifies the Fund that it does not wish such qualification continued; and
(B) all legal expenses in connection with the foregoing.
SEVENTH:
(A) The Distributor shall bear the expenses of printing from the final proof and distributing the Prospectus for the Shares (including supplements thereto) relating to public offerings made by the Fund pursuant to such Prospectus (which shall not include the Prospectus, and supplements thereto, to be distributed to existing shareholders of the Shares), and any other promotional or sales literature used by the Distributor or furnished by the Distributor to dealers in connection with such public offerings, and expenses of advertising in connection with such public offerings.
(B) Subject to the limitations, if any, of applicable law including the applicable rules of NASD Inc. regarding asset-based sales charges, the Fund on behalf of a Portfolio shall pay to the Distributor as a reimbursement for all or a portion of such expenses, or as reasonable compensation for distribution of the Shares, an asset-based sales charge in an amount equal to 0.75% per annum of the average daily net asset value of the Shares of such Portfolio from time to time (the "Distribution Fees"), such Distribution Fees to be payable pursuant to a distribution plan applicable to the Shares of the Fund adopted pursuant to Rule 12b-1 under the 1940 Act (the "Plan"). For
purposes of this Agreement, the term "Distributor's 12b-1 Share" shall mean a
percentage that shall be recomputed periodically (but not less than monthly) in
accordance with Exhibit A to this Agreement. The Distributor will be deemed to
have performed all services required to be performed in order to be entitled to
receive its Distributor's 12b-1 Share of the Distribution Fees with respect to
Shares of each Portfolio upon the settlement of each sale of Shares (or shares
of another portfolio from which the Share derives) taken into account in
determining such Distributor's 12b-1 Share (including shares that derive from
such Shares). The Distributor's 12b-1 Share of the Distribution Fees relating to
each Portfolio shall accrue daily and be paid to the Distributor as soon as
practicable after the end of each calendar month within which it accrues but in
any event within 10 business days after the end of each such calendar month
(unless the Distributor shall specify a later date in written instructions to
the Fund) provided, however, that any notices and calculation required by
Section EIGHTH: (B) and (C) have been received by the Fund.
(C) The Distributor shall maintain adequate books and records to permit calculations periodically (but not less than monthly) of, and shall calculate on a monthly basis, the Distributor's 12b-1 Share of the Distribution Fees relating to each Portfolio to be paid to the Distributor. The Fund shall be entitled to rely on the Distributor's books, records and calculations relating to the Distributor's 12b-1 Share of the Distribution Fees relating to each Portfolio.
EIGHTH:
(A) The Distributor may, from time to time, assign, transfer or pledge ("Transfer") to one or more designees (each an "Assignee"), its rights to all or a designated portion of (i) the Distributor's 12b-1 Share of the Distribution Fees (but not the Distributor's duties and obligations pursuant hereto or pursuant to the Plan), and (ii) the Distributor's Earned CDSC, free and clear of any offsets or claims the Fund may have against the Distributor. Each such Assignee's ownership interest in a Transfer of a designated portion of a Distributor's 12b-1 Share of the Distribution Fees and a Distributor's Earned CDSC is hereinafter referred to as an "Assignee's 12b-1 Portion" and an "Assignee's CDSC Portion," respectively. A Transfer pursuant to this Section EIGHTH: (A) shall not reduce or extinguish any claim of the Fund against the Distributor.
(B) The Distributor shall promptly notify the Fund in writing of a Transfer pursuant to Section EIGHTH: (A) by providing the Fund with the name and address of each such Assignee.
(C) The Distributor may direct the Fund to pay directly to an Assignee such Assignee's 12b-1 Portion and Assignee's CDSC Portion. In such event, the Distributor shall provide the Fund with a monthly calculation of (i) the Distributor's Earned CDSC and Distributor's 12b-1 Share of the Distribution Fees and (ii) each Assignee's 12b-1 Portion and Assignee's CDSC Portion, if any, for such month (the "Monthly Calculation"). The Monthly Calculation shall be provided to the Fund by the Distributor promptly after the close of each month or such other time as agreed to by the Fund and the Distributor which allows timely payment of the Distributor's 12b-1 Share of the Distribution Fees and Distributor's Earned CDSC and/or the Assignee's 12b-1 Portion and Assignee's CDSC Portion. The Fund shall not be liable for any interest on such payments occasioned by delayed delivery of the Monthly Calculation by the Distributor. In such event following receipt from the Distributor of (i) notice of Transfer referred to in Section EIGHTH: (B) and (ii) each Monthly Calculation, the Fund on behalf of each Portfolio shall make all payments directly to the Assignee or Assignees in accordance with the information provided in such notice and Monthly Calculation, on the same terms and conditions as if such payments were to be paid directly to the Distributor. The Fund shall be entitled to rely on the Distributor's notices and Monthly Calculations in respect of amounts to be paid pursuant to this Section EIGHTH: (C).
(D) Alternatively, in connection with a Transfer the Distributor may direct the Fund to pay all of such Distributor's 12b-1 Share of the Distribution Fees and Distributor's Earned CDSC from time to time to a depository or collection agent designated by any Assignee, which depository or collection agent may be delegated the duty of dividing such Distributor's 12b-1 Share of the Distribution Fees and Distributor's Earned CDSC between the Assignee's 12b-1 Portion and Assignee's CDSC Portion and the balance of the Distributor's 12b-1 Share of the Distribution Fees (such balance, when distributed to the Distributor by the depository or collection agent, the "Distributor's 12b-1 Portion") and of the Distributor's Earned CDSC (such balance, when distributed to the Distributor by the depository or collection agent, the "Distributor's Earned CDSC Portion"), in which case only the Distributor's 12b-1 Portion and Distributor's Earned CDSC Portion may be subject to offsets or claims the Fund may have against the Distributor.
(E) The Fund shall not amend the Plan to reduce the amount payable to the Distributor or any Assignee under Section SEVENTH: (B) hereof with respect to the Shares for any Shares which have been issued prior to the date of such amendment.
NINTH: The Distributor will accept orders for the purchase of Shares only to the extent of purchase orders actually received and not in excess of such orders, and it will not avail itself of any opportunity of making a profit by expediting or withholding orders.
TENTH: Pursuant to the Plan and this Agreement, the Distributor may receive and use a service fee in the amount of .25% of the average daily net assets of the Shares of a Portfolio to provide continuing personal shareholder services to customers who may, from time to time, directly or beneficially own Shares of such Portfolio, including but not limited to, distributing sales literature to customers, answering routine customer inquiries regarding the Portfolio, assisting customers in changing dividend options, account designations and addresses, and in enrolling in any of several special investment plans offered in connection with the purchase of Shares, assisting customers in the establishment and maintenance of customer accounts and records and in the placement of purchase and redemption transactions, assisting customers in investing dividends and capital gains distributions automatically in Shares and providing such other services as the Fund or the customer may reasonably request and the Distributor agrees to provide. The Distributor will not be obligated to provide services which are provided by a transfer agent for the Fund with respect to a Portfolio. The Distributor may provide the services described in this Section TENTH either directly or through third parties. Any agreement with a third party shall provide that the third party service provider shall act as principal, and not as an agent of the Fund.
ELEVENTH: The Fund on behalf of the applicable Portfolio and the Distributor shall each comply with all applicable provisions of the 1940 Act, the Securities Act of 1933, as amended, and of all other federal and state laws, rules and regulations governing the issuance and sale of the Shares.
TWELFTH:
(A) In the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of the Distributor, the Fund shall indemnify the Distributor against any and all claims, demands, liabilities and expenses which the Distributor may incur under the Securities Act of 1933, or common law or otherwise, arising out of or based upon any alleged untrue statement of a material fact contained in any registration statement or Prospectus of the Shares, or any omission to state a material fact therein, the omission of which makes any statement contained therein misleading, unless such statement or omission was made in reliance upon, and in conformity with, information furnished to the Fund in connection therewith by or on behalf of the Distributor. The Distributor shall indemnify the Fund and the Shares against any and all claims, demands, liabilities and expenses which the Fund or the Shares may incur arising out of or based upon (i) any act or deed of the Distributor or its sales representatives which has not been authorized by the Fund in its Prospectus or in this Agreement and (ii) the Fund's reliance on the Distributor's books, records, calculations and notices in Sections FOURTH: (E), SEVENTH: (C), EIGHTH: (B), EIGHTH: (C) and EIGHTH: (D).
(B) The Distributor shall indemnify the Fund and the Shares against any and all claims, demands, liabilities and expenses which the Fund or the Shares may incur under the Securities Act of 1933, as amended, or common law or otherwise, arising out of or based upon any alleged untrue statement of a material fact contained in any registration statement or Prospectus of the Shares, or any omission to state a material fact therein if such statement or omission was made in reliance upon, and in conformity with, information furnished to the Fund in connection therewith by or on behalf of the Distributor.
(C) Notwithstanding any other provision of this Agreement, the Distributor shall not be liable for any errors of the transfer agent(s) of the Shares, or for any failure of any such transfer agent to perform its duties.
THIRTEENTH: Nothing herein contained shall require the Fund to take any action contrary to any provision of its Agreement and Declaration of Trust, as amended, or its charter or bylaws or to any applicable statute or regulation.
FOURTEENTH: This Agreement shall become effective with respect to the Shares of each Portfolio on August 18, 2003, upon its approval by the Board of Trustees or Board of Directors of the Fund and by vote of a majority of the trustees or directors of the Fund who are not interested parties to this Agreement or "interested persons" (as defined in Section 2(a)(19) of the 1940 Act) of any party to this Agreement cast in person at a meeting called for such purpose, shall continue in force and effect until June 30, 2007, and from year to year thereafter, provided, that such continuance is specifically approved with respect to the Shares of each Portfolio at least annually (a)(i) by the Board of Trustees or Board of Directors of the Fund or (ii) by the vote of a majority of the outstanding Shares of such Portfolio, and (b) by vote of a majority of the trustees or directors of the Fund who are not parties to this Agreement or "interested persons" (as defined in Section 2(a)(19) of the 1940 Act) of any party to this Agreement cast in person at a meeting called for such purpose.
FIFTEENTH:
(A) This Agreement may be terminated with respect to the Shares of any Portfolio, at any time, without the payment of any penalty, by vote of the Board of Trustees or Board of Directors of the Fund or by vote of a majority of the outstanding Shares of such Portfolio, or by the Distributor, on sixty (60) days' written notice to the other party; and
(B) This Agreement shall automatically terminate in the event of its
assignment, the term "assignment" having the meaning set forth in Section
2(a)(4) of the 1940 Act; provided, that, subject to the provisions of the
following sentence, if this Agreement is terminated for any reason, the
obligations of the Fund and the Distributor pursuant to Sections FOURTH: (D),
FOURTH: (E), SEVENTH: (B), SEVENTH: (C), EIGHTH: (A) through (E) and TWELFTH:
(A) of this Agreement will continue and survive any such termination.
Notwithstanding the foregoing, upon Complete Termination of the Plan (as such
term is defined in Section 11 of the applicable Plan in effect at the date of
this Agreement) with respect to Shares of a Portfolio, the obligations of the
Fund in respect of Shares of such Portfolio pursuant to the terms of Sections
SEVENTH: (B), SEVENTH: (C), EIGHTH: (A), EIGHTH: (C), EIGHTH: (D) and EIGHTH:
(E) (with respect to payments of the Distributor's 12b-1 Share of the
Distribution Fees and Assignee's 12b-1 Portion in respect of such Portfolio) of
this Agreement shall terminate. A termination of the applicable Plan with
respect to any or all Shares of any or all Portfolios shall not affect the
obligations of the Fund pursuant to Sections FOURTH: (D), EIGHTH: (A), EIGHTH:
(C), EIGHTH: (D) and EIGHTH: (E) (with respect to payments of Distributor's
Earned CDSC or Assignee's CDSC Portion) hereof or of the obligations of the
Distributor pursuant to Section FOURTH: (E) or EIGHTH: (B) hereof.
(C) The Transfer of the Distributor's rights to the Distributor's 12b-1
Share of the Distribution Fees or Distributor's Earned CDSC shall not cause a
termination of this Agreement or be deemed to be an assignment for purposes of
Section FIFTEENTH: (B) above.
SIXTEENTH: Any notice under this Agreement shall be in writing, addressed and delivered, or mailed postage prepaid, to the other party at such address as the other party may designate for the receipt of notices. Until further notice to the other party, the addresses of each Fund and the Distributor is 11 Greenway Plaza, Suite 100, Houston, Texas 77046-1173.
SEVENTEENTH: Notice is hereby given that, as provided by applicable law, the obligations of or arising out of this Agreement are not binding upon any of the shareholders of the Fund or any Portfolio individually, but are binding only upon the assets and property of the Fund or such Portfolio and that the shareholders shall be entitled, to the fullest extent permitted by applicable law, to the same limitation on personal liability as stockholders of private corporations for profit.
EIGHTEENTH: This Agreement shall be deemed to be a contract made in the State of Delaware and governed by, construed in accordance with and enforced pursuant to the internal laws of the State of Delaware without reference to its conflicts of laws rules.
NINETEENTH: This Agreement restates the prior master distribution agreement in effect immediately prior to September 20, 2006 for each Portfolio listed on Schedule A-1 and Schedule A-2 (the "Prior Distribution Agreement"), insofar as such Prior Distribution Agreement pertained to Shares of any Portfolio. For the avoidance of doubt, all service fees and all Distribution Fees and CDSCs (subject to the rights of any Assignee) payable under the Prior Distribution Agreement continue to be payable under this Agreement. Nothing herein is intended to affect the absolute assignment of rights in Distribution Fees and CDSCs under the Prior Distribution Agreement to any Assignee, and the Distributor will track such assigned Distribution Fees and CDSCs on the same
basis as it tracks the Distributor's 12b-1 Share of the Distribution Fees as set forth on Exhibit A to this Agreement.
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed in duplicate on the day and year first above written.
Each FUND (listed on Schedule A-1 on behalf of the Shares of each Portfolio listed on Schedule A-1
By: /s/ Philip A. Taylor
------------------------------------
Name: Philip A. Taylor
Title: President
|
Each FUND (listed on Schedule A-2 on behalf of the Shares of each Portfolio listed on Schedule A-2
By: /s/ Philip A. Taylor
------------------------------------
Name: Philip A. Taylor
Title: President
|
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles
------------------------------------
Name: Gene L. Needles
Title: President
|
SCHEDULE A-1
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
AIM EQUITY FUNDS
PORTFOLIOS
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Diversified Dividend Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM Select Basic Value Fund
AIM FUNDS GROUP
PORTFOLIOS
AIM Basic Balanced Fund
AIM European Small Company Fund
AIM Global Value Fund
AIM International Small Company Fund
AIM Mid Cap Basic Value Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund
AIM GROWTH SERIES
PORTFOLIOS
AIM Basic Value Fund
AIM Conservative Allocation Fund
AIM Global Equity Fund
AIM Growth Allocation Fund
AIM Income Allocation Fund
AIM International Allocation Fund
AIM Mid Cap Core Equity Fund
AIM Moderate Allocation Fund
AIM Moderate Growth Allocation Fund
AIM Moderately Conservative Allocation Fund
AIM Small Cap Growth Fund
AIM INTERNATIONAL MUTUAL FUNDS
PORTFOLIOS
AIM Asia Pacific Growth Fund
AIM European Growth Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM International Core Equity Fund
AIM International Growth Fund
AIM INVESTMENT FUNDS
PORTFOLIOS
AIM China Fund
AIM Developing Markets Fund
AIM Global Health Care Fund
AIM International Bond Fund
AIM Japan Fund
AIM Trimark Fund
AIM Trimark Endeavor Fund
AIM Trimark Small Companies Fund
AIM INVESTMENT SECURITIES FUNDS
PORTFOLIOS
AIM Global Real Estate Fund
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Real Estate Fund
AIM Total Return Bond Fund
AIM SPECIAL OPPORTUNITIES FUNDS
PORTFOLIOS
AIM Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM SUMMIT FUND
AIM TAX-EXEMPT FUNDS
PORTFOLIO
AIM High Income Municipal Fund
SCHEDULE A-2
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
AIM COUNSELOR SERIES TRUST
PORTFOLIOS
AIM Advantage Health Sciences Fund
AIM Multi-Sector Fund
AIM Structured Core Fund
AIM Structured Growth Fund
AIM Structured Value Fund
AIM SECTOR FUNDS
PORTFOLIOS
AIM Energy Fund
AIM Financial Services Fund
AIM Gold & Precious Metals Fund
AIM Leisure Fund
AIM Technology Fund
AIM Utilities Fund
AIM STOCK FUNDS
AIM Dynamics Fund
EXHIBIT A
The Distributor's 12b-1 Share of the Distribution Fees in respect of the Shares of each Portfolio shall be 100 percent until such time as the Distributor shall cease to serve as exclusive distributor of the Shares of such Portfolio and thereafter shall be a percentage, recomputed first on the date of any termination of the Distributor's services as exclusive distributor of Shares of any Portfolio and thereafter periodically (but not less than monthly), representing the percentage of Shares of such Portfolio outstanding on each such computation date allocated to the Distributor in accordance with the following rules:
1. DEFINITIONS. For purposes of this Exhibit A defined terms used herein shall have the meaning assigned to such terms in the Distribution Agreement and the following terms shall have the following meanings:
"Commission Shares" shall mean shares of the Portfolio or another portfolio the redemption of which would, in the absence of the application of some standard waiver provision, give rise to the payment of a CDSC and shall include Commission Shares which due to the expiration of the CDSC period no longer bear a CDSC.
"Date of Original Issuance" shall mean, in respect of any Commission Share of any Portfolio, the date with reference to which the amount of the CDSC payable on redemption thereof, if any, is computed.
"Distributor" shall mean the Distributor.
"Free Exchange Transaction" shall mean a transaction in which shares of one portfolio (the "Redeeming Portfolio") are exchanged for shares of another portfolio (the "Issuing Portfolio") where, pursuant to the applicable constituent documents of the Issuing Portfolio, the shares issued by the Issuing Portfolio in exchange for the shares of the Redeeming Portfolio are deemed to have been acquired at the time when the exchanged shares of the Redeeming Portfolio were acquired (or deemed to have been acquired).
"Free Shares" shall mean, in respect of any Portfolio, each Share of such Portfolio other than any Commission Share.
"Omnibus Account" shall mean, in respect of any Portfolio, any account maintained by the transfer agent for such Portfolio reflecting the record ownership of Shares of such Portfolio by an entity who maintains sub-transfer agency records reflecting the actual beneficial ownership of such Shares in other persons or entities.
"Omnibus Shares" shall mean, in respect of any Portfolio, the Shares of such Portfolio held in the name of a broker-dealer street account on records maintained by the transfer agent for such Portfolio and for which such broker-dealer provides sub-transfer agency services.
"Other Distributor" shall mean each person appointed as the exclusive distributor for the Shares of the Portfolio after the Distributor ceases to serve in that capacity.
2. ALLOCATION RULES. In determining the Distributor's 12b-1 Share in respect of a particular Portfolio:
(a) Commission Shares: There shall be allocated to the Distributor and each Other Distributor all Commission Shares of such Portfolio which have a Date of Original Issuance which occurs during the period such Distributor or such Other Distributor, as the case may be, was the exclusive distributor for the Shares of the Portfolio, determined in accordance with the transfer agent records maintained for such Portfolio.
(b) Free Shares (other than Omnibus Shares): A Free Share (other than an Omnibus Share) of any Portfolio will be attributed to the Distributor and each Other Distributor in accordance with the transfer agent reports of the transfer agent for such Portfolio.
(c) Omnibus Shares: Omnibus Shares of any Portfolio which are Free Shares outstanding on any date shall be attributed to the Distributor and each Other Distributor pursuant to the following rules:
(i) For purposes of the attribution of Omnibus Shares of a Portfolio which are Free Shares, such attributions shall be made separately for the Omnibus Shares held in each individual Omnibus Account of such Portfolio, and the result of each such separate computation shall be aggregated to provide the total Free Shares attributable to the Distributor and each Other Distributor.
(ii) Free Shares which are Omnibus Shares and issued (other than in connection with Free Exchange Transaction) during any calendar month shall be attributed to the Distributor and each Other Distributor as of the end of such calendar month in a number computed as follows:
A x (B/C)
where:
A = Omnibus Shares which are Free Shares issued (other than in connection with a Free Exchange Transaction) during such calendar month.
B = Commission Shares and Free Shares which are Omnibus Shares deemed to be attributed to the Distributor or such Other Distributor, as the case may be, and outstanding as of the close of business on the last day of the immediately preceding calendar month in accordance with this paragraph (C).
C = Total number of Commission Shares and Free Shares which are Omnibus Shares outstanding as of the close of business on the last day of the immediately preceding calendar month.
(iii) Free Shares which are Omnibus Shares and redeemed (other than in connection with a Free Exchange Transaction) during any calendar month shall be attributed to the Distributor and each Other Distributor as of the end of such calendar month in a number computed as follows:
A x (B/C)
where:
A = Omnibus Shares which are Free Shares redeemed (other than in connection with a Free Exchange Transaction) during such calendar month.
B = Free Shares which are Omnibus Shares deemed to be attributed to the Distributor or such Other Distributor, as the case may be, and outstanding as of the close of business on the last day of the immediately preceding calendar month in accordance with this paragraph (c).
C = Total number of Free Shares which are Omnibus Shares outstanding as of the close of business on the last day of the immediately preceding calendar month in accordance with this paragraph (c).
(iv) Free Shares which are Omnibus Shares exchanged into or out of a specific Portfolio during any calendar month (such amount, which may be a positive or negative number, the "Net Exchange Shares") shall be computed as follows:
A - B - C + D
where:
A = Total number of Free Shares which are Omnibus Shares outstanding as of the close of business on the last day of the current calendar month.
B = Total number of Free Shares which are Omnibus Shares outstanding as of the close of business on the last day of the immediately preceding calendar month.
C = Total number of Free Shares which are Omnibus Shares and issued
during the current calendar month and allocated among the
Distributor and such Other Distributor in accordance with clause
(ii) immediately above.
D = Total number of Free Shares which are Omnibus Shares and redeemed
during the current calendar month and allocated among the
Distributor and such Other Distributor in accordance with clause
(iii) immediately above.
The amount of Net Exchange Shares computed for a given calendar month shall be attributed to the Distributor and each Other Distributor as of the end of such calendar month in a number computed as follows:
E x (F/G)
where:
E = Total number of Net Exchange Shares computed in a given month as of the close of business on the last day of the current calendar month.
F = Free Shares which are Omnibus Shares deemed to be attributed to the Distributor and such Other Distributor, as the case may be, and outstanding
as of the close of business on the last day of the immediately preceding calendar month in accordance with this paragraph (c).
G = Total number of Free Shares which are Omnibus Shares outstanding as of the close of business on the last day of the immediately preceding calendar month.
(d) General: For purposes of the foregoing, Shares of each Portfolio will be deemed to be issued, redeemed, exchanged and converted to class A shares in accordance with the rules used by the transfer agent for each such Portfolio.
For purposes of paragraph (c) above, if the form of any transfer agent report of the transfer agent for any Portfolio or the practices or capabilities of such transfer agent in respect of any Portfolio, change after July 31, 2003 and as a result of such changes the attributions of Free Shares (other than Omnibus Shares) contemplated by paragraph (c) above no longer reach results which are consistent with the results obtained under this Exhibit A if the form of such transfer agent report or the practices or capability of such transfer agent had not changed, then at the request of the Distributor, and Other Distributor or any third party (a "Transferee") that has obtained an interest in the Distributor's 12b-1 Share of the Distribution Fees for such Portfolio, the Distributor, each other Distributor, the Fund and the Transferee shall negotiate in good faith to cause the transfer agent for such Portfolio to generate transfer agent reports or to adjust this Exhibit A as may be necessary to reach results consistent with those that would have been produced if such report had not changed; provided, that if such parties cannot reach agreement on such modifications within a reasonable period of time after the date of any such change, such parties shall submit the question to arbitration in accordance with the commercial arbitration rules of the American Arbitration Association and the decision reached by the arbitrator shall be final and binding.
The Fund shall use its best efforts to assure that the transfer agent and the sub-transfer agents for each Portfolio maintain the data necessary to implement the foregoing rules. If, notwithstanding the foregoing, the transfer agents or sub-transfer agents for such Portfolio are unable to maintain the data necessary to implement the foregoing rules as written, or if the transfer agent or sub-transfer agents seek to change allocation methods after the date of this Agreement (or any later date on which a sub-transfer agent is permitted to allocate shares consistent with documentation with any Transferee), or if the Distributor shall cease to serve as exclusive distributor of the Shares of the Portfolio, the Distributor and the Fund agree to negotiate in good faith with each other, with the transfer agents and sub-transfer agents for such Portfolio and with any third party that has obtained an interest in the Distributor's 12b-1 Share of the Distribution Fees in respect of such Portfolio with a view to arriving at mutually satisfactory modifications to the foregoing rules designed to accomplish substantially identical results on the basis of data which can be made available.
AMENDMENT NO. 1
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
The First Restated Master Distribution Agreement (Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A-1 and Schedule A-2 to the Agreement (each individually referred to as the "Fund", or collectively, the "Funds"), severally, on behalf of each of its series of common stock or beneficial interest, as the case may be, set forth on Schedule A-1 and Schedule A-2 to the Agreement (each, a "Portfolio"), with respect to the Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor"), is hereby amended as follows:
WHEREAS, the parties desire to amend the Agreement to reflect the addition of AIM Independence Now Fund, AIM Independence 2010 Fund, AIM Independence 2020 Fund, AIM Independence 2030 Fund, AIM Independence 2040 Fund and AIM Independence 2050 Fund;
NOW, THEREFORE, Schedule A-1 and Schedule A-2 to the Agreement are hereby deleted in their entirety and replaced with Schedule A-1 and Schedule A-2 attached to this amendment.
All other terms and provisions of the Agreement not amended hereby shall remain in full force and effect.
Dated: January 31, 2007
EACH FUND LISTED ON SCHEDULE A-1 ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A-1
By: /s/ PHILIP A. TAYLOR
------------------------------------
Name: Philip A. Taylor
Title: President
|
EACH FUND LISTED ON SCHEDULE A-2 ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A-2
By: /s/ PHILIP A. TAYLOR
------------------------------------
Name: Philip A. Taylor
Title: President
|
A I M DISTRIBUTORS, INC.
By: /s/ GENE NEEDLES
------------------------------------
Name: Gene Needles
Title: President
|
"SCHEDULE A-1
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM EQUITY FUNDS
PORTFOLIOS
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Diversified Dividend Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM Select Basic Value Fund
AIM FUNDS GROUP
PORTFOLIOS
AIM Basic Balanced Fund
AIM European Small Company Fund
AIM Global Value Fund
AIM International Small Company Fund
AIM Mid Cap Basic Value Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund
AIM GROWTH SERIES
PORTFOLIOS
AIM Basic Value Fund
AIM Conservative Allocation Fund
AIM Global Equity Fund
AIM Growth Allocation Fund
AIM Income Allocation Fund
AIM Independence Now Fund
AIM Independence 2010 Fund
AIM Independence 2020 Fund
AIM Independence 2030 Fund
AIM Independence 2040 Fund
AIM Independence 2050 Fund
AIM International Allocation Fund
AIM Mid Cap Core Equity Fund
AIM Moderate Allocation Fund
AIM Moderate Growth Allocation Fund
AIM Moderately Conservative Allocation Fund
AIM Small Cap Growth Fund
AIM INTERNATIONAL MUTUAL FUNDS
PORTFOLIOS
AIM Asia Pacific Growth Fund
AIM European Growth Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM International Core Equity Fund
AIM International Growth Fund
AIM INVESTMENT FUNDS
PORTFOLIOS
AIM China Fund
AIM Developing Markets Fund
AIM Global Health Care Fund
AIM International Bond Fund
AIM Japan Fund
AIM Trimark Fund
AIM Trimark Endeavor Fund
AIM Trimark Small Companies Fund
AIM INVESTMENT SECURITIES FUNDS
PORTFOLIOS
AIM Global Real Estate Fund
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Real Estate Fund
AIM Total Return Bond Fund
AIM SPECIAL OPPORTUNITIES FUNDS
PORTFOLIOS
AIM Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM SUMMIT FUND
AIM TAX-EXEMPT FUNDS
PORTFOLIO
AIM High Income Municipal Fund"
"SCHEDULE A-2
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
PORTFOLIOS
AIM Advantage Health Sciences Fund
AIM Multi-Sector Fund
AIM Structured Core Fund
AIM Structured Growth Fund
AIM Structured Value Fund
AIM SECTOR FUNDS
PORTFOLIOS
AIM Energy Fund
AIM Financial Services Fund
AIM Gold & Precious Metals Fund
AIM Leisure Fund
AIM Technology Fund
AIM Utilities Fund
AIM STOCK FUNDS
AIM Dynamics Fund"
AMENDMENT NO. 2
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
The First Restated Master Distribution Agreement (Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A-1 and Schedule A-2 to the Agreement (each individually referred to as the "Fund", or collectively, the "Funds"), severally, on behalf of each of its series of common stock or beneficial interest, as the case may be, set forth on Schedule A-1 and Schedule A-2 to the Agreement (each, a "Portfolio"), with respect to the Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor"), is hereby amended as follows:
WHEREAS, the parties desire to amend the Agreement to delete AIM Select Basic Value Fund; and
WHEREAS, the parties desire to amend the Agreement to reflect the name change of AIM International Bond Fund to AIM International Total Return Fund
NOW, THEREFORE, Schedule A-1 and Schedule A-2 to the Agreement are hereby deleted in their entirety and replaced with Schedule A-1 and Schedule A-2 attached to this amendment.
All other terms and provisions of the Agreement not amended hereby shall remain in full force and effect.
Dated: February 28, 2007
EACH FUND LISTED ON SCHEDULE A-1 ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A-1
By: /s/ Philip A. Taylor
------------------------------------
Name: Philip A. Taylor
Title: President
|
EACH FUND LISTED ON SCHEDULE A-2 ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A-2
By: /s/ Philip A. Taylor
------------------------------------
Name: Philip A. Taylor
Title: President
|
A I M DISTRIBUTORS, INC.
By: /s/ Gene Needles
------------------------------------
Name: Gene Needles
Title: President
|
"SCHEDULE A-1
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM EQUITY FUNDS
PORTFOLIOS
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Diversified Dividend Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM FUNDS GROUP
PORTFOLIOS
AIM Basic Balanced Fund
AIM European Small Company Fund
AIM Global Value Fund
AIM International Small Company Fund
AIM Mid Cap Basic Value Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund
AIM GROWTH SERIES
PORTFOLIOS
AIM Basic Value Fund
AIM Conservative Allocation Fund
AIM Global Equity Fund
AIM Growth Allocation Fund
AIM Income Allocation Fund
AIM Independence Now Fund
AIM Independence 2010 Fund
AIM Independence 2020 Fund
AIM Independence 2030 Fund
AIM Independence 2040 Fund
AIM Independence 2050 Fund
AIM International Allocation Fund
AIM Mid Cap Core Equity Fund
AIM Moderate Allocation Fund
AIM Moderate Growth Allocation Fund
AIM Moderately Conservative Allocation Fund
AIM Small Cap Growth Fund
AIM INTERNATIONAL MUTUAL FUNDS
PORTFOLIOS
AIM Asia Pacific Growth Fund
AIM European Growth Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM International Core Equity Fund
AIM International Growth Fund
AIM INVESTMENT FUNDS
PORTFOLIOS
AIM China Fund
AIM Developing Markets Fund
AIM Global Health Care Fund
AIM International Total Return Fund
AIM Japan Fund
AIM Trimark Fund
AIM Trimark Endeavor Fund
AIM Trimark Small Companies Fund
AIM INVESTMENT SECURITIES FUNDS
PORTFOLIOS
AIM Global Real Estate Fund
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Real Estate Fund
AIM Total Return Bond Fund
AIM SPECIAL OPPORTUNITIES FUNDS
PORTFOLIOS
AIM Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM SUMMIT FUND
AIM TAX-EXEMPT FUNDS
PORTFOLIO
AIM High Income Municipal Fund"
"SCHEDULE A-2
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
PORTFOLIOS
AIM Advantage Health Sciences Fund
AIM Multi-Sector Fund
AIM Structured Core Fund
AIM Structured Growth Fund
AIM Structured Value Fund
AIM SECTOR FUNDS
PORTFOLIOS
AIM Energy Fund
AIM Financial Services Fund
AIM Gold & Precious Metals Fund
AIM Leisure Fund
AIM Technology Fund
AIM Utilities Fund
AIM STOCK FUNDS
AIM Dynamics Fund"
AMENDMENT NO. 3
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
The First Restated Master Distribution Agreement (Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A-1 and Schedule A-2 to the Agreement (each individually referred to as the "Fund", or collectively, the "Funds"), severally, on behalf of each of its series of common stock or beneficial interest, as the case may be, set forth on Schedule A-1 and Schedule A-2 to the Agreement (each, a "Portfolio"), with respect to the Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor"), is hereby amended as follows:
WHEREAS, the parties desire to amend the Agreement to reflect the addition of AIM Select Real Estate Income Fund;
NOW, THEREFORE, Schedule A-1 and Schedule A-2 to the Agreement are hereby deleted in their entirety and replaced with Schedule A-1 and Schedule A-2 attached to this amendment.
All other terms and provisions of the Agreement not amended hereby shall remain in full force and effect.
Dated: March 9, 2007
EACH FUND LISTED ON SCHEDULE A-1 ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A-1
By: /s/ John M. Zerr
------------------------------------
Name: John M. Zerr
Title: Senior Vice President
|
EACH FUND LISTED ON SCHEDULE A-2 ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A-2
By: /s/ John M. Zerr
------------------------------------
Name: John M. Zerr
Title: Senior Vice President
|
A I M DISTRIBUTORS, INC.
By: /s/ Gene Needles
------------------------------------
Name: Gene Needles
Title: President
|
"SCHEDULE A-1
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM EQUITY FUNDS
PORTFOLIOS
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Diversified Dividend Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM FUNDS GROUP
PORTFOLIOS
AIM Basic Balanced Fund
AIM European Small Company Fund
AIM Global Value Fund
AIM International Small Company Fund
AIM Mid Cap Basic Value Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund
AIM GROWTH SERIES
PORTFOLIOS
AIM Basic Value Fund
AIM Conservative Allocation Fund
AIM Global Equity Fund
AIM Growth Allocation Fund
AIM Income Allocation Fund
AIM Independence Now Fund
AIM Independence 2010 Fund
AIM Independence 2020 Fund
AIM Independence 2030 Fund
AIM Independence 2040 Fund
AIM Independence 2050 Fund
AIM International Allocation Fund
AIM Mid Cap Core Equity Fund
AIM Moderate Allocation Fund
AIM Moderate Growth Allocation Fund
AIM Moderately Conservative Allocation Fund
AIM Small Cap Growth Fund
AIM INTERNATIONAL MUTUAL FUNDS
PORTFOLIOS
AIM Asia Pacific Growth Fund
AIM European Growth Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM International Core Equity Fund
AIM International Growth Fund
AIM INVESTMENT FUNDS
PORTFOLIOS
AIM China Fund
AIM Developing Markets Fund
AIM Global Health Care Fund
AIM International Total Return Fund
AIM Japan Fund
AIM Trimark Fund
AIM Trimark Endeavor Fund
AIM Trimark Small Companies Fund
AIM INVESTMENT SECURITIES FUNDS
PORTFOLIOS
AIM Global Real Estate Fund
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Real Estate Fund
AIM Total Return Bond Fund
AIM SPECIAL OPPORTUNITIES FUNDS
PORTFOLIOS
AIM Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM SUMMIT FUND
AIM TAX-EXEMPT FUNDS
PORTFOLIO
AIM High Income Municipal Fund"
"SCHEDULE A-2
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
PORTFOLIOS
AIM Advantage Health Sciences Fund
AIM Multi-Sector Fund
AIM Select Real Estate Income Fund
AIM Structured Core Fund
AIM Structured Growth Fund
AIM Structured Value Fund
AIM SECTOR FUNDS
PORTFOLIOS
AIM Energy Fund
AIM Financial Services Fund
AIM Gold & Precious Metals Fund
AIM Leisure Fund
AIM Technology Fund
AIM Utilities Fund
AIM STOCK FUNDS
AIM Dynamics Fund"
AMENDMENT NO. 4
TO
FIRST RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
The First Restated Master Distribution Agreement (Class B Shares) (the "Agreement") made as of the 18th day of August, 2003, as subsequently amended, and as restated the 20th day of September, 2006, by and between each registered investment company set forth on Schedule A-1 and Schedule A-2 to the Agreement (each individually referred to as the "Fund", or collectively, the "Funds"), severally, on behalf of each of its series of common stock or beneficial interest, as the case may be, set forth on Schedule A-1 and Schedule A-2 to the Agreement (each, a "Portfolio"), with respect to the Class B Shares (the "Shares") of each Portfolio, and A I M DISTRIBUTORS, INC., a Delaware corporation (the "Distributor"), is hereby amended as follows:
WHEREAS, the parties desire to amend the Agreement to delete AIM Advantage Health Sciences Fund, AIM Opportunities I Fund, AIM Opportunities II Fund and AIM Opportunities III Fund;
NOW, THEREFORE, Schedule A-1 and Schedule A-2 to the Agreement are hereby deleted in their entirety and replaced with Schedule A-1 and Schedule A-2 attached to this amendment.
All other terms and provisions of the Agreement not amended hereby shall remain in full force and effect.
Dated: April 23, 2007
EACH FUND LISTED ON SCHEDULE A-1 ON
BEHALF OF THE SHARES OF EACH
PORTFOLIO LISTED ON SCHEDULE A-1
By: /s/ John M. Zerr
------------------------------------
Name: John M. Zerr
Title: Senior Vice President
|
EACH FUND LISTED ON SCHEDULE A-2 ON
BEHALF OF THE SHARES OF EACH PORTFOLIO
LISTED ON SCHEDULE A-2
By: /s/ John M. Zerr
------------------------------------
Name: John M. Zerr
Title: Senior Vice President
|
A I M DISTRIBUTORS, INC.
By: /s/ Gene Needles
------------------------------------
Name: Gene Needles
Title: President
|
"SCHEDULE A-1
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM EQUITY FUNDS
PORTFOLIOS
AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Diversified Dividend Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM FUNDS GROUP
PORTFOLIOS
AIM Basic Balanced Fund
AIM European Small Company Fund
AIM Global Value Fund
AIM International Small Company Fund
AIM Mid Cap Basic Value Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund
AIM GROWTH SERIES
PORTFOLIOS
AIM Basic Value Fund
AIM Conservative Allocation Fund
AIM Global Equity Fund
AIM Growth Allocation Fund
AIM Income Allocation Fund
AIM Independence Now Fund
AIM Independence 2010 Fund
AIM Independence 2020 Fund
AIM Independence 2030 Fund
AIM Independence 2040 Fund
AIM Independence 2050 Fund
AIM International Allocation Fund
AIM Mid Cap Core Equity Fund
AIM Moderate Allocation Fund
AIM Moderate Growth Allocation Fund
AIM Moderately Conservative Allocation Fund
AIM Small Cap Growth Fund
AIM INTERNATIONAL MUTUAL FUNDS
PORTFOLIOS
AIM Asia Pacific Growth Fund
AIM European Growth Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM International Core Equity Fund
AIM International Growth Fund
AIM INVESTMENT FUNDS
PORTFOLIOS
AIM China Fund
AIM Developing Markets Fund
AIM Global Health Care Fund
AIM International Total Return Fund
AIM Japan Fund
AIM Trimark Fund
AIM Trimark Endeavor Fund
AIM Trimark Small Companies Fund
AIM INVESTMENT SECURITIES FUNDS
PORTFOLIOS
AIM Global Real Estate Fund
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Real Estate Fund
AIM Total Return Bond Fund
AIM SUMMIT FUND
AIM TAX-EXEMPT FUNDS
PORTFOLIO
AIM High Income Municipal Fund"
"SCHEDULE A-2
TO
AMENDED AND RESTATED
MASTER DISTRIBUTION AGREEMENT
(CLASS B SHARES)
AIM COUNSELOR SERIES TRUST
PORTFOLIOS
AIM Multi-Sector Fund
AIM Select Real Estate Income Fund
AIM Structured Core Fund
AIM Structured Growth Fund
AIM Structured Value Fund
AIM SECTOR FUNDS
PORTFOLIOS
AIM Energy Fund
AIM Financial Services Fund
AIM Gold & Precious Metals Fund
AIM Leisure Fund
AIM Technology Fund
AIM Utilities Fund
AIM STOCK FUNDS
AIM Dynamics Fund"
AIM FUNDS
RETIREMENT PLAN FOR ELIGIBLE
DIRECTORS/TRUSTEES
Effective as of March 8, 1994
As Restated as of January 1, 2005
.
.
.
TABLE OF CONTENTS
RETIREMENT PLAN FOR ELIGIBLE............................................... i
ARTICLE I - DEFINITION OF TERMS AND CONSTRUCTION........................... 1
1.1 Definitions........................................................ 1
1.2 Plurals and Gender................................................. 2
1.3 Directors/Trustees................................................. 3
1.4 Headings........................................................... 3
1.5 Severability....................................................... 3
ARTICLE II - PARTICIPATION................................................. 3
2.1 Commencement of Participation...................................... 3
2.2 Termination of Participation....................................... 3
ARTICLE III - RETIREMENT BENEFITS.......................................... 3
3.1 Amount and Terms................................................... 3
3.2 Forfeiture......................................................... 3
3.3 Payment After Participant's Death.................................. 4
3.4 Benefits Calculated in the Aggregate for all of the AIM Funds...... 4
ARTICLE IV - SUSPENSION OF BENEFITS, ETC................................... 4
4.1 No Suspension of Benefits For Continued Service or Upon Resumption
of Service......................................................... 4
4.2 Payments Due Missing Persons....................................... 4
ARTICLE V - ADMINISTRATOR.................................................. 4
5.1 Appointment of Administrator....................................... 4
5.2 Powers and Duties of Administrator................................. 5
5.3 Action by Administrator............................................ 5
5.4 Participation by Administrator..................................... 6
5.5 Agents and Expenses................................................ 6
5.6 Allocation of Duties............................................... 6
5.7 Delegation of Duties............................................... 6
5.8 Administrator's Action Conclusive.................................. 6
5.9 Records and Reports................................................ 6
5.10 Information from the AIM Funds..................................... 6
5.11 Reservation of Rights by Boards of Directors....................... 7
5.12 Liability and Indemnification...................................... 7
ARTICLE VI - AMENDMENTS AND TERMINATION.................................... 7
6.1 Amendments......................................................... 7
6.2 Termination........................................................ 8
ARTICLE VII - MISCELLANEOUS................................................ 8
7.1 Rights of Creditors................................................ 8
7.2 Liability Limited.................................................. 8
7.3 Incapacity......................................................... 8
7.4 Cooperation of Parties............................................. 8
7.5 Governing Law...................................................... 9
7.6 Nonguarantee of Director........................................... 9
7.7 Counsel............................................................ 9
7.8 Spendthrift Provision.............................................. 9
7.9 Forfeiture for Cause............................................... 9
ARTICLE VIII - CLAIMS PROCEDURE............................................ 10
|
8.1 Notice of Denial................................................... 10 8.2 Right to Reconsideration........................................... 10 8.3 Review of Documents................................................ 10 8.4 Decision by Administrator.......................................... 10 8.5 Notice by Administrator............................................ 10 Appendix A - Eligible Funds................................................ 11 Appendix B - Amount of Benefit - Post January 1, 2006...................... 12 Appendix C - Amount of Benefit - pre January 1, 2006....................... 14 |
PREAMBLE
Effective as of March 8, 1994, the regulated investment companies managed, advised, administered and/or distributed by A I M Advisors, Inc. or its affiliates (the "AIM Funds") have adopted THE AIM FUNDS RETIREMENT PLAN FOR ELIGIBLE DIRECTORS/TRUSTEES (the "Plan") for the benefit of each of the directors and trustees of each of the AIM Funds who is not an employee of any of the AIM Funds, A I M Management Group Inc. or any of their affiliates. As this Plan does not benefit any employees of the AIM Funds, it is not intended to be classified as an employee benefit plan within the meaning of Section 3(3) of the Employee Retirement Income Security Act of 1974, as amended ("ERISA").
Effective January 1, 2005 this Plan became subject to the provisions of section 409A of the Internal Revenue Code of 1986, as amended ("Code"), and has been amended and restated herein to comply with section 409A and to make certain design changes approved by the Board of Directors in December, 2005, applicable to payments made to Participants who terminate board service on or after January 1, 2006.
ARTICLE I - DEFINITION OF TERMS AND CONSTRUCTION
1.1 Definitions.
Unless a different meaning is plainly implied by the context, the following terms as used in this Plan shall have the following meanings:
(a) "Accrued Benefit" shall mean, as of any date prior to a Director's Retirement date, his Retirement Benefit commencing on such Retirement date, but based upon his Compensation and Years of Service computed as of such date of determination.
(b) "Administrator" shall mean the administrative committee provided for in Article VI.
(c) "AIM Funds" shall mean those regulated investment companies managed, advised, administered or distributed by A I M Advisors, Inc. or its affiliates, set forth on Appendix A hereto, as such Appendix may be amended from time to time.
(d) "Board of Directors" shall mean the Board of Directors or Board of Trustees of each of the AIM Funds.
(e) "Compensation" shall mean, for any Director, the amount of the retainer paid or accrued by the AIM Funds for such Director during the twelve month period immediately preceding the Director's termination of his Service, including retainer amounts deferred under a separate agreement between the AIM Funds and the Director. Compensation shall not include amounts paid as Board meeting fees or additional compensation paid for service as Chair of the Board or as Chair or Vice Chair of certain committees. The amount of such retainer Compensation shall be as determined by the Administrator.
(f) "Director" shall mean an individual who is a director or trustee of one or more of the AIM Funds which have adopted this Plan but who is not an employee of any of the AIM Funds, A I M Management Group Inc. or any of their affiliates.
(g) "Disability" shall have the meaning ascribed to such term under section 409A of the Code and applicable regulations thereunder.
(h) "Effective Date" shall mean January 1, 2005.
(i) "Fund" shall mean an AIM Fund which has adopted this Plan.
(j) "Participant" shall mean a Director who is included in this Plan as provided in Article II hereof.
(k) "Plan" shall mean the "AIM Funds Retirement Plan for Eligible Directors/Trustees" as described herein or as hereafter amended from time to time.
(l) "Plan Year" shall mean the calendar year.
(m) "Removal for Cause" shall mean the removal of a Director by the Directors of the AIM Funds or by shareholders due to such Director's willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of the office of Director.
(n) "Retirement Benefit" shall mean the benefit described under
Section 3.1 hereof.
(o) "Service" shall mean an individual's serving as a Director of one or more of the AIM Funds. Furthermore, any unbroken service provided by a Participant (i) to an AIM Fund immediately prior to its being managed or administered by A I M Advisors, Inc. (or any of its affiliates) or (ii) to a predecessor of an AIM Fund immediately prior to its being merged into such AIM Fund, will be taken into account in determining such Participant's Years of Service, subject to all restrictions and other forfeiture provisions contained herein. If a Participant whose Service terminates thereafter again becomes a Director, his different periods of Service shall be aggregated for purposes of calculating his Retirement Benefit, except that if a Participant's Service terminates prior to his being credited with 5 Years of Service, he shall forfeit all Years of Service completed prior to such termination unless the number of Years of Service he accumulated prior to such termination exceeds the number of years in which he did not serve as a Director.
(p) "Year of Service" shall mean a twelve consecutive month period of Service.
1.2 Plurals and Gender.
Where appearing in this Plan, the masculine gender shall include the feminine and neuter genders, and the singular shall include the plural, and vice versa, unless the context clearly indicates a different meaning.
1.3 Directors/Trustees.
Where appropriate, the term "director" shall refer to "trustee", "directorship" shall refer to "trusteeship" and "Board of Directors" shall refer to "Board of Trustees."
1.4 Headings.
The headings and sub-headings in this Plan are inserted for the convenience of reference only and are to be ignored in any construction of the provisions hereof.
1.5 Severability.
In case any provision of this Plan shall be held illegal or void, such illegality or invalidity shall not affect the remaining provisions of this Plan, but shall be fully severable, and this Plan shall be construed and enforced as if said illegal or invalid provisions had never been inserted herein.
ARTICLE II - PARTICIPATION
2.1 Commencement of Participation.
Each Director shall become a Participant hereunder on the date his directorship of one or more of the AIM Funds commences.
2.2 Termination of Participation.
A Director shall remain a Participant until his entire vested Retirement Benefit has been paid to him or on his behalf.
ARTICLE III - RETIREMENT BENEFITS
3.1 Amount and Terms.
Participants terminating service on or after January 1, 2006 shall receive a benefit as described in Appendix B. Participants terminating service on or before December 31, 2005 shall receive a benefit as described in Appendix C.
3.2 Forfeiture.
(a) If a Participant's Service terminates on account of Removal for Cause, no Retirement Benefit shall be paid to him or on his behalf, even if such termination occurs after he has completed 5 Years of Service.
(b) If a Participant's Service terminates for any reason without his having been credited with at least 5 Years of Service, neither he nor anyone else on his behalf shall be entitled to a Retirement Benefit.
3.3 Payment After Participant's Death.
No benefits will be paid under this Plan with respect to a Participant after his death other than as provided in Appendix B or Appendix C, as applicable.
3.4 Benefits Calculated in the Aggregate for all of the AIM Funds.
With respect to each Participant, the benefits payable hereunder shall be based on the aggregate Compensation paid by all of the AIM Funds. Each Fund's share of the obligation to provide such benefits shall be determined by use of accounting methods adopted by the Administrator.
ARTICLE IV - SUSPENSION OF BENEFITS, ETC.
4.1 No Suspension of Benefits For Continued Service or Upon Resumption of Service.
If a Participant who has begun receiving Retirement Benefits in accordance with the provisions of Article III continues to serve as a Director or resumes Service, his Retirement Benefit shall continue to be paid during the new period of Service, with the following adjustments: (i) the amount of the quarterly payment shall be increased, as appropriate, beginning with the first quarter of each subsequent calendar year to reflect any increase in the Participant' Compensation during the prior year (initially as compared with his Compensation when he originally terminated Service), and (ii) the length of the payment period shall be lengthened, but not beyond a total of 16 years, to reflect any additional Years of Service earned after reemployment as a Director.
4.2 Payments Due Missing Persons.
The Administrator shall make a reasonable effort to locate all persons entitled to benefits under this Plan; however, notwithstanding any provisions of this Plan to the contrary, if, after a period of 5 years from the date any of such benefits first become due, any such persons entitled to benefits have not been located, their rights under this Plan shall stand suspended. Before this provision becomes operative, the Administrator shall send a certified letter to all such persons (if any) at their last known address advising them that their benefits under this Plan shall be suspended. Any such suspended amounts shall be held by the AIM Funds for a period of 3 additional years (or a total of 8 years from the time the benefits first became payable) and thereafter such amounts shall be forfeited.
ARTICLE V - ADMINISTRATOR
5.1 Appointment of Administrator.
This Plan shall be administered by the Governance Committees of the Boards of Directors of the AIM Funds. The members of such committees are not "interested persons" (within the meaning of Section 2(a)(19) of the Investment Company Act of 1940) of any of the AIM Funds. The term "Administrator" as used in this Plan shall refer to the members of such Committees, either individually or collectively, as appropriate.
5.2 Powers and Duties of Administrator.
Except as provided below, the Administrator shall have the following duties and responsibilities in connection with the administration of this Plan:
(a) to promulgate and enforce such rules, regulations and procedures as shall be proper for the efficient administration of this Plan;
(b) to determine all questions arising in the administration, interpretation and application of this Plan, including questions of eligibility and of the status and rights of Participants and any other persons hereunder;
(c) to decide any dispute arising hereunder; provided, however, that no Administrator shall participate in any matter involving any questions relating solely to his own participation or benefits under this Plan;
(d) to advise the Boards of Directors of the AIM Funds regarding the known future need for funds to be available for distribution;
(e) to correct defects, supply omissions and reconcile inconsistencies to the extent necessary to effectuate this Plan;
(f) to compute the amount of benefits and other payments which shall be payable to any Participant, surviving spouse or designated beneficiary in accordance with the provisions of this Plan and to determine the person or persons to whom such benefits shall be paid;
(g) to make recommendations to the Boards of Directors of the AIM Funds with respect to proposed amendments to this Plan;
(h) to file all reports with government agencies, Participants and other parties as may be required by law, whether such reports are initially the obligation of the AIM Funds, or this Plan; and
(i) to have all such other powers as may be necessary to discharge its duties hereunder.
5.3 Action by Administrator.
A majority of the members of the Administrator then serving shall constitute a quorum for the transacting of business related to this Plan. All resolutions or other action taken by the Administrator in connection with this Plan shall be by vote of a majority of those present at such meeting and entitled to vote. Resolutions may be adopted or other action taken without a meeting upon written consent signed by at least a majority of the members. All documents, instruments, orders, requests, directions, instructions and other papers shall be executed on behalf of the Administrator by either the Chairman or any Vice-Chairman of the Administrator, or by any member or agent of the Administrator duly authorized to act on the Administrator's behalf.
5.4 Participation by Administrator.
No Administrator shall be precluded from becoming a Participant in this Plan if he would be otherwise eligible, but he shall not be entitled to vote or act upon matters or to sign any documents relating specifically to his own participation under this Plan, except when such matters or documents relate to benefits generally. If this disqualification results in the lack of a quorum, then the Boards of Directors, by majority vote of the members of a majority of such Boards of Directors (a "Majority Vote"), shall appoint a sufficient number of temporary Administrators, who shall serve for the sole purpose of determining such a question.
5.5 Agents and Expenses.
The Administrator may employ agents and provide for such clerical, legal, actuarial, accounting, medical, advisory or other services as it deems necessary to perform its duties under this Plan. The cost of such services and all other expenses incurred by the Administrator in connection with the administration of this Plan shall be allocated to each Fund pursuant to the method utilized under Section 3.4 hereof with respect to costs related to benefit accruals.
5.6 Allocation of Duties.
The duties, powers and responsibilities reserved to the Administrator may be allocated among its members so long as such allocation is pursuant to written procedures adopted by the Administrator, in which case no Administrator shall have any liability, with respect to any duties, powers or responsibilities not allocated to him, for the acts or omissions of any other Administrator.
5.7 Delegation of Duties.
The Administrator may delegate any of its duties to employees of A I M Advisors, Inc. or any of its affiliates or to any other person or firm, provided that the Administrator shall prudently choose such agents and rely in good faith on their actions.
5.8 Administrator's Action Conclusive.
Any action on matters within the discretion of the Administrator shall be final and conclusive.
5.9 Records and Reports.
The Administrator shall maintain adequate records of its actions and proceedings in administering this Plan and shall file all reports and take all other actions as it deems appropriate in order to comply with any federal or state law.
5.10 Information from the AIM Funds.
The AIM Funds shall promptly furnish all necessary information to the Administrator to permit it to perform its duties under this Plan. The Administrator shall be
entitled to rely upon the accuracy and completeness of all information furnished to it by the AIM Funds, unless it knows or should have known that such information is erroneous.
5.11 Reservation of Rights by Boards of Directors.
When rights are reserved in this Plan to the Boards of Directors, such rights shall be exercised only by Majority Vote of the Boards of Directors, except where the Boards of Directors, by unanimous written resolution, delegate any such rights to one or more persons or to the Administrator. Subject to the rights reserved to the Boards of Directors as set forth in this Plan, no member of the Boards of Directors shall have any duties or responsibilities under this Plan, except to the extent he shall be acting in the capacity of an Administrator.
5.12 Liability and Indemnification.
(a) The Administrator shall perform all duties required of it under this Plan in a prudent manner. The Administrator shall not be responsible in any way for any action or omission of the AIM Funds or their employees in the performance of their duties and obligations as set forth in this Plan. The Administrator also shall not be responsible for any act or omission of any of its agents provided that such agents were prudently chosen by the Administrator and that the Administrator relied in good faith upon the action of such agents.
(b) Except for its own gross negligence, willful misconduct or willful breach of the terms of this Plan, the Administrator shall be indemnified and held harmless by the AIM Funds against any and all liability, loss, damages, cost and expense which may arise, occur by reason of, or be based upon, any matter connected with or related to this Plan or its administration (including, but not limited to, any and all expenses whatsoever reasonably incurred in investigating, preparing or defending any litigation, commenced or threatened, or in settlement of any such claim).
ARTICLE VI - AMENDMENTS AND TERMINATION
6.1 Amendments.
The Boards of Directors reserve the right at any time and from time to time, and retroactively if deemed necessary or appropriate by them, to amend in whole or in part by Majority Vote any or all of the provisions of this Plan, provided that:
(a) No amendment shall make it possible for any part of a Participant's or former Participant's Retirement Benefit to be used for, or diverted to, purposes other than for the exclusive benefit of such Participant, except to the extent otherwise provided in this Plan;
(b) No amendment may reduce any Participant's or former Participant's Retirement Benefit as of the effective date of the amendment;
Amendments may be made in the form of Board of Directors' resolutions or separate written document.
6.2 Termination.
Except as provided below, the Boards of Directors reserve the right to terminate this Plan at any time by Majority Vote by giving to the Administrator notice in writing of such desire to terminate. The Plan shall terminate upon the date of receipt of such notice and all Participants shall be paid their Retirement Benefits (determined as of the date this Plan is terminated) as set forth herein, or to the extent permitted by section 409A of the Code, in an actuarially equivalent lump sum as soon as possible after the effective date of such termination, as determined by the Administrator.
ARTICLE VII - MISCELLANEOUS.
7.1 Rights of Creditors.
(a) The Plan is unfunded. Neither the Participants nor any other persons shall have any interest in any Fund or in any specific asset or assets of any of the AIM Funds by reason of any Retirement Benefit hereunder, nor any rights to receive distribution of any Retirement Benefit except and as to the extent expressly provided hereunder.
(b) The Retirement Benefits of each Participant are unsecured and shall be subject to the claims of the general creditors of the AIM Funds.
7.2 Liability Limited.
Neither the AIM Funds, the Administrator, nor any agents, employees, officers, directors or shareholders of any of them, nor any other person shall have any liability or responsibility with respect to this Plan, except as expressly provided herein.
7.3 Incapacity.
If the Administrator shall receive evidence satisfactory to it that a Participant, surviving spouse or designated beneficiary entitled to receive any benefit under this Plan is, at the time when such benefit becomes payable, physically or mentally incompetent to receive such benefit and to give a valid release therefor, and that another person or an institution is then maintaining or has custody of such Participant, surviving spouse, or designated beneficiary and that no guardian, committee or other representative of the estate of such Participant, surviving spouse, or designated beneficiary shall have been duly appointed, the Administrator may make payment of such benefit otherwise payable to such Participant, surviving spouse, or designated beneficiary to such other person or institution, and the release of such other person or institution shall be a valid and complete discharge for the payment of such benefit.
7.4 Cooperation of Parties.
All parties to this Plan and any person claiming any interest hereunder agree to perform any and all acts and execute any and all documents and papers which are necessary or desirable for carrying out this Plan or any of its provisions.
7.5 Governing Law.
All rights under this Plan shall be governed by and construed in accordance with rules of Federal law applicable to such plans and, to the extent not preempted, by the laws of the State of Texas without regard to principles of conflicts of law. No action shall be brought by or on behalf of any Participant for or with respect to benefits due under this Plan unless the person bringing such action has timely exhausted this Plan's claim review procedure. Any such action must be commenced within three years. This three-year period shall be computed from the earlier of (a) the date a final determination denying such benefit, in whole or in part, is issued under this Plan's claim review procedure or (b) the date such individual's cause of action first accrued. Any dispute, controversy or claim arising out of or in connection with this Plan (including the applicability of this arbitration provision) and not resolved pursuant to the Plan's claim review procedure shall be determined and settled by arbitration conducted by the American Arbitration Association ("AAA") in the County and State of the Funds' principal place of business and in accordance with the then existing rules, regulations, practices and procedures of the AAA. Any award in such arbitration shall be final, conclusive and binding upon the parties to the arbitration and may be enforced by either party in any court of competent jurisdiction. Each party to the arbitration will bear its own costs and fees (including attorney's fees).
7.6 Nonguarantee of Director
Nothing contained in this Plan shall be construed as a guaranty or right of any Participant to be continued as a Director of one or more of the AIM Funds (or of a right of a Director to any specific level of Compensation) or as a limitation of the right of the AIM Funds to remove any of its directors.
7.7 Counsel.
The Administrator may consult with legal counsel, who may be counsel for one or more of the Boards of Directors of the AIM Funds and for the Administrator, with respect to the meaning or construction of this Plan, its obligations or duties hereunder or with respect to any action or proceeding or any question of law, and they shall be fully protected with respect to any action taken or omitted by them in good faith pursuant to the advice of legal counsel.
7.8 Spendthrift Provision.
A Participant's interest in his Accrued Benefit or Retirement Benefit may not be transferred, alienated, assigned nor become subject to execution, garnishment or attachment, and any attempt to do so will render benefits hereunder immediately forfeitable.
7.9 Forfeiture for Cause.
Notwithstanding any other provision of this Plan to the contrary, any benefits to which a Participant (or his surviving spouse or designated beneficiary) may otherwise be entitled hereunder will be forfeited in the event the Director has been Removed for Cause.
ARTICLE VIII - CLAIMS PROCEDURE
8.1 Notice of Denial.
If a Participant is denied any Retirement Benefit (or a surviving spouse or designated beneficiary is denied a survivor's benefit) under this Plan, either in total or in an amount less than the full Retirement Benefit to which he would normally be entitled, the Administrator shall advise the Participant (or surviving spouse or designated beneficiary) in writing of the amount of his Retirement Benefit (or survivor's benefit), if any, and the specific reasons for the denial. The Administrator shall also furnish the Participant (or surviving spouse or designated beneficiary) at that time with a written notice containing:
(a) A specific reference to pertinent Plan provisions.
(b) A description of any additional material or information necessary for the Participant (or surviving spouse or designated beneficiary) to perfect his claim, if possible, and an explanation of why such material or information is needed.
(c) An explanation of this Plan's claim review procedure.
8.2 Right to Reconsideration.
Within 60 days of receipt of the information stated in Section 8.1 above, the Participant (or surviving spouse or designated beneficiary) shall, if he desires further review, file a written request for reconsideration with the Administrator.
8.3 Review of Documents.
So long as the Participant's (or surviving spouse's or designated beneficiary's) request for review is pending (including the 60 day period in 8.2 above), the Participant (or surviving spouse or designated beneficiary) or his duly authorized representative may review pertinent Plan documents and may submit issues and comments in writing to the Administrator.
8.4 Decision by Administrator.
A final and binding decision shall be made by the Administrator within 60 days of the filing by the Participant (or surviving spouse or designated beneficiary) of his request for reconsideration, provided, however, that if the Administrator, in its discretion, feels that a hearing with the Participant (or surviving spouse or designated beneficiary) or his representative present is necessary or desirable, this period shall be extended an additional 60 days.
8.5 Notice by Administrator.
The Administrator's decision shall be conveyed to the Participant (or surviving spouse or designated beneficiary) in writing and shall include specific reasons for the provisions on which the decision is based.
APPENDIX A - ELIGIBLE FUNDS
For the purposes of the Retirement Plan for Eligible Directors/Trustees, "AIM Funds" shall mean each of the regulated investment companies constituting classes or series of shares of the following entities, and any future regulated investment companies that are within the same "fund complex" as defined in Form N-1A adopted under the Investment Company Act of 1940:
AIM CORE ALLOCATION PORTFOLIO SERIES ("CAPS")
AIM COUNSELOR SERIES TRUST ("ACST")
AIM EQUITY FUNDS ("AEF")
AIM FLOATING RATE FUND ("AFRF")
AIM FUNDS GROUP ("AFG")
AIM GROWTH SERIES ("AGS")
AIM INTERNATIONAL MUTUAL FUNDS ("AIMF")
AIM INVESTMENT FUNDS ("AIF")
AIM INVESTMENT SECURITIES FUNDS ("AIS")
AIM SECTOR FUNDS ("ASEF")
AIM SELECT REAL ESTATE INCOME FUND ("ASREIF")
AIM SPECIAL OPPORTUNITIES FUNDS ("ASOF")
AIM STOCK FUNDS ("ASTF")
AIM SUMMIT FUND ("ASF")
AIM TAX-EXEMPT FUNDS ("ATEF")
AIM TREASURER'S SERIES TRUST ("ATST")
AIM VARIABLE INSURANCE FUNDS ("AVIF")
SHORT-TERM INVESTMENTS TRUST ("STIT")
TAX-FREE INVESTMENTS TRUST ("TFIT")
APPENDIX B - AMOUNT OF BENEFIT - POST JANUARY 1, 2006
Amount of Retirement Benefit - Directors who cease service on or after January 1, 2006.
Section 1. Amount of Benefit.
(a) Subject to the following provisions of this Appendix B and Article III, a Participant who ceases to be a Director after completing at least 5 Years of Service shall be entitled to receive an annual retirement benefit from the AIM Funds equal to seventy-five percent (75%) of the Participant's Compensation, payable in quarterly installments for a period of years equal to his Years of Service (up to a maximum of 16 Years of Service).
(b) Except as provided in paragraphs (c) and (d) of this Appendix B,
Section 1, such Retirement Benefit shall commence on the first day of the
first quarter following the later of (i) the Participant's termination of
Service or (ii) the Participant's attainment of age 72.
(c) A Participant may make an irrevocable election (in a form and manner prescribed by the Administrator) to commence payment of his Retirement Benefit on the first day of the first quarter following the later of (i) his termination of Service or (ii) his attainment of age 65 (or such other age between 65 and 72 as the Participant specifies) in the event the Participant terminates Service prior to age 72. Such election shall normally be made within the first 30 days after a Director first becomes a Participant, provided that pursuant to Treasury Notice 2005-1, a Director who is already a Participant on the Effective Date may make a one-time election under this paragraph (c) no later than December 31, 2005. Any Retirement Benefit payable in accordance with this paragraph (c) shall be actuarially reduced to reflect its early commencement in accordance with the following table:
AGE % --- --- 65 71% 66 75% 67 78% 68 82% 69 86% 70 91% 71 95% 72 100% |
(d) Notwithstanding the foregoing, if a Participant terminates Service on account of Disability, his Retirement Benefit shall commence on the first day of the first quarter
following the later of (i) his termination of Service or (ii) his attainment of age 60, and such Retirement Benefit shall not be reduced to reflect commencement prior to age 72.
Section 2. Death of a Participant.
(a) Death Prior to Commencement of Benefits. If a Participant who has completed at least 5 Years of Service dies before commencement of his Retirement Benefit, such Retirement Benefit shall be paid to his designated beneficiary commencing at the same time, for the same period and in the same amount as would have been paid to the Participant had the Participant become Disabled on the Participant's date of death.
(b) Death Subsequent to Commencement of Benefits. If a Participant dies after commencement, but prior to complete payment of his Retirement Benefit under Article III, the remainder of such Retirement Benefit shall be paid to his designated beneficiary at the same time, for the same remaining period and in the same amount as the Participant would have been paid had the Participant become Disabled on the Participant's date of death.
(c) Designated Beneficiary.
(i) A Participant may designate one or more persons (including a trust) as his beneficiary; if multiple beneficiaries are designated, the Participant must indicate (in whole percentages) each person's share of the Retirement Benefit payable on his death. To the extent permitted by the Administrator, a Participant may also designate one or more contingent beneficiaries in the event a primary beneficiary predeceases him. A Participant may change any beneficiary designation at any time, without the consent of any previously designated beneficiary, provided a written instruction setting forth the desired change is received by the Administrator prior to the Participant's death.
(ii) If payments are being made to one or more designated beneficiaries, and a beneficiary dies before the entire amount due such beneficiary can be paid, an actuarially-equivalent lump sum payment of the remaining amount due such beneficiary shall be made to the estate of the beneficiary on the first day of the second quarter following such beneficiary's death.
APPENDIX C - AMOUNT OF BENEFIT - PRE JANUARY 1, 2006
Amount of Retirement Benefits - Directors who cease service before January 1, 2006
Section 1. Amount of Benefit.
(a) In order to receive Retirement Benefits under this Plan, a Director (i)
must have reached the age of 65 (55 in the event of death or Disability),
(ii) must qualify as a Participant under this Plan, and (iii) must have
completed at least five years of continuous and non-forfeited Years of
Service, as well as at least 30 months of service with one or more of the
AIM Funds.
(b) Upon Retirement, a Participant shall be entitled to receive an annual benefit from the AIM Funds commencing on the first day of the calendar quarter coincident with or next following his date of Retirement. The benefit shall be payable in quarterly installments for a number of years equal to the lesser of (i) ten years, or (ii) the number of the Participant's Years of Service. The annual benefit shall equal seventy-five percent (75%) of the Participant's Compensation.
Section 2. Death, Disability or Termination.
(a) If a Director's Service terminates prior to his Normal Retirement Date because of his death, Disability or Removal for Cause, he shall not be entitled to any benefits under this Plan, except as set forth below.
(i) If a Director's Service is involuntarily terminated for any reason other than those specified in 1(a) above, and as of the date of termination the Director has accumulated at least five continuous and non-forfeited Years of Service, he shall be entitled to receive his Accrued Benefit, which benefit shall be determined as of the date of such termination. The AIM Funds shall pay such benefit in quarterly installments for a number of years equal to the lesser of (i) ten years, or (ii) the number of the Director's Years of Service. The AIM Funds shall commence paying such benefit on the date of such involuntary termination.
(b) Death.
(i) Death Prior to Commencement of Benefits. If a Participant dies
subsequent to his Normal Retirement Date, but prior to the
commencement of his Retirement Benefits under this Appendix C, the
surviving spouse (if any) of such Participant shall be entitled to
receive a quarterly survivor's benefit for a period of no more than
ten (10) years (or, if less, the number of the Participant's Years of
Service) beginning on the first day of the calendar quarter next
following the date of the Participant's death equal to fifty percent
(50%) of the amount of the quarterly installments of Retirement
Benefits that would have been paid to the Participant under 1(a) or
(b) or 2(a) hereof had his Retirement occurred on his date of death.
(ii) Death Subsequent to Commencement of Benefits. If a Participant dies after the commencement of his Retirement Benefit under this Appendix C, but prior to the cessation of the payment of such Retirement Benefits, the surviving spouse (if any) of such Participant shall be entitled to receive survivor's benefits equal to fifty percent (50%) of the amount of the annual Retirement Benefit
payable to the Participant under this Appendix C, paid at such times, and for such period, as such Retirement Benefit would have continued to have been paid to the Participant had he not died.
(iii) Death of Spouse. If a Participant is not survived by a spouse, no benefits will be paid hereunder upon the Participant's death. If a deceased Participant's surviving spouse dies while receiving survivor's benefits hereunder, any installments not paid at the time of the surviving spouse's death shall be forfeited.
AIM FUNDS
RETIREMENT PLAN FOR ELIGIBLE DIRECTORS/TRUSTEES
ELECTION PURSUANT TO APPENDIX B
Pursuant to Appendix B, Section 1(c) of the AIM Funds Retirement Plan for Eligible Directors/Trustees, as restated as of January 1, 2005, I hereby elect to commence payments of my Retirement Benefit on the first day of the first quarter following the later of:
(i) my termination of Service or
(ii) my attainment of age ___ [specify an age between 65 and 72] if I terminate Service prior to age 72.
I understand that this election is irrevocable.
Dated: , 20
---------- -- -- ----------------------------------------
Signature
Name of Director:
----------------------
|
AIM FUNDS
RETIREMENT PLAN FOR ELIGIBLE DIRECTORS/TRUSTEES
BENEFICIARY DESIGNATION FORM PURSUANT TO SECTION 3.3 AND APPENDIX B
With respect to the AIM Funds Retirement Plan for Eligible Directors/Trustees (as amended as of January 1, 2005) (the "Retirement Plan"):
I hereby revoke any prior designation of Beneficiary under the Retirement Plan, and designate the following as my Primary and/or Contingent Beneficiary or Beneficiaries under the Retirement Plan.
I hereby make the following beneficiary designations:
I. Primary Beneficiary*
I hereby appoint the following as my Primary Beneficiary(ies) to receive at my death the amounts payable with respect to my service in accordance with Appendix B of the Retirement Plan.. If I am survived by more than one Primary Beneficiary, the Primary Beneficiaries shall share in such payments as follows (in percentages, the sum of which must equal 100%):
Name & Address Relationship Percentage Share -------------- ------------ ---------------- |
II. Secondary Beneficiary
If no Primary Beneficiaries survive me at the date of my death, I hereby appoint the following as Contingent Beneficiary(ies) to receive payments under the Retirement Plan. If I am survived by more than one Contingent Beneficiary, such Contingent Beneficiaries shall share in such payments as follows:
Name & Address Relationship Percentage Share -------------- ------------ ---------------- |
III. I understand that:
1. I may revoke or amend the above designations at any time without the consent of any beneficiary;
2. if I am not survived by a Primary or Contingent Beneficiary, any amounts payable under the Retirement Plan shall be paid in accordance with applicable inheritance laws; and
3. If payments are being made to one or more designated beneficiaries, and a beneficiary dies before the entire amount due such beneficiary can be paid, an actuarially-equivalent lump sum payment of the remaining amount due such beneficiary shall be made to the estate of the beneficiary..
This designation shall be effective when received by the Retirement Plan Administrator and will remain effective until replaced by a properly filed new designation.
Dated: , 20
---------- -- -- ----------------------------------------
Signature
Name of Director:
----------------------
|
AIM Funds
AIM FUNDS
SUPPLEMENT TO DEFERRED COMPENSATION PLANS WITH RESPECT TO AIM FUNDS
PURPOSE: This Supplement incorporates the special election rules adopted by the Directors/Trustees of the AIM Funds for the Deferred Compensation Plans and Agreements entered into by the AIM Funds (or their predecessors in interest) with respect to Directors/ Trustees of the AIM Funds (the AIM Funds Deferred Compensation Plan for Independent Directors, and agreements pursuant thereto) or the heritage INVESCO Funds (the INVESCO Funds Deferred Compensation Plan, and agreements pursuant thereto) (collectively, the "Plans") pursuant to Treasury Department Notice 2005-1.
EFFECTIVE DATE: The effective date of this Supplement is January 1, 2005.
SPECIAL ELECTIONS: Notwithstanding any other provisions of the Agreements to the contrary, the Agreements are hereby amended and supplemented as follows, and each Director/ Trustee may make the election described below:
1. In accordance with the Description, Special Transition Election Form and Distribution Election Confirmation Form, substantially as in the form attached hereto as EXHIBIT 1, any Director/Trustee may change certain prior elections concerning the payment date of previously deferred amounts in accordance with the transition rules published by the Treasury Department concerning Section 409A of the Internal Revenue Code of 1986 as amended; such new election being applicable either to (a) all deferrals under any agreement pursuant to each Plan or (b) to such deferred amounts not identified by the participating Director/Trustee by December 31, 2005.
2. Pursuant to current Internal Revenue Service regulations, which constitute guidance subject to change, to the extent that each Plan permits the election for payment in a series of installment payments, each such series of installment payments shall be treated as a series of separate payments and not as a single payment.
3. To the extent that each Plan, or any agreement pursuant to each Plan, permits a Director to make a subsequent deferral election, such Plan is amended to conform such subsequent deferral elections to regulations adopted pursuant to Section 409A (including Treasury Department Notice 2005-1), requiring that (i) the election to defer a payment be made at least 12 months prior to the date the payment is scheduled to be made and (ii) the payment with respect to which such election to defer is made be deferred for a period of not less than 5 years from the date such payment would otherwise have been paid.
Adopted by Consent: December 30, 2005
AIM FUNDS DEFERRED COMPENSATION PLAN FOR INDEPENDENT DIRECTORS
INVESCO FUNDS DEFERRED COMPENSATION PLAN
SPECIAL TRANSITION ELECTION
The AIM Funds Deferred Compensation Plan for Independent Directors,
and agreements thereunder, and the INVESCO Funds Deferred Compensation Plan, and
agreements thereunder (each a "Plan", and collectively, the "Plan") allowed
eligible trustees of the AIM Funds and the heritage INVESCO Funds to defer some
or all of their annual trustee's/director's fees otherwise payable by the AIM
Funds or the INVESCO Funds. The Plans are now subject to Section 409A of the
Internal Revenue Code, which sets forth new, much stricter, rules related to the
deferral of compensation and the payment of already deferred compensation. The
Treasury Department has issued proposed regulations under Section 409A which
include transition rules that permit participants in deferred compensation
arrangements to make limited changes to their existing deferral elections
without being considered in violation of Section 409A. Accordingly, you are
being given a one-time opportunity to change the payment date and form of
payment for your existing deferrals under the Plan, by submitting the attached
Special Payment Election Form to Susan J. Penry Williams no later than December
31, 2005. NOTE: TO THE EXTENT THE PLAN CONTAINED PROVISIONS THAT OVERRODE YOUR
DESIGNATED PAYMENT DATE WHEN YOU TERMINATED YOUR SERVICE AS A TRUSTEE, THESE
OVERRIDE PROVISIONS WILL NO LONGER APPLY, AND ONLY YOUR NEW ELECTION WILL GOVERN
THE FORM AND TIMING OF YOUR PAYMENT.
You may make any change to your payment election that conforms with the following:
As to PAYMENT DATE, you have a choice of any of the following:
- January 1 of any specified year after 2005; or
- The first day of the first calendar quarter commencing after your termination of service as a Trustee; or
- The LATER of the events described in the first two choices; or
- The EARLIER of the events described in the first two choices.
As to PAYMENT FORM, you can choose from the following:
- A lump sum payment, or
- Quarterly installments (payable January 1, April 1, July 1 and October 1) for a specified period of either 5, 10 or 15 years.
Any new election you make in accordance with the rules set forth above
will apply to all of your existing deferrals, unless you submit a separate
Distribution Election Confirmation Form. IN FUTURE YEARS, SUBSEQUENT DEFERRAL
ELECTIONS - A DECISION TO CHANGE THE PAYMENT DATE OF AMOUNTS ALREADY DEFERRED
UNDER A PLAN - MUST BE MADE AT LEAST 12 MONTHS BEFORE THE SCHEDULED PAYMENT DATE
AND MUST DEFER PAYMENT FOR AT LEAST FIVE YEARS AFTER THE AMOUNT WOULD OTHERWISE
HAVE BEEN PAID.
AIM FUNDS DEFERRED COMPENSATION PLAN FOR INDEPENDENT DIRECTORS
INVESCO FUNDS DEFERRED COMPENSATION PLAN
SPECIAL TRANSITION ELECTION FORM
YOU MUST FILL OUT EITHER (A) I AND II, OR (B) III AND
RETURN THE FORM ON OR BEFORE DECEMBER 31, 2005.
I. PAYMENT DATE
I hereby designate one of the following as my new Payment Date for amounts deferred under the Plan prior to 2006 [place an "X" preceding your choice and fill in the missing information, as applicable]:
[ ] (a) ____________________ 1, _____ [Select the first month in any calendar quarter, and insert any year after 2005].
[ ] (b) The first day of the quarter commencing after the termination of my services as a Trustee.
[ ] (c) The LATER of (a) __________________ 1, _____ [fill in month and year from (a) above - must be after 2005] or (b) the first day of the quarter following the termination of my services as a Trustee.
[ ] (d) The EARLIER of (a) ________________ 1, _____ [fill in month and year from (a) above - must be after 2005] or (b) the first day of the quarter following the termination of my services as a Trustee.
[Note: administrative delays in making the actual payment will not affect the Payment Date. The "first day of the quarter" means the first day of the first calendar quarter commencing after December 31, 2005 following the termination of services.]
II. PAYMENT FORM
I hereby designate one of the following as my new payment form for amounts deferred under the Agreement prior to 2006. [Place an "X" preceding your choice and fill in the missing information, as applicable.]
[ ] A lump sum payment.
[ ] Quarterly installments for a period of ____________ [pick either 5, 10n or 15] years.
III. NO NEW ELECTION
_____ I want all of my previously deferred compensation to be paid in accordance with the Distribution Election Confirmation Form.
I understand that the foregoing choices have been designed to comply with transition rules published in proposed regulations under Section 409A of the Internal Revenue Code which are subject to clarification, and that any choice I have made on this Special Payment Election Form is subject to cancellation or modification as the Plan Administrator deems necessary to comply with Section 409A.
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Date Signature
Name:
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SSN:
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|
AIM FUNDS DEFERRED COMPENSATION PLAN FOR INDEPENDENT DIRECTORS
INVESCO FUNDS DEFERRED COMPENSATION PLAN
DISTRIBUTION ELECTION CONFIRMATION FORM
FILL OUT AND RETURN THIS FORM ONLY IF YOU WANT TO CONFIRM A PRIOR DISTRIBUTION ELECTION.
This form only pertains to amounts deferred prior to 2006 under the following plans:
- AIM Funds Deferred Compensation Plan for Independent Directors
- INVESCO Funds Deferred Compensation Plan
I hereby confirm that I want my existing distribution election schedule to apply to all of the amounts deferred under the plans listed below:
[check plans for which you would like prior distribution elections to apply]
[ ] AIM Funds Deferred Compensation Plan for Independent Directors
[ ] INVESCO Funds Deferred Compensation Plan
I understand that the foregoing choices have been designed to comply with transition rules published in proposed regulations under Section 409A of the Internal Revenue Code which are subject to clarification, and that any choice I have made on this Deferred Election Confirmation Form is subject to cancellation or modification as the Plan Administrator deems necessary to comply with Section 409A.
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Date Signature
Print Name and Social Security Number
----------------------------------------
|
AIM FUNDS DEFERRED COMPENSATION PLAN FOR INDEPENDENT DIRECTORS
CONFIRMATION OF DEFERRAL AND PAYMENT FORM
YOU MUST FILL OUT THIS FORM TO EITHER (I) CONFIRM YOUR PRIOR ELECTIONS WITH RESPECT TO AMOUNTS TO BE DEFERRED IN 2006 OR LATER, OR (II) MAKE NEW ELECTIONS WITH RESPECT TO AMOUNTS TO BE DEFERRED IN 2006 OR LATER.
[EVERY TRUSTEE DEFERRING PAYMENTS IN 2006 MUCH COMPLETE THIS SECTION.]
I. FEE DEFERRAL [place an "X" preceding your choice and fill in the blank, if applicable]
[ ] I hereby confirm that I want my existing election and distribution schedule, as to (i) percentage of fees deferred; (ii) time of payment of deferred amounts; and (iii) form of payment of deferred amounts, under the AIM Funds Deferred Compensation Plan for Independent Directors and my Director Deferred Compensation Agreement thereunder (collectively, the "Plan") to apply to deferrals of any fees that become payable to in respect of fiscal years beginning on or after January 1, 2006.
[ ] I hereby elect to defer, under the AIM Funds Deferred Compensation Plan for Independent Directors and my Director Deferred Compensation Agreement thereunder (collectively, the "Plan"), % of any fees that become payable to me in respect of the fiscal year beginning January 1, 2006.
II. PAYMENT DATE. [Complete this section if you are changing your elections as to time an form of payment]
I hereby designate one of the following as my Payment Date (place an "X" preceding your choice and fill in the missing information, as applicable]:
[ ] (a) _______________________ 1, _______. [Select the first month in any calendar quarter, and insert any year at least two years after this election is made]
[ ] (b) The first day of the quarter following the termination of my services as a Trustee.
[ ] (c) The LATER of (a) __________________ 1, _______ [fill in month and year from (a) above] or (b) the first day of the quarter following the termination of my services as a Trustee.
[ ] (d) The EARLIER of (a) ________________ 1, _______ [fill in month and year from (a) above] or (b) the first day of the quarter following the termination of my services as a Trustee.
[Note: administrative delays in making the actual payment will not affect the Payment Date.]
III. PAYMENT FORM. [Complete this section if you are changing your choices from your Director Deferred Compensation Agreement]
I wish to receive the deferred fees in the form designated below [place an "X" preceding your choice and fill in the missing information, if applicable]:
[ ] A lump sum payment.
[ ] Quarterly installments for a period of _____________ [pick either 5, 10 or 15] years.
[EVERY TRUSTEE DEFERRING PAYMENTS IN 2006 MUST COMPLETE THIS SECTION.]
IV. ACKNOWLEDGMENTS. INITIAL BOTH OF THE FOLLOWING STATEMENTS.
[ ] I UNDERSTAND THAT THIS ELECTION WILL REMAIN IN EFFECT WITH RESPECT TO FEES
I EARN IN SUBSEQUENT YEARS UNLESS I MODIFY OR REVOKE IT. I further
understand that such modification or revocation will be effective only
prospectively and will apply commencing with the fees earned in the fiscal
year that begins after the change is received by the Plan Administrator.
[ ] I have read the documents governing the Plan and my deferrals thereunder and agree to be bound by the Plan's terms. I understand that amounts credited to my account under the Plan by the Funds remain the general assets of the Funds and that, with respect to the payment of such amounts, I am only a general creditor of the Funds. I may not sell, transfer, encumber, pledge, assign or otherwise alienate the amounts held under Plan.
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Date Signature
Name:
----------------------------------
SSN:
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AMENDMENT NUMBER 1 TO THE THIRD AMENDED AND RESTATED
TRANSFER AGENCY AND SERVICE AGREEMENT
This Amendment, dated as of July 1, 2007, is made to the Third Amended and Restated Transfer Agency and Service Agreement dated July 1, 2006, (the "Agreement") between AIM Tax-Exempt Funds (the "Fund") and AIM Investment Services, Inc. ("AIS") pursuant to Article 11 of the Agreement.
WITNESSETH:
WHEREAS, the parties desire to amend Schedule A of the Agreement to include out-of-pocket expenses that may be associated with the administration of the Fund's Rule 22c-2 compliance program:
NOW, THEREFORE, the parties, intending to be legally bound, hereby agree as follows;
Item 4 of Schedule A of the Agreement is hereby amended to include the
following:
"(u) Fees and expenses assessed by third-party service providers in connection with the compilation and delivery of shareholder transaction data requested by the Transfer Agent in connection with its administration of the Fund's Rule 22c-2 compliance program."
All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
AIM TAX-EXEMPT FUNDS
By: /s/ John M. Zerr
------------------------------------
Senior Vice President
ATTEST:
/s/ Stephen R. Rimes
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Assistant Secretary
|
AIM INVESTMENT SERVICES, INC.
By: /s/ William J. Galvin, Jr.
------------------------------------
President
ATTEST:
/s/ Stephen R. Rimes
-------------------------------------
Assistant Secretary
|
SECOND AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES AGREEMENT
This SECOND AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES AGREEMENT (the "Agreement") is made this 1st day of July, 2006 by and between A I M ADVISORS, INC., a Delaware corporation (the "Administrator") and AIM TAX-EXEMPT FUNDS, a Delaware statutory trust (the "Trust") with respect to the separate series set forth in Appendix A to this Agreement, as the same may be amended from time to time (the "Portfolios").
WITNESSETH:
WHEREAS, the Trust is an open-end investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"); and
WHEREAS, the Trust, on behalf of the Portfolios, has retained the Administrator to perform (or arrange for the performance of) accounting, shareholder servicing and other administrative services as well as investment advisory services to the Portfolios, and that the Administrator may receive reasonable compensation or may be reimbursed for its costs in providing such additional services, upon the request of the Board of Trustees and upon a finding by the Board of Trustees that the provision of such services is in the best interest of the Portfolios and their shareholders; and
WHEREAS, the Board of Trustees has found that the provision of such administrative services is in the best interest of the Portfolios and their shareholders, and has requested that the Administrator perform such services;
NOW, THEREFORE, the parties hereby agree as follows:
1. The Administrator hereby agrees to provide, or arrange for the provision of, any or all of the following services by the Administrator or its affiliates:
(a) the services of a principal financial officer of the Trust (including related office space, facilities and equipment) whose normal duties consist of maintaining the financial accounts and books and records of the Trust and the Portfolios, including the review of daily net asset value calculations and the preparation of tax returns; and the services (including related office space, facilities and equipment) of any of the personnel operating under the direction of such principal financial officer;
(b) to the extent not otherwise required under the Administrator's investment advisory agreement with the Trust, supervising the operations of the custodian(s), transfer agent(s) or dividend agent(s) for the Portfolios; or otherwise providing services to shareholders of the Portfolios; and
(c) to the extent not otherwise required under the Administrator's investment advisory agreement with the Trust, such other administrative services as may be furnished from time to time by the Administrator to the Trust or the Portfolios at the request of the Trust's Board of Trustees, provided, however, that nothing in this Agreement shall require the Administrator to pay (i) the salary or other compensation of the senior officer of the Trust appointed pursuant to the New York Attorney General's Assurance of Discontinuance applicable to A I M Advisors, Inc. dated October 8, 2004; or (ii) the salary or other compensation (or any portion of
such salary or other compensation) of any other officer of the Trust that the Trust's Board of Trustees has agreed should be paid by the Trust or the Portfolios so long as such agreement is evidenced by a resolution of the Board of Trustees.
2. The services provided hereunder shall at all times be subject to the direction and supervision of the Trust's Board of Trustees.
3. As full compensation for the services performed and the facilities furnished by or at the direction of the Administrator, the Trust, on behalf of the Portfolios, shall pay the Administrator in accordance with the Fee Schedule as set forth in Appendix A attached hereto. Such amounts shall be paid to the Administrator on a monthly basis.
4. The Administrator shall not be liable for any error of judgment or for any loss suffered by the Trust or the Portfolios in connection with any matter to which this Agreement relates, except a loss resulting from the Administrator's willful misfeasance, bad faith or gross negligence in the performance of its duties or from reckless disregard of its obligations and duties under this Agreement.
5. The Trust and the Administrator each hereby represent and warrant, but only as to themselves, that each has all requisite authority to enter into, execute, deliver and perform its obligations under this Agreement and that this Agreement is legal, valid and binding, and enforceable in accordance with its terms.
6. Nothing in this Agreement shall limit or restrict the rights of any director, officer or employee of the Administrator who may also be a trustee, officer or employee of the Trust to engage in any other business or to devote his time and attention in part to the management or other aspects of any business, whether of a similar or a dissimilar nature, nor limit or restrict the right of the Administrator to engage in any other business or to render services of any kind to any other corporation, firm, individual or association.
7. This Agreement shall become effective with respect to a Portfolio on the Effective Date for such Portfolio, as set forth in Appendix A attached hereto. This Agreement shall continue in effect until June 30, 2007, and may be continued from year to year thereafter, provided that the continuation of the Agreement is specifically approved at least annually:
(a) (i) by the Trust's Board of Trustees or (ii) by the vote of "a majority of the outstanding voting securities" of such Portfolio (as defined in Section 2(a)(42) of the 1940 Act); and
(b) by the affirmative vote of a majority of the trustees who are not parties to this Agreement or "interested persons" (as defined in the 1940 Act) of a party to this Agreement (other than as trustees of the Trust), by votes cast in person at a meeting specifically called for such purpose.
This Agreement shall terminate automatically in the event of its assignment (as defined in Section 2(a) (4) of the 1940 Act).
8. This Agreement may be amended or modified with respect to one or more Portfolios, but only by a written instrument signed by both the Trust and the Administrator.
9. Notice is hereby given that, as provided by applicable law, the obligations of or arising out of this Agreement are not binding upon any of the shareholders of the Trust individually but are binding only upon the assets and property of the Trust and that the shareholders shall be
entitled, to the fullest extent permitted by applicable law, to the same limitation on personal liability as stockholders of private corporations for profit.
10. Any notice or other communication required to be given pursuant to this Agreement shall be deemed duly given if delivered or mailed by registered mail, postage prepaid, (a) to the Administrator at Eleven Greenway Plaza, Suite 100, Houston, Texas 77046, Attention: President, with a copy to the General Counsel, or (b) to the Trust at Eleven Greenway Plaza, Suite 100, Houston, Texas 77046, Attention: President, with a copy to the General Counsel.
11. This Agreement contains the entire agreement between the parties hereto and supersedes all prior agreements, understandings and arrangements with respect to the subject matter hereof.
12. This Agreement shall be governed by and construed in accordance with the laws (without reference to conflicts of law provisions) of the State of Texas.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed by their officers designated below as of the day and year first above written.
A I M ADVISORS, INC.
Attest: /s/ Illegible By:/s/ Philip A. Taylor
----------------------------- ------------------------------------
Assistant Secretary Philip A. Taylor
President
|
(SEAL)
AIM TAX-EXEMPT FUNDS
Attest: /s/ Illegible By: /s/ Robert H. Graham
----------------------------- ------------------------------------
Assistant Secretary Robert H. Graham
President
|
(SEAL)
APPENDIX A
FEE SCHEDULE TO
SECOND AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES AGREEMENT
OF
AIM TAX-EXEMPT FUNDS
PORTFOLIOS EFFECTIVE DATE OF AGREEMENT ---------- --------------------------- AIM High Income Municipal Fund July 1, 2006 AIM Tax-Exempt Cash Fund July 1, 2006 AIM Tax-Free Intermediate Fund July 1, 2006 |
The Administrator may receive from each Portfolio reimbursement for costs or reasonable compensation for such services as follows:
Rate* Net Assets ----- ------------------ 0.023% First $1.5 billion 0.013% Next $1.5 billion 0.003% Over $3 billion |
* Annual minimum fee is $50,000. An additional $10,000 per class of shares is charged for each class other than the initial class. The $10,000 class fee is waived for any of the above Portfolios with insufficient assets to result in the payment of more than the minimum fee of $50,000.
THIRD AMENDED AND RESTATED
MEMORANDUM OF AGREEMENT
(SECURITIES LENDING WAIVER)
This Third Amended and Restated Memorandum of Agreement is entered into as of the dates indicated on Exhibit "A" between AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust (each a "Fund" and collectively, the "Funds"), on behalf of the portfolios listed on Exhibit "A" to this Memorandum of Agreement (the "Portfolios"), and A I M Advisors, Inc. ("AIM"). This Memorandum of Agreement restates the Memorandum of Agreement previously in effect prior to July 1, 2007 and entered into as of the effective dates indicated on Exhibit "A" between AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Variable Insurance Funds, AIM Treasurer's Series Trust, Short-Term Investments Trust and Tax-Free Investments Trust, on behalf of the portfolios and AIM.
For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Funds and AIM agree as follows:
1. Each Fund, for itself and its Portfolios, and AIM agree that until the expiration date, if any, of the commitment set forth on the attached Exhibit "A" occurs, as such Exhibit "A" is amended from time to time, AIM has agreed that it will not charge any administrative fee under each Portfolio's advisory agreement in connection with securities lending activities without prior approval from the Portfolio's Board (such agreement is referred to as the "Waiver").
2. Neither a Fund nor AIM may remove or amend the Waiver to a Fund's detriment prior to requesting and receiving the approval of the Portfolio's Board to remove or amend the Waiver. AIM will not have any right to reimbursement of any amount so waived.
Unless a Fund, by vote of its Board of Trustees terminates the Waiver, or a Fund and AIM are unable to reach an agreement on the amount of the Waiver to which the Fund and AIM desire to be bound, the Waiver will continue indefinitely with respect to such Fund. Exhibit "A" will be amended to reflect the new date through which a Fund and AIM agree to be bound.
Nothing in this Memorandum of Agreement is intended to affect any other memorandum of agreement executed by any Fund or AIM with respect to any other fee waivers, expense reimbursements and/or expense limitations.
IN WITNESS WHEREOF, each Fund, on behalf of itself and its Portfolios listed in Exhibit "A" to this Memorandum of Agreement, and AIM have entered into this Memorandum of Agreement as of the dates indicated on Exhibit "A".
AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM STOCK FUNDS
AIM SUMMIT FUND
AIM TAX-EXEMPT FUNDS
AIM VARIABLE INSURANCE FUNDS
By: /s/ John M. Zerr
------------------------------------
Title: Senior Vice President
|
AIM TREASURER'S SERIES TRUST
SHORT-TERM INVESTMENTS TRUST
TAX-FREE INVESTMENTS TRUST
By: /s/ Karen Dunn Kelley
------------------------------------
Title: President
|
A I M ADVISORS, INC.
By: /s/ John M. Zerr
------------------------------------
Title: Senior Vice President
|
EXHIBIT "A"
AIM COUNSELOR SERIES TRUST
PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL* --------- ------------------ ---------------- AIM Floating Rate Fund April 14, 2006 AIM Multi-Sector Fund November 25, 2003 AIM Select Real Estate Income Fund March 9, 2007 AIM Structured Core Fund March 31, 2006 AIM Structured Growth Fund March 31, 2006 AIM Structured Value Fund March 31, 2006 |
AIM EQUITY FUNDS
PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL* --------- ------------------ ---------------- AIM Capital Development Fund June 21, 2000 AIM Charter Fund June 21, 2000 AIM Constellation Fund June 21, 2000 AIM Diversified Dividend Fund December 28, 2001 AIM Large Cap Basic Value Fund June 21, 2000 AIM Large Cap Growth Fund June 21, 2000 |
AIM FUNDS GROUP
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- AIM Basic Balanced Fund September 28, 2001 AIM European Small Company Fund August 30, 2000 AIM Global Value Fund December 27, 2000 AIM International Small Company Fund August 30, 2000 AIM Mid Cap Basic Value Fund December 27, 2001 AIM Select Equity Fund June 1, 2000 AIM Small Cap Equity Fund August 30, 2000 |
AIM GROWTH SERIES
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- AIM Basic Value Fund June 5, 2000 AIM Global Equity Fund September 1, 2001 AIM Mid Cap Core Equity Fund September 1, 2001 AIM Small Cap Growth Fund September 11, 2000 |
* Committed until the Fund or AIM requests and receives the approval of the Fund's Board to remove or amend such fee waiver. Such commitments are evergreen until amended and apply to each Portfolio of a Fund.
AIM INTERNATIONAL MUTUAL FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- AIM Asia Pacific Growth Fund June 21, 2000 AIM European Growth Fund June 21, 2000 AIM Global Aggressive Growth Fund June 21, 2000 AIM Global Growth Fund June 21, 2000 AIM International Growth Fund June 21, 2000 AIM International Core Equity Fund November 25, 2003 |
AIM INVESTMENT FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- AIM China Fund March 31, 2006 AIM Developing Markets Fund September 1, 2001 AIM Global Health Care Fund September 1, 2001 AIM International Total Return Fund March 31, 2006 AIM Japan Fund March 31, 2006 AIM LIBOR Alpha Fund March 31, 2006 AIM Trimark Endeavor Fund November 4, 2003 AIM Trimark Fund November 4, 2003 AIM Trimark Small Companies Fund November 4, 2003 |
AIM INVESTMENT SECURITIES FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- AIM Global Real Estate Fund April 29, 2005 AIM High Yield Fund June 1, 2000 AIM Income Fund June 1, 2000 AIM Intermediate Government Fund June 1, 2000 AIM Limited Maturity Treasury Fund June 1, 2000 AIM Money Market Fund June 1, 2000 AIM Municipal Bond Fund June 1, 2000 AIM Real Estate Fund September 11, 2000 AIM Short Term Bond Fund August 29, 2002 AIM Total Return Bond Fund December 28, 2001 |
* Committed until the Fund or AIM requests and receives the approval of the Fund's Board to remove or amend such fee waiver. Such commitments are evergreen until amended and apply to each Portfolio of a Fund.
AIM SECTOR FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- AIM Energy Fund November 25, 2003 AIM Financial Services Fund November 25, 2003 AIM Gold & Precious Metals Fund November 25, 2003 AIM Leisure Fund November 25, 2003 AIM Technology Fund November 25, 2003 AIM Utilities Fund November 25, 2003 |
AIM STOCK FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- AIM Dynamics Fund November 25, 2003 AIM S&P 500 Index Fund November 25, 2003 |
AIM SUMMIT FUND
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- AIM Summit Fund July 24, 2000 |
AIM TAX-EXEMPT FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- AIM High Income Municipal Fund June 1, 2000 AIM Tax-Exempt Cash Fund June 1, 2000 AIM Tax-Free Intermediate Fund June 1, 2000 |
AIM TREASURER'S SERIES TRUST
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- Premier Portfolio November 25, 2003 Premier Tax-Exempt Portfolio November 25, 2003 Premier U.S. Government Money November 25, 2003 Portfolio |
* Committed until the Fund or AIM requests and receives the approval of the Fund's Board to remove or amend such fee waiver. Such commitments are evergreen until amended and apply to each Portfolio of a Fund.
AIM VARIABLE INSURANCE FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- AIM V.I. Basic Balanced Fund May 1, 2000 AIM V.I. Basic Value Fund September 10, 2001 AIM V.I. Capital Appreciation Fund May 1, 2000 AIM V.I. Capital Development Fund May 1, 2000 AIM V.I. Core Equity Fund May 1, 2000 AIM V.I. Diversified Income Fund May 1, 2000 AIM V.I. Dynamics Fund April 30, 2004 AIM V.I. Financial Services Fund April 30, 2004 AIM V.I. Global Health Care Fund April 30, 2004 AIM V.I. Global Real Estate Fund April 30, 2004 AIM V.I. Government Securities Fund May 1, 2000 AIM V.I. High Yield Fund May 1, 2000 AIM V.I. International Growth Fund May 1, 2000 AIM V.I. Large Cap Growth Fund September 1, 2003 AIM V.I. Leisure Fund April 30, 2004 AIM V.I. Mid Cap Core Equity Fund September 10, 2001 AIM V.I. Money Market Fund May 1, 2000 AIM V.I. Small Cap Equity Fund September 1, 2003 AIM V.I. Technology Fund April 30, 2004 AIM V.I. Utilities Fund April 30, 2004 |
SHORT-TERM INVESTMENTS TRUST
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- Government & Agency Portfolio June 1, 2000 Government TaxAdvantage Portfolio June 1, 2000 Liquid Assets Portfolio June 1, 2000 STIC Prime Portfolio June 1, 2000 Treasury Portfolio June 1, 2000 |
TAX-FREE INVESTMENTS TRUST
FUND EFFECTIVE DATE COMMITTED UNTIL* ---- ------------------ ---------------- Tax-Free Cash Reserve Portfolio June 1, 2000 |
* Committed until the Fund or AIM requests and receives the approval of the Fund's Board to remove or amend such fee waiver. Such commitments are evergreen until amended and apply to each Portfolio of a Fund.
MEMORANDUM OF AGREEMENT
(12B-1 FEE WAIVERS)
This Memorandum of Agreement is entered into as of the effective date listed on Exhibit "A" of this agreement, between AIM Investment Funds, AIM Investment Securities Funds and AIM Tax-Exempt Funds (each a "Trust" and, collectively, the "Trusts"), on behalf of the funds listed on Exhibit "A" to this Memorandum of Agreement (the "Funds"), and A I M Distributors, Inc. ("Distributors"). Distributors shall and hereby agrees to waive fees of each Fund, on behalf of its respective classes as applicable, severally and not jointly, as indicated in the attached Exhibit "A".
For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Trusts and Distributors agree as follows:
For the Contractual Limits (listed in the attached Exhibit), the Trusts and Distributors agree until at least the date set forth on the attached Exhibit "A" (the "Expiration Date") that Distributors will waive Rule 12b-1 distribution plan fees in an amount equal to the rates as set forth on Exhibit "A" multiplied by the average annual daily net assets allocable to such class. Each Trust's Board of Trustees and Distributors may terminate or modify this Memorandum of Agreement prior to the Expiration Date only by mutual written consent. Distributors will not have any right to reimbursement of any amount so waived.
For the Contractual Limits, the Trusts and Distributors agree to review the then-current waivers for each class of each Fund listed on Exhibit "A" on a date prior to the Expiration Date to determine whether such waivers should be amended, continued or terminated. The waivers will expire upon the Expiration Date unless the Trusts and AIM have agreed to continue them. Exhibit "A" will be amended to reflect any such agreement.
For the Voluntary waivers (listed in the attached Exhibit), the Trust and AIM agree that these are not contractual in nature and that AIM may establish, amend and/or terminate such expense limitations at any time in its sole discretion after consultation with each Trust's Board of Trustees. Any delay or failure by Distributors to update this Memorandum of Agreement with regards to the terminations, extensions, or expirations of the Voluntary Limits shall have no effect on the term of such voluntary Limitations; the Voluntary Limitations are listed herein for informational purposes only.
It is expressly agreed that the obligations of the Trusts hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents or employees of the Trusts personally, but shall only bind the assets and property of the Funds, as provided in each Trust's Agreement and Declaration of Trust. The execution and delivery of this Memorandum of Agreement have been authorized by the Trustees of each Trust, and this Memorandum of Agreement has been executed and delivered by an authorized officer of each Trust acting as such; neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the assets and property of the Funds, as provided in each Trust's Agreement and Declaration of Trust.
IN WITNESS WHEREOF, the Trusts and Distributors have entered into this Memorandum of Agreement as of the date first above written.
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM TAX-EXEMPT FUNDS
on behalf of the Funds listed in
Exhibit "A" to this Memorandum of
Agreement
By: /s/ John M. Zerr
------------------------------------
Title: Senior Vice President
|
A I M DISTRIBUTORS, INC.
By: /s/ John S. Cooper
------------------------------------
Title: Executive Vice President
|
EXHIBIT "A"
FUNDS WITH FISCAL YEAR END OF MARCH 31
AIM TAX-EXEMPT FUNDS
CONTRACTUAL/
FUND VOLUNTARY WAIVER EFFECTIVE DATE EXPIRATION DATE
---- ------------ ------ ---------------- ---------------
AIM Tax-Exempt Cash Fund Upon acquisition
Class A Shares Contractual 0.15% in 1993 June 30, 2008
|
FUNDS WITH FISCAL YEAR END OF JULY 31
AIM INVESTMENT SECURITIES FUNDS
CONTRACTUAL/
FUND VOLUNTARY WAIVER EFFECTIVE DATE EXPIRATION DATE
---- ------------ ------ ---------------- ---------------
AIM Short Term Bond Fund
Class C Shares Contractual 0.50% February 1, 2006 June 30, 2008
|
FUNDS WITH FISCAL YEAR END OF OCTOBER 31
AIM INVESTMENT FUNDS
CONTRACTUAL/
FUND VOLUNTARY WAIVER EFFECTIVE DATE EXPIRATION DATE
---- ------------ ------ ---------------- ---------------
AIM LIBOR Alpha Fund
Class C Shares Contractual 0.50% March 31, 2006 June 30, 2008
|
(1) AIM may establish, amend or terminate voluntary waivers at any time in its sole discretion.
MEMORANDUM OF AGREEMENT
(EXPENSE LIMITATIONS)
This Memorandum of Agreement is entered into as of the Effective Date on the attached exhibits (the "Exhibits"), between AIM Counselor Series Trust, AIM Equity Funds, AIM Growth Series, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Stock Funds, AIM Tax-Exempt Funds, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust (each a "Trust" or, collectively, the "Trusts"), on behalf of the funds listed on the Exhibits to this Memorandum of Agreement (the "Funds"), and A I M Advisors, Inc. ("AIM"). This Memorandum of Agreement restates the Memorandum of Agreement dated April 1, 2007 between AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Stock Funds, AIM Tax-Exempt Funds, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust. AIM shall and hereby agrees to waive fees or reimburse expenses of each Fund, on behalf of its respective classes as applicable, severally and not jointly, as indicated in the attached Exhibits.
For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Trusts and AIM agree as follows:
For the Contractual Limits (listed in Exhibits A - D), the Trusts and AIM agree until at least the expiration date set forth on the attached Exhibits A - D (the "Expiration Date") that AIM will waive its fees or reimburse expenses to the extent that expenses of a class of a Fund (excluding (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary items; (v) expenses related to a merger or reorganization, as approved by the Funds' Boards of Trustees; (vi) expenses of the underlying funds that are paid indirectly as a result of share ownership of the underlying funds, and (vii) expenses that each Fund has incurred but did not actually pay because of an expense offset arrangement, if applicable) exceed the rate, on an annualized basis, set forth on the Exhibits of the average daily net assets allocable to such class. Acquired fund fees and expenses are not fees or expenses incurred by a fund directly but are expenses of the investment companies in which a fund invests. These fees and expenses are incurred indirectly through the valuation of a fund's investment in these investment companies. Acquired fund fees and expenses are required to be disclosed and included in the total annual fund operating expenses in the prospectus fee table. As a result, the net total annual fund operating expenses shown in the prospectus fee table may exceed the expense limits reflected in Exhibits A-D. With regard to the Contractual Limits, the Board of Trustees of the Trust and AIM may terminate or modify this Memorandum of Agreement prior to the Expiration Date only by mutual written consent. AIM will not have any right to reimbursement of any amount so waived or reimbursed.
For the Contractual Limits, each of the Trusts and AIM agree to review the then-current expense limitations for each class of each Fund listed on the Exhibits on a date prior to the Expiration Date to determine whether such limitations should be amended, continued or terminated. The expense limitations will expire upon the Expiration Date unless the Trusts and AIM have agreed to continue them. The Exhibits will be amended to reflect any such agreement.
For the Voluntary Limits (listed in Exhibits A - D), the Trusts and AIM agree that these are not contractual in nature and that AIM may establish, amend and/or terminate such expense limitations at any time in its sole discretion after consultation with the Funds' Boards of Trustees. Any delay or failure by AIM to update this Memorandum of Agreement with regards to the terminations, extensions, or expirations of the Voluntary Limits shall have no effect on the term of such Voluntary Limitations; the Voluntary Limitations are listed herein for informational purposes only.
It is expressly agreed that the obligations of each Trust hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents or employees of the Trusts personally, but shall only bind the assets and property of each Fund, as provided in each Trust's Agreement and Declaration of Trust. The execution and delivery of this Memorandum of Agreement have been authorized by the Trustees of the Trusts, and this Memorandum of Agreement has been executed and delivered by an authorized officer of the Trusts acting as such; neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them individually or
to impose any liability on any of them personally, but shall bind only the assets and property of the Funds, as provided in each Trust's Agreement and Declaration of Trust.
IN WITNESS WHEREOF, each of the Trusts and AIM have entered into this Memorandum of Agreement as of the Effective Dates on the attached Exhibits.
AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM GROWTH SERIES
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM STOCK FUNDS
AIM TAX-EXEMPT FUNDS
AIM VARIABLE INSURANCE FUNDS
on behalf of the Funds listed in the
Exhibits to this Memorandum of Agreement
By: /s/ John M. Zerr
------------------------------------
Title: Senior Vice President
|
SHORT-TERM INVESTMENTS TRUST
TAX-FREE INVESTMENTS TRUST
on behalf of the Funds listed in the
Exhibits to this Memorandum of Agreement
By: /s/ Karen Dunn Kelley
------------------------------------
Title: President
|
A I M Advisors, Inc.
By: /s/ John M. Zerr
------------------------------------
Title: Senior Vice President
|
as of July 1, 2007
EXHIBIT "A" - RETAIL FUNDS(1)
FUNDS WITH FISCAL YEAR END OF MARCH 31
AIM SECTOR FUNDS
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
AIM Technology Fund
Class A Shares Contractual 1.55% July 1, 2005 June 30, 2008
Class B Shares Contractual 2.30% July 1, 2005 June 30, 2008
Class C Shares Contractual 2.30% July 1, 2005 June 30, 2008
Investor Class Shares Contractual 1.55% July 1, 2005 June 30, 2008
Institutional Class Shares Contractual 1.30% July 1, 2005 June 30, 2008
AIM Utilities Fund
Class A Shares Contractual 1.30% April 1, 2006 June 30, 2008
Class B Shares Contractual 2.05% April 1, 2006 June 30, 2008
Class C Shares Contractual 2.05% April 1, 2006 June 30, 2008
Investor Class Shares Contractual 1.30% April 1, 2006 June 30, 2008
Institutional Class Shares Contractual 1.05% April 1, 2006 June 30, 2008
|
AIM TAX-EXEMPT FUNDS
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT Date
---- ------------ ---------- ------------------ -------------
AIM High Income Municipal
Fund
Class A Shares Voluntary 0.70% April 1, 2007 N/A(2)
Class B Shares Voluntary 1.45% April 1, 2007 N/A(2)
Class C Shares Voluntary 1.45% April 1, 2007 N/A(2)
Institutional Class Shares Voluntary 0.45% April 1, 2007 N/A(2)
|
See page 8 for footnotes to Exhibit A.
as of July 1, 2007
FUNDS WITH FISCAL YEAR END OF JULY 31
AIM INVESTMENT SECURITIES FUNDS
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
AIM Global Real Estate Fund
Class A Shares Contractual 1.40% July 1, 2005 June 30, 2008
Class B Shares Contractual 2.15% April 29, 2005 June 30, 2008
Class C Shares Contractual 2.15% April 29, 2005 June 30, 2008
Class R Shares Contractual 1.65% April 29, 2005 June 30, 2008
Institutional Class Shares Contractual 1.15% April 29, 2005 June 30, 2008
AIM Short Term Bond Fund
Class A Shares Contractual 0.85% July 1, 2005 June 30, 2008
Class C Shares Contractual 1.10%(3) February 1, 2006 June 30, 2008
Class R Shares Contractual 1.10% August 30, 2002 June 30, 2008
Institutional Class Shares Contractual 0.60% August 30, 2002 June 30, 2008
AIM Total Return Bond Fund
Class A Shares Contractual 1.00% July 1, 2005 June 30, 2008
Class B Shares Contractual 1.75% July 1, 2002 June 30, 2008
Class C Shares Contractual 1.75% July 1, 2002 June 30, 2008
Class R Shares Contractual 1.25% April 30, 2004 June 30, 2008
Institutional Class Shares Contractual 0.75% April 30, 2004 June 30, 2008
|
AIM STOCK FUNDS
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
AIM Dynamics Fund
Class A Shares Contractual 1.20% July 1, 2005 June 30, 2008
Class B Shares Contractual 1.95% August 12, 2003 June 30, 2008
Class C Shares Contractual 1.95% August 12, 2003 June 30, 2008
Class R Shares Contractual 1.45% October 25, 2005 June 30, 2008
Investor Class Shares Contractual 1.20% August 12, 2003 June 30, 2008
Institutional Class Shares Contractual 0.95% August 12, 2003 June 30, 2008
AIM S&P 500 Index Fund
Investor Class Shares Contractual 0.60% August 1, 2005 June 30, 2008
Institutional Class Shares Contractual 0.35% August 12, 2003 June 30, 2008
|
See page 8 for footnotes to Exhibit A.
as of July 1, 2007
FUNDS WITH FISCAL YEAR END OF AUGUST 31
AIM COUNSELOR SERIES TRUST
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
AIM Floating Rate Fund
Class A Shares Contractual 1.50% April 14, 2006 June 30, 2008
Class C Shares Contractual 2.00% April 14, 2006 June 30, 2008
Class R Shares Contractual 1.75% April 14, 2006 June 30, 2008
Institutional Class Shares Contractual 1.25% April 14, 2006 June 30, 2008
AIM Structured Core Fund
Class A Contractual 1.00% March 31, 2006 June 30, 2008
Class B Contractual 1.75% March 31, 2006 June 30, 2008
Class C Contractual 1.75% March 31, 2006 June 30, 2008
Class R Contractual 1.25% March 31, 2006 June 30, 2008
Institutional Class Contractual 0.75% March 31, 2006 June 30, 2008
AIM Structured Growth Fund
Class A Contractual 1.00% March 31, 2006 June 30, 2008
Class B Contractual 1.75% March 31, 2006 June 30, 2008
Class C Contractual 1.75% March 31, 2006 June 30, 2008
Class R Contractual 1.25% March 31, 2006 June 30, 2008
Institutional Class Contractual 0.75% March 31, 2006 June 30, 2008
AIM Structured Value Fund
Class A Contractual 1.00% March 31, 2006 June 30, 2008
Class B Contractual 1.75% March 31, 2006 June 30, 2008
Class C Contractual 1.75% March 31, 2006 June 30, 2008
Class R Contractual 1.25% March 31, 2006 June 30, 2008
Institutional Class Contractual 0.75% March 31, 2006 June 30, 2008
|
FUNDS WITH FISCAL YEAR END OF OCTOBER 31
AIM EQUITY FUNDS
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
AIM Diversified Dividend Fund
Class A Shares Contractual 1.00% July 1, 2005 June 30, 2008
Class B Shares Contractual 1.65% May 2, 2003 June 30, 2008
Class C Shares Contractual 1.65% May 2, 2003 June 30, 2008
Class R Shares Contractual 1.25% October 25, 2005 June 30, 2008
Investor Class Shares Contractual 1.00% July 15, 2005 June 30, 2008
Institutional Class Shares Contractual 0.75% October 25, 2005 June 30, 2008
AIM Large Cap Basic Value
Fund
Class A Shares Contractual 1.22% July 1, 2005 June 30, 2008
Class B Shares Contractual 1.97% July 1, 2005 June 30, 2008
Class C Shares Contractual 1.97% July 1, 2005 June 30, 2008
Class R Shares Contractual 1.47% July 1, 2005 June 30, 2008
Investor Class Shares Contractual 1.22% July 1, 2005 June 30, 2008
Institutional Class Shares Contractual 0.97% July 1, 2005 June 30, 2008
AIM Large Cap Growth Fund
Class A Shares Contractual 1.32% July 1, 2005 June 30, 2008
Class B Shares Contractual 2.07% July 1, 2005 June 30, 2008
Class C Shares Contractual 2.07% July 1, 2005 June 30, 2008
Class R Shares Contractual 1.57% July 1, 2005 June 30, 2008
Investor Class Shares Contractual 1.32% July 1, 2005 June 30, 2008
Institutional Class Shares Contractual 1.07% July 1, 2005 June 30, 2008
|
as of July 1, 2007
AIM INVESTMENT FUNDS
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
AIM China Fund
Class A Shares Contractual 2.05% March 31, 2006 June 30, 2008
Class B Shares Contractual 2.80% March 31, 2006 June 30, 2008
Class C Shares Contractual 2.80% March 31, 2006 June 30, 2008
Institutional Class Shares Contractual 1.80% March 31, 2006 June 30, 2008
AIM Developing Markets Fund
Class A Shares Contractual 1.75% July 1, 2005 June 30, 2008
Class B Shares Contractual 2.50% July 1, 2002 June 30, 2008
Class C Shares Contractual 2.50% July 1, 2002 June 30, 2008
Institutional Class Shares Contractual 1.50% October 25, 2005 June 30, 2008
AIM Global Health Care Fund
Class A Shares Contractual 1.30% July 18, 2005 June 30, 2008
Class B Shares Contractual 2.05% July 18, 2005 June 30, 2008
Class C Shares Contractual 2.05% July 18, 2005 June 30, 2008
Investor Class Shares Contractual 1.30% July 18, 2005 June 30, 2008
AIM International Total
Return Fund
Class A Shares Contractual 1.10% March 31, 2006 June 30, 2008
Class B Shares Contractual 1.85% March 31, 2006 June 30, 2008
Class C Shares Contractual 1.85% March 31, 2006 June 30, 2008
Institutional Class Shares Contractual 0.85% March 31, 2006 June 30, 2008
AIM Japan Fund
Class A Shares Contractual 1.70% March 31, 2006 June 30, 2008
Class B Shares Contractual 2.45% March 31, 2006 June 30, 2008
Class C Shares Contractual 2.45% March 31, 2006 June 30, 2008
Institutional Class Shares Contractual 1.45% March 31, 2006 June 30, 2008
AIM LIBOR Alpha Fund
Class A Shares Contractual 0.85% March 31, 2006 June 30, 2008
Class C Shares Contractual 1.10%(3) March 31, 2006 June 30, 2008
Class R Shares Contractual 1.10% March 31, 2006 June 30, 2008
Institutional Class Shares Contractual 0.60% March 31, 2006 June 30, 2008
AIM Trimark Fund
Class A Shares Contractual 2.15% July 1, 2005 June 30, 2008
Class B Shares Contractual 2.90% November 1, 2004 June 30, 2008
Class C Shares Contractual 2.90% November 1, 2004 June 30, 2008
Class R Shares Contractual 2.40% November 1, 2004 June 30, 2008
Institutional Class Shares Contractual 1.90% November 1, 2004 June 30, 2008
AIM Trimark Small Companies
Fund
Class A Shares Contractual 1.50% September 30, 2005 June 30, 2008
Class B Shares Contractual 2.25% September 30, 2005 June 30, 2008
Class C Shares Contractual 2.25% September 30, 2005 June 30, 2008
Class R Shares Contractual 1.75% September 30, 2005 June 30, 2008
Institutional Class Shares Contractual 1.25% September 30, 2005 June 30, 2008
|
See page 8 for footnotes to Exhibit A.
as of July 1, 2007
FUNDS WITH FISCAL YEAR END OF DECEMBER 31
AIM GROWTH SERIES
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
AIM Small Cap Growth Fund
Class A Shares Contractual 1.50% April 10, 2006 June 30, 2008
Class B Shares Contractual 2.25% April 10, 2006 June 30, 2008
Class C Shares Contractual 2.25% April 10, 2006 June 30, 2008
Class R Shares Contractual 1.75% April 10, 2006 June 30, 2008
Investor Class Shares Contractual 1.50% April 10, 2006 June 30, 2008
Institutional Class Shares Contractual 1.25% April 10, 2006 June 30, 2008
|
(1) The total operating expenses of any class of shares established after the date of this Memorandum of Agreement will be limited to the amount established for Class A Shares plus the difference between the new class 12b-1 rate and the Class A 12b-1 rate.
(2) AIM may establish, amend or terminate voluntary waivers at any time in its sole discretion after consultation with the Trust.
(3) The expense limit shown is the expense limit after Rule 12b-1 fee waivers by A I M Distributors, Inc.
as of July 1, 2007
EXHIBIT "B" - ASSET ALLOCATION FUNDS(1)
AIM GROWTH SERIES
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION(2) CURRENT LIMIT DATE
---- ------------ -------------------------- ----------------- -------------
AIM Conservative Allocation
Fund
Class A Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.23% of average daily net
assets
Class B Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.23% of average daily net
assets
Class C Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.23% of average daily net
assets
Class R Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.23% of average daily net
assets
Institutional Class Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.23% of average daily net
assets
AIM Growth Allocation Fund
Class A Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.21% of average daily net
assets
Class B Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.21% of average daily net
assets
Class C Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.21% of average daily net
assets
Class R Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.21% of average daily net
assets
Institutional Class Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.21% of average daily net
assets
AIM Income Allocation Fund
Class A Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.03% of average daily net
assets
Class B Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.03% of average daily net
assets
Class C Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.03% of average daily net
assets
Class R Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.03% of average daily net
assets
Institutional Class Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.03% of average daily net
assets
|
See page 13 for footnotes to Exhibit B.
as of July 1, 2007
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION(2) CURRENT LIMIT DATE
---- ------------ -------------------------- ----------------- -------------
AIM Independence Now Fund
Class A Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.16% of average daily net
assets
Class B Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.16% of average daily net
assets
Class C Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.16% of average daily net
assets
Class R Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.16% of average daily net
assets
Institutional Class Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.16% of average daily net
assets
AIM Independence 2010 Fund
Class A Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.17% of average daily net
assets
Class B Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.17% of average daily net
assets
Class C Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.17% of average daily net
assets
Class R Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.17% of average daily net
assets
Institutional Class Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.17% of average daily net
assets
AIM Independence 2020 Fund
Class A Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.24% of average daily net
assets
Class B Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.24% of average daily net
assets
Class C Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.24% of average daily net
assets
Class R Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.24% of average daily net
assets
Institutional Class Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.24% of average daily net
assets
|
See page 13 for footnotes to Exhibit B.
as of July 1, 2007
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION(2) CURRENT LIMIT DATE
---- ------------ -------------------------- ----------------- -------------
AIM Independence 2030 Fund
Class A Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.24% of average daily net
assets
Class B Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.24% of average daily net
assets
Class C Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.24% of average daily net
assets
Class R Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.24% of average daily net
assets
Institutional Class Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.24% of average daily net
assets
AIM Independence 2040 Fund
Class A Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.28% of average daily net
assets
Class B Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.28% of average daily net
assets
Class C Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.28% of average daily net
assets
Class R Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.28% of average daily net
assets
Institutional Class Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.28% of average daily net
assets
AIM Independence 2050 Fund
Class A Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.28% of average daily net
assets
Class B Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.28% of average daily net
assets
Class C Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.28% of average daily net
assets
Class R Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.28% of average daily net
assets
Institutional Class Contractual Limit Other Expenses to January 31, 2007 June 30, 2008
0.28% of average daily net
assets
|
See page 13 for footnotes to Exhibit B.
as of July 1, 2007
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION(2) CURRENT LIMIT DATE
---- ------------ -------------------------- ----------------- -------------
AIM International Allocation
Fund
Class A Contractual Limit Other Expenses to October 31, 2005 June 30, 2008
0.18% of average daily net
assets
Class B Contractual Limit Other Expenses to October 31, 2005 June 30, 2008
0.18% of average daily net
assets
Class C Contractual Limit Other Expenses to October 31, 2005 June 30, 2008
0.18% of average daily net
assets
Class R Contractual Limit Other Expenses to October 31, 2005 June 30, 2008
0.18% of average daily net
assets
Institutional Class Contractual Limit Other Expenses to October 31, 2005 June 30, 2008
0.18% of average daily net
assets
AIM Moderate Allocation Fund
Class A Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.12% of average daily net
assets
Class B Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.12% of average daily net
assets
Class C Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.12% of average daily net
assets
Class R Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.12% of average daily net
assets
Institutional Class Shares Contractual Limit Other Expenses to January 1, 2006 June 30, 2008
0.12% of average daily net
assets
AIM Moderate Growth
Allocation Fund
Class A Shares Contractual Limit Other Expenses to April 29, 2005 June 30, 2008
0.12% of average daily net
assets
Class B Shares Contractual Limit Other Expenses to April 29, 2005 June 30, 2008
0.12% of average daily net
assets
Class C Shares Contractual Limit Other Expenses to April 29, 2005 June 30, 2008
0.12% of average daily net
assets
Class R Shares Contractual Limit Other Expenses to April 29, 2005 June 30, 2008
0.12% of average daily net
assets
Institutional Class Shares Contractual Limit Other Expenses to April 29, 2005 June 30, 2008
0.12% of average daily net
assets
|
See page 13 for footnotes to Exhibit B.
as of July 1, 2007
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION(2) CURRENT LIMIT DATE
---- ------------ -------------------------- ----------------- -------------
AIM Moderately Conservative
Allocation Fund
Class A Shares Contractual Limit Other Expenses to April 29, 2005 June 30, 2008
0.14% of average daily net
assets
Class B Shares Contractual Limit Other Expenses to April 29, 2005 June 30, 2008
0.14% of average daily net
assets
Class C Shares Contractual Limit Other Expenses to April 29, 2005 June 30, 2008
0.14% of average daily net
assets
Class R Shares Contractual Limit Other Expenses to April 29, 2005 June 30, 2008
0.14% of average daily net
assets
Institutional Class Shares Contractual Limit Other Expenses to April 29, 2005 June 30, 2008
0.14% of average daily net
assets
|
(1) Other expenses of any class of shares established after the date of this Memorandum of Agreement will be limited to the same amount established for Class A shares.
(2) Other Expenses are defined as all normal operating expenses of the fund, excluding management fees and 12b-1 expenses, if any. The expense limitation is subject to the exclusions as listed in the Memorandum of Agreement.
as of July 1, 2007
EXHIBIT "C" - INSTITUTIONAL MONEY MARKET FUNDS(1,2)
FUNDS WITH FISCAL YEAR END OF MARCH 31
TAX-FREE INVESTMENTS TRUST
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
Tax-Free Cash Reserve
Portfolio(3)
Cash Management Class Contractual 0.22% June 30, 2005 June 30, 2008
Corporate Class Contractual 0.22% June 30, 2005 June 30, 2008
Institutional Class Contractual 0.22% June 30, 2005 June 30, 2008
Personal Investment Class Contractual 0.22% June 30, 2005 June 30, 2008
Private Investment Class Contractual 0.22% June 30, 2005 June 30, 2008
Reserve Class Contractual 0.22% June 30, 2005 June 30, 2008
Resource Class Contractual 0.22% June 30, 2005 June 30, 2008
|
FUNDS WITH FISCAL YEAR END OF AUGUST 31
SHORT-TERM INVESTMENTS TRUST
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
Government & Agency Portfolio
Cash Management Class Contractual 0.12% June 30, 2005 June 30, 2008
Corporate Class Contractual 0.12% June 30, 2005 June 30, 2008
Institutional Class Contractual 0.12% June 30, 2005 June 30, 2008
Personal Investment Class Contractual 0.12% June 30, 2005 June 30, 2008
Private Investment Class Contractual 0.12% June 30, 2005 June 30, 2008
Reserve Class Contractual 0.12% June 30, 2005 June 30, 2008
Resource Class Contractual 0.12% June 30, 2005 June 30, 2008
Government TaxAdvantage
Portfolio
Cash Management Class Contractual 0.12% June 30, 2005 June 30, 2008
Corporate Class Contractual 0.12% June 30, 2005 June 30, 2008
Institutional Class Contractual 0.12% June 30, 2005 June 30, 2008
Personal Investment Class Contractual 0.12% June 30, 2005 June 30, 2008
Private Investment Class Contractual 0.12% June 30, 2005 June 30, 2008
Reserve Class Contractual 0.12% June 30, 2005 June 30, 2008
Resource Class Contractual 0.12% June 30, 2005 June 30, 2008
Liquid Assets Portfolio
Cash Management Class Contractual 0.12% June 30, 2005 June 30, 2008
Corporate Class Contractual 0.12% June 30, 2005 June 30, 2008
Institutional Class Contractual 0.12% June 30, 2005 June 30, 2008
Personal Investment Class Contractual 0.12% June 30, 2005 June 30, 2008
Private Investment Class Contractual 0.12% June 30, 2005 June 30, 2008
Reserve Class Contractual 0.12% June 30, 2005 June 30, 2008
Resource Class Contractual 0.12% June 30, 2005 June 30, 2008
|
See page 15 for footnotes to Exhibit C.
as of July 1, 2007
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
STIC Prime Portfolio
Cash Management Class Contractual 0.12% June 30, 2005 June 30, 2008
Corporate Class Contractual 0.12% June 30, 2005 June 30, 2008
Institutional Class Contractual 0.12% June 30, 2005 June 30, 2008
Personal Investment Class Contractual 0.12% June 30, 2005 June 30, 2008
Private Investment Class Contractual 0.12% June 30, 2005 June 30, 2008
Reserve Class Contractual 0.12% June 30, 2005 June 30, 2008
Resource Class Contractual 0.12% June 30, 2005 June 30, 2008
Treasury Portfolio
Cash Management Class Contractual 0.12% June 30, 2005 June 30, 2008
Corporate Class Contractual 0.12% June 30, 2005 June 30, 2008
Institutional Class Contractual 0.12% June 30, 2005 June 30, 2008
Personal Investment Class Contractual 0.12% June 30, 2005 June 30, 2008
Private Investment Class Contractual 0.12% June 30, 2005 June 30, 2008
Reserve Class Contractual 0.12% June 30, 2005 June 30, 2008
Resource Class Contractual 0.12% June 30, 2005 June 30, 2008
|
(1) The expense limit shown excludes Rule 12b-1 fees.
(2) The expense rate excluding 12b-1 fees of any class of shares established after the date of this Memorandum of Agreement will be the same as existing classes.
(3) The expense limitation also excludes Trustees' fees and federal registration expenses.
as of July 1, 2007
EXHIBIT "D" - VARIABLE INSURANCE FUNDS
AIM VARIABLE INSURANCE FUNDS
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
AIM V.I. Basic Balanced Fund
Series I Shares Contractual 0.91% July 1, 2005 April 30, 2009
Series II Shares Contractual 1.16% July 1, 2005 April 30, 2009
AIM V.I. Basic Value Fund
Series I Shares Contractual 1.30% January 1, 2005 April 30, 2009
Series II Shares Contractual 1.45% January 1, 2005 April 30, 2009
AIM V.I. Capital Appreciation
Fund
Series I Shares Contractual 1.30% January 1, 2005 April 30, 2009
Series II Shares Contractual 1.45% January 1, 2005 April 30, 2009
AIM V.I. Capital Development
Fund
Series I Shares Contractual 1.30% January 1, 2005 April 30, 2009
Series II Shares Contractual 1.45% January 1, 2005 April 30, 2009
AIM V.I. Core Equity Fund
Series I Shares Contractual 1.30% January 1, 2005 April 30, 2009
Series II Shares Contractual 1.45% January 1, 2005 April 30, 2009
AIM V.I. Diversified Income
Fund
Series I Shares Contractual 0.75% July 1, 2005 April 30, 2009
Series II Shares Contractual 1.00% July 1, 2005 April 30, 2009
AIM V.I. Dynamics Fund
Series I Shares Contractual 1.30% April 30, 2004 April 30, 2009
Series II Shares Contractual 1.45% April 30, 2004 April 30, 2009
AIM V.I. Financial Services
Fund
Series I Shares Contractual 1.30% April 30, 2004 April 30, 2009
Series II Shares Contractual 1.45% April 30, 2004 April 30, 2009
AIM V.I. Global Health Care
Fund
Series I Shares Contractual 1.30% April 30, 2004 April 30, 2009
Series II Shares Contractual 1.45% April 30, 2004 April 30, 2009
AIM V.I. Global Real Estate
Fund
Series I Shares Contractual 1.30% April 30, 2004 April 30, 2009
Series II Shares Contractual 1.45% April 30, 2004 April 30, 2009
AIM V.I. Government
Securities Fund
Series I Shares Contractual 0.73% July 1, 2005 April 30, 2009
Series II Shares Contractual 0.98% July 1, 2005 April 30, 2009
|
as of July 1, 2007
CONTRACTUAL/ EXPENSE EFFECTIVE DATE OF EXPIRATION
FUND VOLUNTARY LIMITATION CURRENT LIMIT DATE
---- ------------ ---------- ------------------ -------------
AIM V.I. High Yield Fund
Series II Shares Contractual 0.95% July 1, 2005 April 30, 2009
Series II Shares Contractual 1.20% April 30, 2004 April 30, 2009
AIM V.I. International Growth
Fund
Series I Shares Contractual 1.30% January 1, 2005 April 30, 2009
Series II Shares Contractual 1.45% January 1, 2005 April 30, 2009
AIM V.I. Large Cap Growth
Fund
Series I Shares Contractual 1.01% July 1, 2005 April 30, 2009
Series II Shares Contractual 1.26% July 1, 2005 April 30, 2009
AIM V.I. Leisure Fund
Series I Shares Contractual 1.01% April 30, 2004 April 30, 2009
Series II Shares Contractual 1.26% April 30, 2004 April 30, 2009
AIM V.I. Mid Cap Core Equity
Fund
Series I Shares Contractual 1.30% September 10, 2001 April 30, 2009
Series II Shares Contractual 1.45% September 10, 2001 April 30, 2009
AIM V.I. Money Market Fund
Series I Shares Contractual 1.30% January 1, 2005 April 30, 2009
Series II Shares Contractual 1.45% January 1, 2005 April 30, 2009
AIM V.I. Small Cap Equity
Fund
Series I Shares Contractual 1.15% July 1, 2005 April 30, 2009
Series II Shares Contractual 1.40% July 1, 2005 April 30, 2009
AIM V.I. Technology Fund
Series I Shares Contractual 1.30% April 30, 2004 April 30, 2009
Series II Shares Contractual 1.45% April 30, 2004 April 30, 2009
AIM V.I. Utilities Fund
Series I Shares Contractual 0.93% September 23, 2005 April 30, 2009
Series II Shares Contractual 1.18% September 23, 2005 April 30, 2009
|
MEMORANDUM OF AGREEMENT
(AFFILIATED MONEY MARKET FUND WAIVER)
This Memorandum of Agreement is entered into as of the dates indicated on Exhibit "A" between AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Variable Insurance Fundsand Short-Term Investments Trust (each a "Fund" and collectively, the "Funds"), on behalf of the portfolios listed on Exhibit "A" to this Memorandum of Agreement (the "Portfolios"), and A I M Advisors, Inc. ("AIM").
For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Funds and AIM agree as follows:
1. Each Fund, for itself and its Portfolios, and AIM agree that until the expiration date, if any, of the commitment set forth on the attached Exhibit "A" occurs, as such Exhibit "A" is amended from time to time, AIM will waive advisory fees payable by an Investing Fund in an amount equal to 100% of the net advisory fee AIM receives on the Uninvested Cash (defined below) from the Affiliated Money Market Fund (defined below) in which the Investing Fund invests (the "Waiver").
i. AIM's Fund Accounting Group will calculate, and apply, the Waiver monthly, based upon the average investment of Uninvested Cash made by the Investing Fund during the previous month in an Affiliated Money Market Fund.
ii. The Waiver will not apply to those investing Funds that do not charge an advisory fee, either due to the terms of their advisory agreement, or as a result of contractual or voluntary fee waivers.
iii. The Waiver will not apply to cash collateral for securities lending.
For purposes of the paragraph above, the following terms shall have the following meanings:
(a) "Affiliated Money Market Fund" - any existing or future Fund that holds itself out as a money market fund and complies with Rule 2a-7 under the Investment Company Act of 1940, as amended; and
(b) "Uninvested Cash" - cash available and uninvested by a Fund that may result from a variety of sources, including dividends or interest received on portfolio securities, unsettled securities transactions, strategic reserves, matured investments, proceeds from liquidation of investment securities, dividend payments, or new investor capital.
2. Neither a Fund nor AIM may remove or amend the Waiver to a Fund's detriment prior to requesting and receiving the approval of the Portfolio's Board of Trustee to remove or amend such Waiver. AIM will not have any right to reimbursement of any amount so waived.
Subject to the foregoing paragraphs, each of the Funds and AIM agree to review the then-current waivers for each class of the Funds listed on the Exhibit on a date prior to the Expiration Date to determine whether such waivers should be amended, continued or terminated. The waivers will expire upon the Expiration Date unless the Funds and AIM have agreed to continue them. The Exhibit will be amended to reflect any such agreement.
Nothing in this Memorandum of Agreement is intended to affect any other memorandum of agreement executed by any Fund or AIM with respect to any other fee waivers, expense reimbursements and/or expense limitations.
IN WITNESS WHEREOF, each Fund, on behalf of itself and its Portfolios listed in Exhibit "A" to this Memorandum of Agreement, and AIM have entered into this Memorandum of Agreement as of the dates indicated on Exhibit "A".
AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM STOCK FUNDS
AIM SUMMIT FUND
AIM TAX-EXEMPT FUNDS
AIM VARIABLE INSURANCE FUNDS
By: /s/ John M. Zerr
------------------------------------
Title: Senior Vice President
|
SHORT-TERM INVESTMENTS TRUST
By: /s/ Karen Dunn Kelley
------------------------------------
Title: President
|
A I M ADVISORS, INC.
By: /s/ John M. Zerr
------------------------------------
Title: Senior Vice President
|
EXHIBIT "A"
AIM COUNSELOR SERIES TRUST
PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL --------- -------------- --------------- AIM Floating Rate Fund July 1, 2007 June 30, 2008 AIM Multi-Sector Fund July 1, 2007 June 30, 2008 AIM Select Real Estate Income Fund July 1, 2007 June 30, 2008 AIM Structured Core Fund July 1, 2007 June 30, 2008 AIM Structured Growth Fund July 1, 2007 June 30, 2008 AIM Structured Value Fund July 1, 2007 June 30, 2008 |
AIM EQUITY FUNDS
PORTFOLIO EFFECTIVE DATE COMMITTED UNTIL --------- -------------- --------------- AIM Capital Development Fund July 1, 2007 June 30, 2008 AIM Charter Fund July 1, 2007 June 30, 2008 AIM Constellation Fund July 1, 2007 June 30, 2008 AIM Diversified Dividend Fund July 1, 2007 June 30, 2008 AIM Large Cap Basic Value Fund July 1, 2007 June 30, 2008 AIM Large Cap Growth Fund July 1, 2007 June 30, 2008 |
AIM FUNDS GROUP
FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- AIM Basic Balanced Fund July 1, 2007 June 30, 2008 AIM European Small Company Fund July 1, 2007 June 30, 2008 AIM Global Value Fund July 1, 2007 June 30, 2008 AIM International Small Company Fund July 1, 2007 June 30, 2008 AIM Mid Cap Basic Value Fund July 1, 2007 June 30, 2008 AIM Select Equity Fund July 1, 2007 June 30, 2008 AIM Small Cap Equity Fund July 1, 2007 June 30, 2008 |
AIM GROWTH SERIES
FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- AIM Basic Value Fund July 1, 2007 June 30, 2008 AIM Global Equity Fund July 1, 2007 June 30, 2008 AIM Mid Cap Core Equity Fund July 1, 2007 June 30, 2008 AIM Small Cap Growth Fund July 1, 2007 June 30, 2008 |
AIM INTERNATIONAL MUTUAL FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- AIM Asia Pacific Growth Fund July 1, 2007 June 30, 2008 AIM European Growth Fund July 1, 2007 June 30, 2008 AIM Global Aggressive Growth Fund July 1, 2007 June 30, 2008 AIM Global Growth Fund July 1, 2007 June 30, 2008 AIM International Core Equity Fund July 1, 2007 June 30, 2008 AIM International Growth Fund July 1, 2007 June 30, 2008 |
AIM INVESTMENT FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- AIM China Fund July 1, 2007 June 30, 2008 AIM Developing Markets Fund July 1, 2007 June 30, 2008 AIM Global Health Care Fund July 1, 2007 June 30, 2008 AIM International Total Return Fund July 1, 2007 June 30, 2008 AIM LIBOR Alpha Fund July 1, 2007 June 30, 2008 AIM Japan Fund July 1, 2007 June 30, 2008 AIM Trimark Endeavor Fund July 1, 2007 June 30, 2008 AIM Trimark Fund July 1, 2007 June 30, 2008 AIM Trimark Small Companies Fund July 1, 2007 June 30, 2008 |
AIM INVESTMENT SECURITIES FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- AIM Global Real Estate Fund July 1, 2007 June 30, 2008 AIM High Yield Fund July 1, 2007 June 30, 2008 AIM Income Fund July 1, 2007 June 30, 2008 AIM Intermediate Government Fund July 1, 2007 June 30, 2008 AIM Limited Maturity Treasury Fund July 1, 2007 June 30, 2008 AIM Money Market Fund July 1, 2007 June 30, 2008 AIM Municipal Bond Fund July 1, 2007 June 30, 2008 AIM Real Estate Fund July 1, 2007 June 30, 2008 AIM Short Term Bond Fund July 1, 2007 June 30, 2008 AIM Total Return Bond Fund July 1, 2007 June 30, 2008 |
AIM SECTOR FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- AIM Energy Fund July 1, 2007 June 30, 2008 AIM Financial Services Fund July 1, 2007 June 30, 2008 AIM Gold & Precious Metals Fund July 1, 2007 June 30, 2008 AIM Leisure Fund July 1, 2007 June 30, 2008 AIM Technology Fund July 1, 2007 June 30, 2008 AIM Utilities Fund July 1, 2007 June 30, 2008 |
AIM STOCK FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- AIM Dynamics Fund July 1, 2007 June 30, 2008 AIM S&P 500 Index Fund July 1, 2007 June 30, 2008 |
AIM SUMMIT FUND
FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- AIM Summit Fund July 1, 2007 June 30, 2008 |
AIM TAX-EXEMPT FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- AIM High Income Municipal Fund July 1, 2007 June 30, 2008 AIM Tax-Exempt Cash Fund July 1, 2007 June 30, 2008 AIM Tax-Free Intermediate Fund July 1, 2007 June 30, 2008 |
AIM VARIABLE INSURANCE FUNDS
FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- AIM V.I. Basic Balanced Fund July 1, 2007 April 30, 2009 AIM V.I. Basic Value Fund July 1, 2007 April 30, 2009 AIM V.I. Capital Appreciation Fund July 1, 2007 April 30, 2009 AIM V.I. Capital Development Fund July 1, 2007 April 30, 2009 AIM V.I. Core Equity Fund July 1, 2007 April 30, 2009 AIM V.I. Diversified Income Fund July 1, 2007 April 30, 2009 AIM V.I. Dynamics Fund July 1, 2007 April 30, 2009 AIM V.I. Financial Services Fund July 1, 2007 April 30, 2009 AIM V.I. Global Health Care Fund July 1, 2007 April 30, 2009 AIM V.I. Global Real Estate Fund July 1, 2007 April 30, 2009 AIM V.I. Government Securities Fund July 1, 2007 April 30, 2009 AIM V.I. High Yield Fund July 1, 2007 April 30, 2009 AIM V.I. International Growth Fund July 1, 2007 April 30, 2009 AIM V.I. Large Cap Growth Fund July 1, 2007 April 30, 2009 AIM V.I. Leisure Fund July 1, 2007 April 30, 2009 AIM V.I. Mid Cap Core Equity Fund July 1, 2007 April 30, 2009 AIM V.I. Money Market Fund July 1, 2007 April 30, 2009 AIM V.I. Small Cap Equity Fund July 1, 2007 April 30, 2009 AIM V.I. Technology Fund July 1, 2007 April 30, 2009 AIM V.I. Utilities Fund July 1, 2007 April 30, 2009 |
SHORT-TERM INVESTMENTS TRUST
FUND EFFECTIVE DATE COMMITTED UNTIL ---- -------------- --------------- Government TaxAdvantage Portfolio July 1, 2007 June 30, 2008 STIC Prime Portfolio July 1, 2007 June 30, 2008 Treasury Portfolio July 1, 2007 June 30, 2008 |
THIRD AMENDED AND RESTATED
INTERFUND LOAN AGREEMENT
December 30, 2005
Third Amended and Restated Interfund Loan Agreement (the "Agreement"), dated as of the date first written above, by and among AIM Core Allocation Portfolio Series ("ACAPS"); AIM Counselor Series Trust ("ACST"); AIM Equity Funds ("AEF"); AIM Funds Group (AFG"); AIM Growth Series ("AGS"); AIM International Mutual Funds ("AIMF"); AIM Investment Funds ("AIF"); AIM Investment Securities Funds ("AISF"); AIM Sector Funds ("ASEF"); AIM Special Opportunities Funds ("ASOF"); AIM Stock Funds ("ASTF"); AIM Summit Fund ("Summit"); AIM Tax-Exempt Funds ("ATEF"); AIM Treasurer's Series Trust ("ATST"); AIM Variable Insurance Funds (AVIF"); Short-Term Investments Trust ("STIT"); and Tax-Free Investments Trust ("TFIT") (each, a "Fund" and collectively, the "Funds"), with respect to their series of shares shown on Annex A attached hereto (each, a "Portfolio" and collectively, the "Portfolios"), as the same may be amended from time to time, and A I M Advisors, Inc. (the "Advisor");
WHEREAS, each of the Funds is an open-end management company and each Portfolio is separately managed in accordance with its own investment objectives and restrictions;
WHEREAS, certain of the Portfolios listed on Annex A hereto, desire to borrow funds for temporary purposes to satisfy redemption requests or to cover Temporary Overdrafts (as defined below) (each such borrowing Portfolio is hereinafter referred to as a "Borrower");
WHEREAS, certain Portfolios are willing to lend funds to one or more Portfolios from time to time on the terms set forth below (each such lending Portfolio is hereinafter referred to as a "Lender");
NOW THEREFORE, the parties hereto agree as follows:
Section 1. Definitions. As used herein, the following terms shall have meanings assigned to them below:
"1940 Act" means the Investment company Act of 1940, as amended.
"Bank" has the meaning ascribed to that term in the 1940 Act and the rules and regulations thereunder.
"Bank Loan Rate" means the rate calculated by the Advisor according to a formula established by the Trustees intended to approximate the lowest interest rate at which bank short-term loans would be available to the Funds.
"Borrowing Instructions" has the meaning specified in Section 3.1.
"Business Day" means a day on which the New York Stock Exchange, Inc. is open for the purpose of transacting business.
"Cash Management Team" means the Advisor money market investment professionals (including the portfolio manager for LAP) and personnel of the Advisor fund accounting department who are responsible for administering the interfund credit facility.
"Credit Arrangements" means the credit arrangements that a Fund may have with respect to a Portfolio for borrowing for temporary or emergency purposes in connection with net redemptions of the Portfolios or to cover Temporary Overdrafts.
"Custodian" means the entity which acts as the Borrower's custodian for purposes of Section 17(f) of the 1940 Act.
"Interest Rate" means a daily interest rate that is the average of the Repo Rate and the Bank Loan Rate.
"LAP" means the Institutional Class of Liquid Asset Portfolio, a series of Short-Term Investments Trust, or any successor thereto or, in the event such portfolio has terminated operations without its assets having been acquired by a successor, the general money market fund advised by the Advisor having the greatest amount of net assets or, in the event there is no such fund, the United States registered general money market fund advised by an entity controlling, controlled by or under common control with, the Advisor having the greatest amount of net assets.
"Lending Instructions" has the meaning specified in Section 3.1.1.
"Loan" has the meaning specified in Section 2.
"Loan Account" has the meaning specified in Section 3.5.
"Maximum Amount" has the meaning specified in Section 2.
"Money Market Funds" means AIM Money Market Fund, a portfolio of AISF; AIM Tax-Exempt Cash Fund, a portfolio of ATEF; AIM V.I. Money Market Fund, a portfolio of AVIF; Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio, portfolios of ATST; Cash Assets Portfolio, Liquid Assets Portfolio, STIC Prime Portfolio, Treasury Portfolio, Government TaxAdvantage Portfolio and Government & Agency Portfolio, portfolios of STIT; Tax-Free Cash Reserve Portfolio, a portfolio of TFIT; and any future Portfolios that hold themselves out as money market funds.
"Obligations" means all of the obligations (whether direct or indirect, absolute or contingent, primary or secondary, due or to become due, now existing or hereafter arising) of a Borrower to a Lender hereunder.
"Outstanding Secured Borrowing" means any loan advance made to a Portfolio either under this Agreement or under a Bank Credit Arrangement which is secured by assets of the Portfolio.
"Pledge Demand" has the meaning specified in Section 3.11.
"Prospectus" means with respect to each Borrower the prospectus required to be delivered by the Borrower to offerees of its securities pursuant to the Securities Act of 1933, as amended.
"Repo Rate" means the highest rate available to LAP from investments in overnight repurchase agreements.
"SEC" means the Securities and Exchange Commission.
"Secured Loan" has the meaning in Section 2(e).
"Statement of Additional Information" means with respect to each Borrower the Statement of Additional Information that must be provided by the Borrower to recipients of its Prospectus upon request pursuant to rules and regulations adopted by the SEC.
"Temporary Overdraft" means a temporary overdraft occurring when a sale of a security "fails" due to circumstances beyond the seller's control, such as a delay in the delivery of cash to the Fund's custodian or improper delivery instructions by the broker effecting the transaction.
"Trustees" means the Board of Trustees of a Fund.
"Unsecured Loan" means any Loan other than a Secured Loan.
Section 2. Lending Facility. Subject to the terms and conditions of this
Agreement, each Lender may from time to time in its discretion loan its funds
("Loan") to any Borrower. Each Loan shall be made for a term of the lesser of
(a) not less than one (1) and not more than seven (7) Business Days or (b) the
maturity of any outstanding loan or advance to the Borrower under its Credit
Arrangements. The maximum principal amount of all Loans outstanding with respect
to any Borrower at any time shall not exceed the Maximum Amount the Borrower is
permitted to borrow at such time under:
(a) applicable laws and regulations;
(b) the provisions of Section 5.2;
(c) agreements with federal, state, local or foreign governmental authorities or regulators applicable to the Borrower or limitations specified in the Order, all as amended and in effect from time to time;
(d) limitations on borrowing adopted by the Borrower in its Prospectus, Statement of Additional Information or elsewhere, as amended and in effect from time to time; and
(e) in the case of Loans for which the Borrower is required to provide collateral pursuant to Section 3.11 ("Secured Loans"), any limitations specified in the Security Agreement and limitations on the pledging of assets adopted by the Borrower in its Prospectus, Statement of Additional Information or elsewhere.
As used herein, the term "Maximum Account" means the maximum amount that the Borrower is permitted to borrow in accordance with the provisions of the preceding sentence.
Section 3. Loans.
Section 3.1. Procedural Requirements. All Loans shall be requested and funded in accordance with the procedures set forth herein and such other procedures as may be adopted from time to time by the Trustees of each Fund.
Section 3.1.1. Borrowing and Lending Instructions. The Portfolios, other than the Money Market Funds, shall provide the Cash Management Team with standing instructions as to their desire to act as a Borrower when and if such Portfolio has borrowing needs ("Borrowing Instructions") and/or as a Lender when such Portfolio has uninvested cash balances ("Lending Instructions"). The Money Market Funds shall provide daily Borrowing and/or Lending Instructions to the Cash Management Team as to the amount of cash, if any, any such Portfolio of such Fund desires to borrow or lend. The Portfolios may revoke or change Borrowing or Lending Instructions by notifying the Cash Management Team.
Section 3.1.2. Allocation Procedures. On each occasion that a Portfolio that has provided Borrowing Instructions to the Cash Management Team has borrowing needs, the Cash Management Team will seek to match the amount and term of the Portfolio's borrowing needs with the cash available from the Portfolios that have provided Lending Instructions in accordance with allocation and administrative procedures established by the Trustees.
No Loan may be allocated to a Lender with respect to a Portfolio unless the Interest Rate is higher than the Repo Rate and, if applicable, the yield on LAP, and lower than the Bank Loan Rate.
Section 3.1.3. Funding the Loans. If a Loan has been allocated to a Lender and Borrower pursuant to Section 3.1.2, and the Loan is otherwise in compliance with the requirements set forth in the Order, the Lender shall make such Loan to the Borrower. Each Loan made by the Lender to the Borrower shall be wired (or transferred if Borrower and Lender have the same Custodian) at the Borrower's expense in accordance with the wiring instructions for each Fund maintained by the Advisor, as in effect from time to time, to an account maintained on the Borrower's behalf by its Custodian for the Portfolio in respect of which such Loan is made.
Section 3.1.4. Obligations Arising from Loan. Each Loan made by the Lender to the Borrower shall;
(a) obligate the Borrower to borrow the principal amount of the Loan at the Interest Rate applicable thereto for the term thereof solely for use by the Borrower;
(b) constitute a representation and warranty by the Borrower to the
Lender that (i) the Loan requested thereby (A) is permitted under the Borrower's
most recent Prospectus and Statement of Additional Information, (B) is in
accordance with the requirements of any applicable SEC order of exemption
applicable to the Borrower, (C) will not, when made, cause the aggregate
indebtedness of the Borrower to exceed the Maximum Amount then in effect, and
(D) will be used by the Borrower only in accordance with the provisions of
Section 3.7 hereof, and (ii) all of the representations and warranties of the
Borrower contained in Section 4 hereof are true and correct as of the date of
such Loan as though made on and as of such dates; and
(c) constitute a representation and warranty by the Lender to the Borrower that the Loan thereby (i) is permitted under the Lender's most recent Prospectus and Statement of Additional Information, and (ii) is in accordance with the requirements of the Order.
Section 3.2. Repayment of Loans. The principal amount of each Loan shall be repaid by the Borrower from the assets of the Borrower upon the earlier of (a) one Business Day after demand by the Lender or (b) the expiration of the term of such Loan.
Section 3.3. Interest. The outstanding principal amount of each Loan
shall bear interest until maturity at the Interest Rate. Interest accrued on
each Loan shall be paid by the Borrower upon the earlier of (a) demand, or (b)
the maturity of such Loan. Amounts overdue hereunder (including, without
limitation, overdue principal, and, to the extent permitted by law, overdue
interest, fees, charges and expenses) shall bear interest until paid at a rate
equal to the sum of (a) the Interest Rate applicable to such Loan prior to its
maturity and (b) such additional amount not to exceed 2%, as may be determined
by an independent arbitrator of disputes previously approved by the Trustees of
both Borrower and Lender except that in the case of an Event of Default under
Section 6.2.2 such additional amount shall equal 2%.
Section 3.4. Prepayments. Loans may be prepaid without penalty prior to the date on which such Loan is due and payable.
Section 3.5. Loan Records Accounts. Promptly after a Loan has been made, the Cash Management Team shall note on its records for the Borrower and Lender, confirming (a) the principal amount of such Loan, (b) the Interest Rate applicable thereto and (c) the maturity thereof. The Cash Management Team will maintain a separate account on its books for each Lender and Borrower (a "Loan Account") on which will be recorded, in accordance with the Advisor's customary accounting practice, (a) all Loans made by a Lender to a Borrower, (b) all payments of such Loans made to a Lender and (c) all other charges and expenses properly chargeable to the Borrower. The debit balance of each Portfolio's Loan Account shall reflect the amount of the Borrower's indebtedness from time to time to the Lenders hereunder. Any written statement maintained by the Cash Management Team regarding the Loan shall, in the absence of manifest error, constitute conclusive evidence of the indebtedness of the Borrower to the Lender as of the date of such statement, provided, however, that the failure of the Cash Management Team to make such statement shall not impair the validity or binding nature of the Borrower's Obligations with respect to such Loan.
Section 3.6. Computations. All computations hereunder shall be computed on the basis of the actual number of days elapsed and either (a) a 360-day year or (b) the actual number of days in the year, as determined by the Cash Management Team when it sets the Interest Rate.
Section 3.7. Use of Proceeds. The proceeds of each Loan made hereunder with respect to any Portfolio shall be used only by such Portfolio for temporary or emergency purposes in accordance with its Prospectus and Statement of Additional Information to satisfy redemption requests or to cover Temporary Overdrafts.
Section 3.8. Discretionary Facility. It is acknowledged and agreed by each Borrower that each Lender has no obligation to make any Loan hereunder unless it has issued Lending Instructions, and that the decision whether or not to issue Lending Instructions under this Agreement is within the sole and exclusive discretion of each Lender. It is acknowledged and agreed by each Lender that no Borrower is obligated to borrow money hereunder unless it has issued Borrowing Instructions.
Section 3.9. Termination of Participation in Interfund Credit Facility. Each Lender and each Borrower may terminate its participation in this Agreement at any time by written notice to the Cash Management Team.
Section 3.10. Recourse to Assets. Loans made to any Portfolio shall be repaid solely from the assets of such Portfolio, and a Lender shall have no right of recourse or offset against the assets of any other Portfolio with respect to such Loans or any default in respect thereto. Each Lender's liability under this Agreement with respect to a Loan shall be solely
limited to the Lender's assets and each Borrower hereby waives any and all rights it may have against any other Portfolios with respect to such Loan or any default by Lender with respect thereto.
Section 3.11. Collateral Security for Loans. As a condition precedent to making any Loan to any Borrower or continuing any Loan made to any Borrower hereunder, (a) the Lender may require, by written notice to the Borrower or (b) the Lender shall require in the event that the Borrower's outstanding borrowings from all sources immediately after the Loan would exceed 10% of its total assets, or the Borrower has Outstanding Secured Borrowings, that the Borrower pledge stock or other securities as collateral for such Loan ("Pledge Demand"). The minimum market value of the stock and other portfolio securities of the Borrower required to be pledged to the Lender hereunder with respect to any Secured Loan shall be determined by the Lender in its discretion but, in all cases, shall be not less than the 102% of the outstanding principal value of the loan. Each pledge of collateral required pursuant to this Section 3.11 shall be made in accordance with and subject to the terms and conditions set forth in a security agreement in form satisfactory to Borrower and Lender, and shall be effected (a) in the case of any pledge required as a condition precedent to making any Secured Loan hereunder, prior to making such Secured Loans, and (b) in the case of any pledge required as a condition precedent to continuing any Loan hereunder, within 24 hours after delivery to the Borrower of the Pledge Demand therefor or the occurrence of the conditions specified in (b) above.
Section 3.12. Confirmation. The obligations of the Borrower to repay the unpaid principal amount of the Loan made to it by the Lender and to pay interest thereon shall be evidenced by the Lender's records as well as by a confirmation of loan in the form of Exhibit I, confirming the principal amount, the Interest Rate and the maturity date of the Loan.
Section 4. Representations and Warranties.
Each Borrower represents and warrants to each Lender and each Lender represents and warrants to each Borrower on the date hereof, and as to any Borrower or Lender on the date of any borrowing, as follows:
(a) It is a Portfolio of a Fund that is duly organized and validly existing under the laws of its jurisdiction of organization and is qualified to do business in every other jurisdiction where lack of such qualification would have a material adverse effect on the business, assets or condition (financial or otherwise) of the Fund.
(b) The Fund is registered as an open-end management investment company under the 1940 Act.
(c) The execution, delivery and performance by the Fund of this Agreement on behalf of itself and its Portfolios are (i) within its power, (ii) have been duly authorized by all necessary action, and (iii) will not (A) contribute to or result in a breach of or default under or
conflict with any existing law, order, regulation or ruling of any governmental or regulatory agency or authority, any order, writ, injunction or ruling of any court or other tribunal, or any indenture, lease agreement, instrument or other undertaking to which the Fund is a party or by which it or its property or assets may be bound or affected, or (B) result in the imposition of any liens or encumbrances on any property or assets of the Fund or (C) require any additional approval or consent of, or filling with, shareholders of such Fund or any governmental or regulatory agency or authority bearing on the validity of any borrowing pursuant to this Agreement, or (D) violate any provision of the Fund's organizational documents or bylaws, or any amendment thereof or any provision of its most recent Prospectus or Statement of Additional Information.
(d) This Agreement is a legally valid and binding obligation of the Fund, enforceable against the Fund in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, moratorium or other laws or equitable principles relating to or limiting the rights of creditors generally.
(e) No additional authorization, approval, or other action by, and no notice to or filing with, any shareholder of the Fund, creditor, or governmental or regulatory agency or authority is required for the due and valid execution, delivery and performance of this Agreement by the Fund or the exercise by the Fund of any rights and remedies under this Agreement.
Section 5. Covenants.
Section 5.1. Covenants in Effect Until Termination of Agreement. Until all of the obligations have been performed in full and its participation in the Lending Facility has been terminated as provided herein, each Borrower covenants as follows:
(a) At any time and from time to time, it will, at its own expense, promptly execute and deliver or file all further instruments and documents, and take all further action, that may be necessary or desirable, or that the Lender may request, in order to perfect, protect, validate or preserve any security interest granted, or pledged to the Lender pursuant to Section 3.11 or to enable the Lender to exercise and enforce its rights and remedies thereunder with respect thereto.
(b) It will file all federal and other tax returns, reports and declarations required by all relevant jurisdictions on or before the due dates for such returns, reports and declarations and will pay all taxes and other governmental assessments and charges as and when they become due.
(c) It will comply with all of its investment policies and restrictions and all applicable laws, regulations and governmental or regulatory directives.
(d) It will promptly notify the Lender of any material change in its agreements with governmental authorities or regulators or its investment policies or restrictions.
(e) It will make available to the Lender upon request from time to time the most recent reports required by Section 30(d) of the 1940 Act.
(f) Upon request from the Lender from time to time, it will furnish to the Lender at reasonable times and intervals any information with respect to its financial standing and history or its property or business or prospects.
(g) Within 60 days after the date of this Agreement or such earlier time as may be necessary to comply with Section 3.11, the Borrower shall deliver an agreement, in a form satisfactory to each Lender duly executed by the Borrower and its Custodian, that establishes procedures for the making, maintaining and releasing each pledge of securities required by Section 3.11.
Section 5.2. Covenants in Effect While Loans are Outstanding. Each Borrower covenants that, so long as any principal of or interest on any Loan made to it is outstanding:
(a) It will not, as long as any Unsecured Loan is outstanding hereunder, create or permit to exist any encumbrance in favor of any person or entity other than the Lender upon any of the assets of the Borrower other than encumbrances created in connection with portfolio investments of the Borrower to the extent permitted by the provisions of its Prospectus and Statement of Additional Information applicable to such Portfolio (and not for the primary purpose of borrowing money) such as: (i) margin amounts on futures contracts and options on futures contracts, (ii) segregated assets to cover a call or to secure a put, or to cover short sales against the box or open positions under currency forward contracts, (iii) obligations to resell securities in connection with the purchase of such securities under repurchase agreements, and (iv) obligations to redeliver cash or securities in connection with pledges of such cash or securities in favor of the Borrower under securities lending agreements and master note agreements.
(b) It will not take out any Loan that (1) immediately after such loan would cause the total of such Portfolio's loans to exceed 33-1/3% of the Borrower's total assets (or such lesser percentage as provided in a Borrower's Prospectus and Statement of Additional Information), or (2) would cause such Portfolio's total loans to exceed 10% of such Portfolio's total assets unless any Loan hereunder is secured in accordance with Section 3.11.
(c) Unless the Fund has a policy that prevents it from borrowing for other than temporary or emergency purposes (and not for leveraging), it will not, as long as any Loan made with respect to the Portfolio is outstanding, allow the total amount of such Portfolio's Loans, as measured on the day when the most recent Loan was made, to exceed the greater of
125% of such Portfolio's total net cash redemptions and 102% of Temporary Overdrafts for the preceding seven (7) calendar days.
(d) It will notify Lender if it draws on its Credit Arrangements, borrows from other Lenders under the Agreement, or borrows from other parties.
(e) It will notify the Lender promptly of (i) any material change in
its method of business, Prospectus or Statement of Additional Information, and
(ii) the occurrence of any event which would make any of the representations and
warranties contained herein, or in any document, instrument or certificate
delivered in connection herewith, untrue or inaccurate in any material respect.
Section 6. Default.
Section 6.1. Events of Default. The occurrence of any one or more of the following events ("Events of Default") shall constitute an immediate Event of Default with respect to the Borrower (it being understood that an Event of Default with respect to one Borrower shall not constitute an Event of Default of any other Borrower):
(a) The Borrower shall fail to pay principal of, or interest on, any Loan as and when due, or the Borrower shall fail to perform any of its other Obligations; or
(b) There shall be a default by the Borrower under any Credit Arrangement, whether such Credit Arrangement now exists or shall hereafter be created, which default extends beyond any period of grace provided with respect thereto and which default relates to (i) the obligations to pay the principal of or interest on any such indebtedness under the Credit Arrangement or (ii) an obligation other than the obligation to pay the principal of or interest on any such indebtedness and the effect of such default is to cause, or to permit the lender under the Credit Arrangement to cause, with the giving of notice if required, such indebtedness to become due prior to its stated maturity.
(c) Any representation or warranty made by the Borrower in Section 4, or in connection with any Loan made to or pledge of pledged collateral made by the Borrower, shall prove to have been incorrect in any material respect when made; or
(d) The Borrower shall generally not pay its debts as such debts become due, or shall admit in writing its inability to pay its debts generally, or shall make a general assignment for the benefit of creditors; or any governmental or public authority shall take over possession or control of a substantial part or the Borrower's business; or any of the Borrower's property shall become subject to attachment or other involuntary lien or levy; or any action or proceeding shall be commenced by the Borrower seeking to adjudicate it as bankrupt or insolvent, or seeking liquidation, winding up, reorganization, arrangement, adjustment, protection, relief, or composition of it or its debts under any law relating to bankruptcy,
insolvency or reorganization or relief of debtors, seeking the entry of an order for relief or the appointment of a receiver, trustee, of similar official for it or for any substantial part of its property, or any such proceeding is commenced against it which results in the entry of an order for such relief or such proceeding is not dismissed or stayed for a period of 60 days following such commencement.
Section 6.2. Remedies.
Section 6.2.1. Arbitration. In the event an Event of Default has occurred and not been cured within two Business Days from the Loan's maturity or from the time the Lender makes a demand for payment (and none of the Events of Default specified in Section 6.1(b) or (d) has occurred), the Lender and the Borrower agree that such matter shall be submitted for binding arbitration to an independent arbitrator selected by the Trustees of the Lender and Borrower. Such arbitrator's decision shall be binding and conclusive between the Lender and the Borrower. Such arbitrator shall submit a written report of any dispute to the Trustees.
6.2.2. Other Rights and Remedies. If an Event of Default has occurred and has not been resolved pursuant to Section 6.2.1 or an Event of Default specified in Section 6.1 (b) or (d) has occurred, then the Lender shall be entitled to exercise any and all rights and remedies available to it at law or in equity, including without limitation any rights and remedies that may be available to it under the security agreement referred to in Section 3.11 with respect to the affected Borrower and the Borrower shall pay to the Lender all reasonable expenses and disbursements incurred by the Lender in connection with the enforcement of its rights and remedies under this Agreement including the reasonable fees and out-of-pocket expenses of counsel for the Lender with respect thereto.
Section 7. Notice. Except as otherwise expressly provided herein, all notices hereunder to any party shall be in writing and shall be delivered by hand, mailed by United States registered or certified first-class mail, postage prepaid or sent by telegraph, telex or telecopy, addressed to such party to the attention of the person specified in the following sentence at the address set forth for such party in Annex B hereto, or to such other person or address as such party may designate to the other party hereto by notice delivered in accordance with this Section 7. All notices to the Borrower shall be addressed to the Treasurer of the Borrower and all notices from the Borrower to the Lender shall be addressed to the Treasurer of the Lender.
Section 8. Amendments. Neither this Agreement nor any provision hereof may be amended in any respect except by a statement in writing executed by the parties hereto.
Section 9. Assignment. All of the terms of this Agreement shall be binding upon and inure to the benefit of and be enforceable by the parties hereto and their respective successors and assigns; provided, that the Borrower may not assign or transfer any of its rights or obligations hereunder without the prior written consent of the Lender.
Section 10. Section Heading. The descriptive section headings in this Agreement have been inserted for convenience of reference only and shall not be deemed to limit or otherwise affect the construction of any provision hereof.
Section 11. Counterparts. This Agreement and the documents contemplated hereby may be executed simultaneously in any number of counterparts each of which when so executed and delivered shall be an original; but all of which shall together constitute but one and the same document.
Section 12. Separability. If any of the provisions of this Agreement or any instrument delivered hereunder or the application thereof to any party hereto or to any person or circumstances is held invalid, the remainder of this Agreement or such instrument and the application thereof to any party hereto or to any other person or circumstances shall not be affected thereby.
Section 13. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Texas.
Section 14. Entire Agreement. This Agreement and the other documents contemplated hereby and executed in connection herewith express the entire understanding of the parties with respect to the transactions contemplated hereby.
Section 15. Limitation of Liability of Trustees. This instrument is executed on behalf of the Trustees of the Funds that are Delaware statutory trusts as trustees and not individually and the obligations of this instrument are not binding upon any of the trustees or shareholders individually but are binding only upon the assets and property of the Fund in accordance with Section 3.10.
IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be duly executed as an instrument under seal by its duly authorized officer as of the date first written above.
On behalf of itself and on behalf of its Portfolios listed on Annex A hereto, as such Annex may be amended from time to time:
AIM CORE ALLOCATION PORTFOLIO SERIES
AIM COUNSELOR SERIES TRUST
AIM EQUITY FUNDS
AIM FUNDS GROUP
AIM GROWTH SERIES
AIM INTERNATIONAL MUTUAL FUNDS
AIM INVESTMENT FUNDS
AIM INVESTMENT SECURITIES FUNDS
AIM SECTOR FUNDS
AIM SPECIAL OPPORTUNITIES FUNDS
AIM STOCK FUNDS
AIM SUMMIT FUND
AIM TAX-EXEMPT FUNDS
AIM TREASURER'S SERIES TRUST
AIM VARIABLE INSURANCE FUNDS
SHORT-TERM INVESTMENTS TRUST
TAX-FREE INVESTMENTS TRUST
By: /s/ Robert H. Graham
------------------------------------
Name: Robert H. Graham
Title: President
|
Accepted and Agreed to with respect to the specific obligations imposed on the undersigned by Sections 3.1.1, 3.1.2, 3.1.3, 3.5 and 3.6.
A I M ADVISORS, INC.
ANNEX A
PORTFOLIOS THAT MAY PARTICIPATE
AS BORROWERS AND LENDERS IN INTERFUND LENDING FACILITY
Fund Portfolio
---- ---------
AIM CORE ALLOCATION
PORTFOLIO SERIES Series C
Series M
AIM COUNSELOR SERIES TRUST AIM Advantage Health Sciences Fund
AIM Floating Rate Fund
AIM Multi-Sector Fund
AIM Structured Core Fund
AIM Structured Growth Fund
AIM Structured Value Fund
AIM EQUITY FUNDS AIM Capital Development Fund
AIM Charter Fund
AIM Constellation Fund
AIM Diversified Dividend Fund
AIM Large Cap Basic Value Fund
AIM Large Cap Growth Fund
AIM Select Basic Value Fund
AIM FUNDS GROUP AIM Basic Balanced Fund
AIM European Small Company Fund
AIM Global Value Fund
AIM International Small Company Fund
AIM Mid Cap Basic Value Fund
AIM Select Equity Fund
AIM Small Cap Equity Fund
AIM GROWTH SERIES AIM Basic Value Fund
AIM Conservative Allocation Fund
AIM Global Equity Fund
AIM Growth Allocation Fund
AIM Income Allocation Fund
|
AIM International Allocation Fund
AIM Mid Cap Core Equity Fund
AIM Moderate Allocation Fund
AIM Moderate Growth Allocation Fund
AIM Moderately Conservative Allocation Fund
AIM Small Cap Growth Fund
AIM INTERNATIONAL MUTUAL
FUNDS AIM Asia Pacific Growth Fund
AIM European Growth Fund
AIM Global Aggressive Growth Fund
AIM Global Growth Fund
AIM International Growth Fund
AIM International Core Equity Fund
AIM INVESTMENT FUNDS AIM China Fund
AIM Developing Markets Fund
AIM Enhanced Short Bond Fund
AIM Global Health Care Fund
AIM International Bond Fund
AIM Japan Fund
AIM Trimark Endeavor Fund
AIM Trimark Fund
AIM Trimark Small Companies Fund
AIM INVESTMENT SECURITIES
FUNDS AIM Global Real Estate Fund
AIM High Yield Fund
AIM Income Fund
AIM Intermediate Government Fund
AIM Limited Maturity Treasury Fund
AIM Money Market Fund
AIM Municipal Bond Fund
AIM Real Estate Fund
AIM Short Term Bond Fund
AIM Total Return Bond Fund
AIM SECTOR FUNDS AIM Energy Fund
AIM Financial Services Fund
|
AIM Gold & Precious Metals Fund
AIM Leisure Fund
AIM Technology Fund
AIM Utilities Fund
AIM SPECIAL OPPORTUNITIES
FUNDS AIM Opportunities I Fund
AIM Opportunities II Fund
AIM Opportunities III Fund
AIM STOCK FUNDS AIM Dynamics Fund
AIM S&P 500 Index Fund
AIM SUMMIT FUND AIM Summit Fund
AIM TAX-EXEMPT FUNDS AIM High Income Municipal Fund
AIM Tax-Exempt Cash Fund
AIM Tax-Free Intermediate Fund
AIM TREASURER'S SERIES TRUST Premier Portfolio
Premier Tax-Exempt Portfolio
Premier U.S. Government Money Portfolio
AIM VARIABLE INSURANCE FUNDS AIM V.I. Basic Balanced Fund
AIM V.I. Basic Value Fund
AIM V.I. Capital Appreciation Fund
AIM V.I. Capital Development Fund
AIM V.I. Core Equity Fund
AIM V.I. Demographic Trends Fund
AIM V.I. Diversified Dividend Fund
AIM V.I. Diversified Income Fund
AIM V.I. Dynamics Fund
AIM V.I. Financial Services Fund
AIM V.I. Global Equity Fund
|
AIM V.I. Global Health Care Fund
AIM V.I. Global Real Estate Fund
AIM V.I. Government Securities Fund
AIM V.I. High Yield Fund
AIM V.I. International Core Equity Fund
AIM V.I. International Growth Fund
AIM V.I. Large Cap Growth Fund
AIM V.I. Leisure Fund
AIM V.I. Mid Cap Core Equity Fund
AIM V.I. Money Market Fund
AIM V.I. Small Cap Equity Fund
AIM V.I. Small Cap Growth Fund
AIM V.I. Technology Fund
AIM V.I. Utilities Fund
SHORT-TERM INVESTMENTS TRUST Cash Assets Portfolio
Government & Agency Portfolio
Government TaxAdvantage Portfolio
Liquid Assets Portfolio
STIC Prime Portfolio
Treasury Portfolio
TAX-FREE INVESTMENTS TRUST Tax-Free Cash Reserve Portfolio
|
ANNEX B
NOTICES
Notices to the Portfolios shall be delivered to the following address:
[name of Portfolio], [name of Fund]
11 Greenway Plaza, Suite 100
Houston, Texas 77046-1173
Attention: Treasurer
Notices to A I M Advisors, Inc. shall be delivered to the following address:
A I M Advisors, Inc.
11 Greenway Plaza, Suite 100
Houston, Texas 77046-1173
Attention: President
with a copy to:
A I M Advisors, Inc.
11 Greenway Plaza, Suite 100
Houston, Texas 77046-1173
Attention: General Counsel
EXHIBIT I
INTERFUND LOAN CONFIRMATION
[Name of Lending Portfolio], a portfolio of [Name of Fund] confirms that pursuant to the Interfund Loan Agreement by and among AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust, Tax-Free Investments Trust and A I M Advisors, Inc. dated ______________, 200_, it has today loaned to [name of Borrowing Portfolio], a portfolio of [name of Fund], $________________, which loan shall mature on __________, 200_ and shall bear interest on the principal balance payable on ____________at a rate equal to ______________ per annum.
CONSENT OF COUNSEL
AIM TAX-EXEMPT FUNDS
We hereby consent to the use of our name and to the reference to our firm
under the caption "Investment Advisory and Other Services - Other Service
Providers - Counsel to the Trust" in the Statement of Additional Information for
(i) the Class A, Class A3, Class B, Class C and Investor Class shares, as
applicable, of AIM Tax-Exempt Cash Fund, AIM Tax-Free Intermediate Fund and AIM
High Income Municipal Fund, and (ii) the institutional class of AIM Tax-Free
Intermediate Fund and AIM High Income Municipal Fund which are included in
Post-Effective Amendment No. 23 to the Registration Statement under the
Securities Act of 1933, as amended (No. 33-66242), and Amendment No. 24 to the
Registration Statement under the Investment Company Act of 1940, as amended (No.
811-7890), on Form N-1A of AIM Tax-Exempt Funds.
/s/ Ballard Spahr Andrews & Ingersoll, LLP
------------------------------------------
Ballard Spahr Andrews & Ingersoll, LLP
Philadelphia, Pennsylvania
July 23, 2007
|
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the incorporation by reference in this Registration Statement on Form N-1A of our reports dated May 18, 2007, relating to the financial statements and financial highlights which appears in the March 31, 2007 Annual Report to Shareholders of each of the three funds constituting AIM Tax-Exempt Funds, which are also incorporated by reference into the Registration Statement. We also consent to the references to us under the headings "Financial Highlights", "Other Service Providers", and "Persons to Whom AIM Provides Non-Public Portfolio Holdings on an Ongoing Basis" in such Registration Statement.
PricewaterhouseCoopers LLP
Houston, Texas
July 23, 2007
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
(EFFECTIVE AUGUST 18, 2003, AND AS SUBSEQUENTLY AMENDED)
SECTION 1. Each registered investment company, as described in Schedule A to this plan (each individually referred to as "Fund", or collectively, "Funds"), severally, on behalf of each of its series of common stock or of beneficial interest, as the case may be, set forth in Schedule A to this plan (each, a "Portfolio"), may act as a distributor of the Class A Shares of such Portfolio (the "Shares") of which such Fund is the issuer, pursuant to Rule12b-1 under the Investment Company Act of 1940 (the "1940 Act"), according to the terms of this First Restated Master Distribution Plan (the "Plan").
SECTION 2. The Fund may incur expenses pursuant to this Plan on behalf of a Portfolio at the applicable annual rate set forth on Schedule A under "Maximum Aggregate Fee" of the average daily net assets of the Portfolio attributable to the Shares. Such expenses shall be subject to any applicable limitations imposed from time to time by the applicable rules of NASD Inc. ("NASD").
SECTION 3. The Fund may expend amounts under this Plan to finance distribution-related services for the Shares of each Portfolio. Distribution-related services shall mean any activity which is primarily intended to result in the sale of the Shares, including, but not limited to, organizing and conducting sales seminars, implementing advertising programs, engaging finders and paying finders fees, printing prospectuses and statements of additional information (and supplements thereto) and annual and semi-annual reports for other than existing shareholders, preparing and distributing advertising material and sales literature, making supplemental payments to dealers and other institutions as asset-based sales charges, and administering this Plan.
The Fund has selected A I M Distributors, Inc. ("Distributors") to provide distribution-related services on behalf of and for the Shares of each Portfolio. Distributors may provide such distribution-related services either directly or through third parties.
SECTION 4. The Fund may also expend amounts under this Plan to finance
payments of service fees under arrangements for personal continuing shareholder
services. Personal continuing shareholder services may include, but shall not be
limited to, the following: (I) distributing sales literature to customers; (ii)
answering routine customer inquiries concerning the Fund and the Shares; (iii)
assisting customers in changing dividend options, account designations and
addresses, and in enrolling in any of several retirement plans offered in
connection with the purchase of Shares; (iv) assisting customers in the
establishment and maintenance of customer accounts and records, and in the
placement of purchase and redemption transactions; (v) assisting customers in
investing dividends and capital gains distributions automatically in Shares; and
(vi) providing such other information and services as the Fund or the customer
may reasonably request.
Distributors may implement these arrangements either directly or through third parties.
SECTION 5. All amounts expended pursuant to this Plan shall be paid to Distributors pursuant to the related agreement to this Plan attached hereto as Exhibit A and are the legal obligation of the Fund and not of Distributors. The maximum service fee payable by the Fund on behalf of a Portfolio for personal continuing shareholder services shall be twenty-five one-
hundredths of one percent (0.25%), or such lower rate for the Portfolio as is specified on Schedule A, per annum of the average daily net assets of the Portfolio attributable to the Shares owned by the customers of entity providing such shareholder services.
No provision of this Plan shall be interpreted to prohibit any payments by the Fund with respect to the Shares of a Portfolio during periods when the Fund has suspended or otherwise limited sales of such Shares.
SECTION 6. Distributors shall provide to the Fund's Board of Directors/Trustees ("Board of Trustees") and the Board of Trustees shall review, at least quarterly, a written report of the amounts expended under this Plan and the purposes for which such expenditures were made.
SECTION 7. This Plan and any agreement related to this Plan shall become effective immediately, with respect to any Portfolio, upon the receipt by the applicable Fund of both (a) the affirmative vote of a majority of the Board of Trustees of the Fund, and (b) the affirmative vote of a majority of those Directors\Trustees ("Trustees") of the Fund who are not "interested persons" of the Fund (as defined in the 1940 Act) and have no direct or indirect financial interest in the operation of this Plan or any agreements related to it (the "Dis-interested Trustees"), cast in person at a meeting called for the purpose of voting on this Plan or such agreement.
SECTION 8. Any material amendments to this Plan must be approved, with respect to any Portfolio, by both (a) the affirmative vote of a majority of the Board of Trustees of the applicable Fund, and (b) the affirmative vote of a majority of the Dis-interested Trustees, cast in person at a meeting called for the purpose of voting on the amendment. In addition, this Plan may not be amended with respect to the Shares of any Portfolio to increase materially the amount to be spent for distribution provided for in Section 2 hereof unless such amendment is approved by a "majority of the outstanding voting securities" (as defined in the 1940 Act) of the Shares of such Portfolio.
SECTION 9. Unless sooner terminated pursuant to Section 10, this Plan and any related agreement shall continue in effect for the Shares of each Portfolio until June 30, 2007 and thereafter each shall continue in effect so long as such continuance is specifically approved, at least annually, in the manner provided for approval of this Plan in Section 7.
SECTION 10. This Plan may be terminated with respect to the Shares of any Portfolio at any time by vote of a majority of the Dis-interested Trustees of the applicable Fund, or by vote of a majority of the outstanding Shares of such Portfolio. If this Plan is terminated with respect to a Portfolio, the obligation of the Fund to make payments pursuant to this Plan with respect to such Portfolio will also cease and the Fund will not be required to make any payments with respect to such Portfolio beyond the termination date.
SECTION 11. Any agreement related to this Plan shall be made in writing, and shall provide:
(a) that such agreement may be terminated at any time, with respect to the Shares of any Portfolio, without payment of any penalty, by vote of a majority of the Dis-interested Trustees of the applicable Fund or by a vote of the outstanding Shares of such Portfolio, on not more than sixty (60) days' written notice to any other party to the agreement; and
(b) that such agreement shall terminate automatically in the event of its assignment.
SECTION 12. This Plan restates the plan of distribution in effect immediately prior to September 20, 2006 (the "Prior Plan") for each Portfolio listed on Schedule A which had adopted the Prior Plan, insofar as such Prior Plan pertains to Class A Shares of the Portfolio.
SCHEDULE A
TO
FIRST RESTATED MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
(DISTRIBUTION AND SERVICE FEES)
The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class A Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class A Shares of each Portfolio to the average daily net assets of the Class A Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class A Shares of the Portfolio.
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Advantage Health Sciences
Fund 0.00% 0.25% 0.25%
AIM Floating Rate Fund 0.00% 0.25% 0.25%
AIM Multi-Sector Fund 0.00% 0.25% 0.25%
AIM Structured Core Fund 0.00% 0.25% 0.25%
AIM Structured Growth Fund 0.00% 0.25% 0.25%
AIM Structured Value Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Capital Development Fund 0.00% 0.25% 0.25%
AIM Charter Fund 0.00% 0.25% 0.25%
AIM Constellation Fund 0.00% 0.25% 0.25%
AIM Diversified Dividend Fund 0.00% 0.25% 0.25%
AIM Large Cap Basic Value Fund 0.00% 0.25% 0.25%
AIM Large Cap Growth Fund 0.00% 0.25% 0.25%
AIM Select Basic Value Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Basic Balanced Fund 0.00% 0.25% 0.25%
AIM European Small Company Fund 0.00% 0.25% 0.25%
AIM Global Value Fund 0.00% 0.25% 0.25%
AIM International Small Company
Fund 0.00% 0.25% 0.25%
AIM Mid Cap Basic Value Fund 0.00% 0.25% 0.25%
AIM Select Equity Fund 0.00% 0.25% 0.25%
AIM Small Cap Equity Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Basic Value Fund 0.00% 0.25% 0.25%
AIM Conservative Allocation
Fund 0.00% 0.25% 0.25%
AIM Global Equity Fund 0.00% 0.25% 0.25%
AIM Growth Allocation Fund 0.00% 0.25% 0.25%
AIM Income Allocation Fund 0.00% 0.25% 0.25%
AIM International Allocation
Fund 0.00% 0.25% 0.25%
AIM Mid Cap Core Equity Fund 0.00% 0.25% 0.25%
AIM Moderate Allocation Fund 0.00% 0.25% 0.25%
AIM Moderate Growth Allocation
Fund 0.00% 0.25% 0.25%
AIM Moderately Conservative
Allocation Fund 0.00% 0.25% 0.25%
AIM Small Cap Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Asia Pacific Growth Fund 0.00% 0.25% 0.25%
AIM European Growth Fund 0.00% 0.25% 0.25%
AIM Global Aggressive Growth
Fund 0.00% 0.25% 0.25%
AIM Global Growth Fund 0.00% 0.25% 0.25%
AIM International Core Equity
Fund 0.00% 0.25% 0.25%
AIM International Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM China Fund 0.00% 0.25% 0.25%
AIM Developing Markets Fund 0.00% 0.25% 0.25%
AIM Enhanced Short Bond Fund 0.00% 0.25% 0.25%
AIM Global Health Care Fund 0.00% 0.25% 0.25%
AIM International Bond Fund 0.00% 0.25% 0.25%
AIM Japan Fund 0.00% 0.25% 0.25%
AIM Trimark Endeavor Fund 0.00% 0.25% 0.25%
AIM Trimark Fund 0.00% 0.25% 0.25%
AIM Trimark Small Companies
Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Global Real Estate Fund 0.00% 0.25% 0.25%
AIM High Yield Fund 0.00% 0.25% 0.25%
AIM Income Fund 0.00% 0.25% 0.25%
AIM Intermediate Government
Fund 0.00% 0.25% 0.25%
AIM Limited Maturity Treasury
Fund 0.00% 0.15% 0.15%
AIM Municipal Bond Fund 0.00% 0.25% 0.25%
AIM Real Estate Fund 0.00% 0.25% 0.25%
AIM Short Term Bond Fund 0.00% 0.25% 0.25%
AIM Total Return Bond Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Energy Fund 0.00% 0.25% 0.25%
AIM Financial Services Fund 0.00% 0.25% 0.25%
AIM Gold & Precious Metals Fund 0.00% 0.25% 0.25%
AIM Leisure Fund 0.00% 0.25% 0.25%
AIM Technology Fund 0.00% 0.25% 0.25%
AIM Utilities Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Opportunities I Fund 0.00% 0.25% 0.25%
AIM Opportunities II Fund 0.00% 0.25% 0.25%
AIM Opportunities III Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Dynamics Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class A Shares 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM High Income Municipal Fund 0.00% 0.25% 0.25%
AIM Tax-Exempt Cash Fund 0.00% 0.25% 0.25%
|
* The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof).
AMENDMENT NO. 1
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, and as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective January 31, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to reflect the addition of AIM Independence Now Fund, AIM Independence 2010 Fund, AIM Independence 2020 Fund, AIM Independence 2030 Fund, AIM Independence 2040 Fund and AIM Independence 2050 Fund.
NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
(DISTRIBUTION AND SERVICE FEES)
The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class A Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class A Shares of each Portfolio to the average daily net assets of the Class A Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class A Shares of the Portfolio.
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Advantage Health Sciences Fund 0.00% 0.25% 0.25%
AIM Floating Rate Fund 0.00% 0.25% 0.25%
AIM Multi-Sector Fund 0.00% 0.25% 0.25%
AIM Structured Core Fund 0.00% 0.25% 0.25%
AIM Structured Growth Fund 0.00% 0.25% 0.25%
AIM Structured Value Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Capital Development Fund 0.00% 0.25% 0.25%
AIM Charter Fund 0.00% 0.25% 0.25%
AIM Constellation Fund 0.00% 0.25% 0.25%
AIM Diversified Dividend Fund 0.00% 0.25% 0.25%
AIM Large Cap Basic Value Fund 0.00% 0.25% 0.25%
AIM Large Cap Growth Fund 0.00% 0.25% 0.25%
AIM Select Basic Value Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Basic Balanced Fund 0.00% 0.25% 0.25%
AIM European Small Company Fund 0.00% 0.25% 0.25%
AIM Global Value Fund 0.00% 0.25% 0.25%
AIM International Small Company Fund 0.00% 0.25% 0.25%
AIM Mid Cap Basic Value Fund 0.00% 0.25% 0.25%
AIM Select Equity Fund 0.00% 0.25% 0.25%
AIM Small Cap Equity Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Basic Value Fund 0.00% 0.25% 0.25%
AIM Conservative Allocation Fund 0.00% 0.25% 0.25%
AIM Global Equity Fund 0.00% 0.25% 0.25%
AIM Growth Allocation Fund 0.00% 0.25% 0.25%
AIM Income Allocation Fund 0.00% 0.25% 0.25%
AIM Independence Now Fund 0.00% 0.25% 0.25%
AIM Independence 2010 Fund 0.00% 0.25% 0.25%
AIM Independence 2020 Fund 0.00% 0.25% 0.25%
AIM Independence 2030 Fund 0.00% 0.25% 0.25%
AIM Independence 2040 Fund 0.00% 0.25% 0.25%
AIM Independence 2050 Fund 0.00% 0.25% 0.25%
AIM International Allocation Fund 0.00% 0.25% 0.25%
AIM Mid Cap Core Equity Fund 0.00% 0.25% 0.25%
AIM Moderate Allocation Fund 0.00% 0.25% 0.25%
AIM Moderate Growth Allocation Fund 0.00% 0.25% 0.25%
AIM Moderately Conservative Allocation Fund 0.00% 0.25% 0.25%
AIM Small Cap Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Asia Pacific Growth Fund 0.00% 0.25% 0.25%
AIM European Growth Fund 0.00% 0.25% 0.25%
AIM Global Aggressive Growth Fund 0.00% 0.25% 0.25%
AIM Global Growth Fund 0.00% 0.25% 0.25%
AIM International Core Equity Fund 0.00% 0.25% 0.25%
AIM International Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM China Fund 0.00% 0.25% 0.25%
AIM Developing Markets Fund 0.00% 0.25% 0.25%
AIM Enhanced Short Bond Fund 0.00% 0.25% 0.25%
AIM Global Health Care Fund 0.00% 0.25% 0.25%
AIM International Bond Fund 0.00% 0.25% 0.25%
AIM Japan Fund 0.00% 0.25% 0.25%
AIM Trimark Endeavor Fund 0.00% 0.25% 0.25%
AIM Trimark Fund 0.00% 0.25% 0.25%
AIM Trimark Small Companies Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Global Real Estate Fund 0.00% 0.25% 0.25%
AIM High Yield Fund 0.00% 0.25% 0.25%
AIM Income Fund 0.00% 0.25% 0.25%
AIM Intermediate Government Fund 0.00% 0.25% 0.25%
AIM Limited Maturity Treasury Fund 0.00% 0.15% 0.15%
AIM Municipal Bond Fund 0.00% 0.25% 0.25%
AIM Real Estate Fund 0.00% 0.25% 0.25%
AIM Short Term Bond Fund 0.00% 0.25% 0.25%
AIM Total Return Bond Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Energy Fund 0.00% 0.25% 0.25%
AIM Financial Services Fund 0.00% 0.25% 0.25%
AIM Gold & Precious Metals Fund 0.00% 0.25% 0.25%
AIM Leisure Fund 0.00% 0.25% 0.25%
AIM Technology Fund 0.00% 0.25% 0.25%
AIM Utilities Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Opportunities I Fund 0.00% 0.25% 0.25%
AIM Opportunities II Fund 0.00% 0.25% 0.25%
AIM Opportunities III Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Dynamics Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class A Shares 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM High Income Municipal Fund 0.00% 0.25% 0.25%
AIM Tax-Exempt Cash Fund 0.00% 0.25% 0.25%
|
* The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof)."
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: January 31, 2007
AMENDMENT NO. 2
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, and as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective February 28, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to delete AIM Select Basic Value Fund; and
WHEREAS, the parties desire to amend the Plan to reflect the name change of AIM Enhanced Short Bond Fund to AIM LIBOR Alpha Fund and the name change of AIM International Bond Fund to AIM International Total Return Fund.
NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
(DISTRIBUTION AND SERVICE FEES)
The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class A Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class A Shares of each Portfolio to the average daily net assets of the Class A Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class A Shares of the Portfolio.
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Advantage Health Sciences Fund 0.00% 0.25% 0.25%
AIM Floating Rate Fund 0.00% 0.25% 0.25%
AIM Multi-Sector Fund 0.00% 0.25% 0.25%
AIM Structured Core Fund 0.00% 0.25% 0.25%
AIM Structured Growth Fund 0.00% 0.25% 0.25%
AIM Structured Value Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Capital Development Fund 0.00% 0.25% 0.25%
AIM Charter Fund 0.00% 0.25% 0.25%
AIM Constellation Fund 0.00% 0.25% 0.25%
AIM Diversified Dividend Fund 0.00% 0.25% 0.25%
AIM Large Cap Basic Value Fund 0.00% 0.25% 0.25%
AIM Large Cap Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Basic Balanced Fund 0.00% 0.25% 0.25%
AIM European Small Company Fund 0.00% 0.25% 0.25%
AIM Global Value Fund 0.00% 0.25% 0.25%
AIM International Small Company Fund 0.00% 0.25% 0.25%
AIM Mid Cap Basic Value Fund 0.00% 0.25% 0.25%
AIM Select Equity Fund 0.00% 0.25% 0.25%
AIM Small Cap Equity Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Basic Value Fund 0.00% 0.25% 0.25%
AIM Conservative Allocation Fund 0.00% 0.25% 0.25%
AIM Global Equity Fund 0.00% 0.25% 0.25%
AIM Growth Allocation Fund 0.00% 0.25% 0.25%
AIM Income Allocation Fund 0.00% 0.25% 0.25%
AIM Independence Now Fund 0.00% 0.25% 0.25%
AIM Independence 2010 Fund 0.00% 0.25% 0.25%
AIM Independence 2020 Fund 0.00% 0.25% 0.25%
AIM Independence 2030 Fund 0.00% 0.25% 0.25%
AIM Independence 2040 Fund 0.00% 0.25% 0.25%
AIM Independence 2050 Fund 0.00% 0.25% 0.25%
AIM International Allocation Fund 0.00% 0.25% 0.25%
AIM Mid Cap Core Equity Fund 0.00% 0.25% 0.25%
AIM Moderate Allocation Fund 0.00% 0.25% 0.25%
AIM Moderate Growth Allocation Fund 0.00% 0.25% 0.25%
AIM Moderately Conservative Allocation Fund 0.00% 0.25% 0.25%
AIM Small Cap Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Asia Pacific Growth Fund 0.00% 0.25% 0.25%
AIM European Growth Fund 0.00% 0.25% 0.25%
AIM Global Aggressive Growth Fund 0.00% 0.25% 0.25%
AIM Global Growth Fund 0.00% 0.25% 0.25%
AIM International Core Equity Fund 0.00% 0.25% 0.25%
AIM International Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM China Fund 0.00% 0.25% 0.25%
AIM Developing Markets Fund 0.00% 0.25% 0.25%
AIM Global Health Care Fund 0.00% 0.25% 0.25%
AIM International Total Return Fund 0.00% 0.25% 0.25%
AIM Japan Fund 0.00% 0.25% 0.25%
AIM LIBOR Alpha Fund 0.00% 0.25% 0.25%
AIM Trimark Endeavor Fund 0.00% 0.25% 0.25%
AIM Trimark Fund 0.00% 0.25% 0.25%
AIM Trimark Small Companies Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Global Real Estate Fund 0.00% 0.25% 0.25%
AIM High Yield Fund 0.00% 0.25% 0.25%
AIM Income Fund 0.00% 0.25% 0.25%
AIM Intermediate Government Fund 0.00% 0.25% 0.25%
AIM Limited Maturity Treasury Fund 0.00% 0.15% 0.15%
AIM Municipal Bond Fund 0.00% 0.25% 0.25%
AIM Real Estate Fund 0.00% 0.25% 0.25%
AIM Short Term Bond Fund 0.00% 0.25% 0.25%
AIM Total Return Bond Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Energy Fund 0.00% 0.25% 0.25%
AIM Financial Services Fund 0.00% 0.25% 0.25%
AIM Gold & Precious Metals Fund 0.00% 0.25% 0.25%
AIM Leisure Fund 0.00% 0.25% 0.25%
AIM Technology Fund 0.00% 0.25% 0.25%
AIM Utilities Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Opportunities I Fund 0.00% 0.25% 0.25%
AIM Opportunities II Fund 0.00% 0.25% 0.25%
AIM Opportunities III Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Dynamics Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class A Shares 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM High Income Municipal Fund 0.00% 0.25% 0.25%
AIM Tax-Exempt Cash Fund 0.00% 0.25% 0.25%
|
* The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof)."
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: February 28, 2007
AMENDMENT NO. 3
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, and as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective March 9, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to reflect the addition of AIM Select Real Estate Income Fund
NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
(DISTRIBUTION AND SERVICE FEES)
The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class A Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class A Shares of each Portfolio to the average daily net assets of the Class A Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class A Shares of the Portfolio.
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Advantage Health Sciences Fund 0.00% 0.25% 0.25%
AIM Floating Rate Fund 0.00% 0.25% 0.25%
AIM Multi-Sector Fund 0.00% 0.25% 0.25%
AIM Select Real Estate Income Fund 0.00% 0.25% 0.25%
AIM Structured Core Fund 0.00% 0.25% 0.25%
AIM Structured Growth Fund 0.00% 0.25% 0.25%
AIM Structured Value Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Capital Development Fund 0.00% 0.25% 0.25%
AIM Charter Fund 0.00% 0.25% 0.25%
AIM Constellation Fund 0.00% 0.25% 0.25%
AIM Diversified Dividend Fund 0.00% 0.25% 0.25%
AIM Large Cap Basic Value Fund 0.00% 0.25% 0.25%
AIM Large Cap Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Basic Balanced Fund 0.00% 0.25% 0.25%
AIM European Small Company Fund 0.00% 0.25% 0.25%
AIM Global Value Fund 0.00% 0.25% 0.25%
AIM International Small Company Fund 0.00% 0.25% 0.25%
AIM Mid Cap Basic Value Fund 0.00% 0.25% 0.25%
AIM Select Equity Fund 0.00% 0.25% 0.25%
AIM Small Cap Equity Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Basic Value Fund 0.00% 0.25% 0.25%
AIM Conservative Allocation Fund 0.00% 0.25% 0.25%
AIM Global Equity Fund 0.00% 0.25% 0.25%
AIM Growth Allocation Fund 0.00% 0.25% 0.25%
AIM Income Allocation Fund 0.00% 0.25% 0.25%
AIM Independence Now Fund 0.00% 0.25% 0.25%
AIM Independence 2010 Fund 0.00% 0.25% 0.25%
AIM Independence 2020 Fund 0.00% 0.25% 0.25%
AIM Independence 2030 Fund 0.00% 0.25% 0.25%
AIM Independence 2040 Fund 0.00% 0.25% 0.25%
AIM Independence 2050 Fund 0.00% 0.25% 0.25%
AIM International Allocation Fund 0.00% 0.25% 0.25%
AIM Mid Cap Core Equity Fund 0.00% 0.25% 0.25%
AIM Moderate Allocation Fund 0.00% 0.25% 0.25%
AIM Moderate Growth Allocation Fund 0.00% 0.25% 0.25%
AIM Moderately Conservative Allocation Fund 0.00% 0.25% 0.25%
AIM Small Cap Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Asia Pacific Growth Fund 0.00% 0.25% 0.25%
AIM European Growth Fund 0.00% 0.25% 0.25%
AIM Global Aggressive Growth Fund 0.00% 0.25% 0.25%
AIM Global Growth Fund 0.00% 0.25% 0.25%
AIM International Core Equity Fund 0.00% 0.25% 0.25%
AIM International Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM China Fund 0.00% 0.25% 0.25%
AIM Developing Markets Fund 0.00% 0.25% 0.25%
AIM Global Health Care Fund 0.00% 0.25% 0.25%
AIM International Total Return Fund 0.00% 0.25% 0.25%
AIM Japan Fund 0.00% 0.25% 0.25%
AIM LIBOR Alpha Fund 0.00% 0.25% 0.25%
AIM Trimark Endeavor Fund 0.00% 0.25% 0.25%
AIM Trimark Fund 0.00% 0.25% 0.25%
AIM Trimark Small Companies Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Global Real Estate Fund 0.00% 0.25% 0.25%
AIM High Yield Fund 0.00% 0.25% 0.25%
AIM Income Fund 0.00% 0.25% 0.25%
AIM Intermediate Government Fund 0.00% 0.25% 0.25%
AIM Limited Maturity Treasury Fund 0.00% 0.15% 0.15%
AIM Municipal Bond Fund 0.00% 0.25% 0.25%
AIM Real Estate Fund 0.00% 0.25% 0.25%
AIM Short Term Bond Fund 0.00% 0.25% 0.25%
AIM Total Return Bond Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Energy Fund 0.00% 0.25% 0.25%
AIM Financial Services Fund 0.00% 0.25% 0.25%
AIM Gold & Precious Metals Fund 0.00% 0.25% 0.25%
AIM Leisure Fund 0.00% 0.25% 0.25%
AIM Technology Fund 0.00% 0.25% 0.25%
AIM Utilities Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Opportunities I Fund 0.00% 0.25% 0.25%
AIM Opportunities II Fund 0.00% 0.25% 0.25%
AIM Opportunities III Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Dynamics Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class A Shares 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM High Income Municipal Fund 0.00% 0.25% 0.25%
AIM Tax-Exempt Cash Fund 0.00% 0.25% 0.25%
|
* The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof)."
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: March 9, 2007
AMENDMENT NO. 4
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, and as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective April 23, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to delete AIM Advantage Health Sciences Fund, AIM Opportunities I Fund, AIM Opportunities II Fund and AIM Opportunities III Fund;
NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
(DISTRIBUTION AND SERVICE FEES)
The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class A Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class A Shares of each Portfolio to the average daily net assets of the Class A Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class A Shares of the Portfolio.
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Floating Rate Fund 0.00% 0.25% 0.25%
AIM Multi-Sector Fund 0.00% 0.25% 0.25%
AIM Select Real Estate Income Fund 0.00% 0.25% 0.25%
AIM Structured Core Fund 0.00% 0.25% 0.25%
AIM Structured Growth Fund 0.00% 0.25% 0.25%
AIM Structured Value Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Capital Development Fund 0.00% 0.25% 0.25%
AIM Charter Fund 0.00% 0.25% 0.25%
AIM Constellation Fund 0.00% 0.25% 0.25%
AIM Diversified Dividend Fund 0.00% 0.25% 0.25%
AIM Large Cap Basic Value Fund 0.00% 0.25% 0.25%
AIM Large Cap Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Basic Balanced Fund 0.00% 0.25% 0.25%
AIM European Small Company Fund 0.00% 0.25% 0.25%
AIM Global Value Fund 0.00% 0.25% 0.25%
AIM International Small Company Fund 0.00% 0.25% 0.25%
AIM Mid Cap Basic Value Fund 0.00% 0.25% 0.25%
AIM Select Equity Fund 0.00% 0.25% 0.25%
AIM Small Cap Equity Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Basic Value Fund 0.00% 0.25% 0.25%
AIM Conservative Allocation Fund 0.00% 0.25% 0.25%
AIM Global Equity Fund 0.00% 0.25% 0.25%
AIM Growth Allocation Fund 0.00% 0.25% 0.25%
AIM Income Allocation Fund 0.00% 0.25% 0.25%
AIM Independence Now Fund 0.00% 0.25% 0.25%
AIM Independence 2010 Fund 0.00% 0.25% 0.25%
AIM Independence 2020 Fund 0.00% 0.25% 0.25%
AIM Independence 2030 Fund 0.00% 0.25% 0.25%
AIM Independence 2040 Fund 0.00% 0.25% 0.25%
AIM Independence 2050 Fund 0.00% 0.25% 0.25%
AIM International Allocation Fund 0.00% 0.25% 0.25%
AIM Mid Cap Core Equity Fund 0.00% 0.25% 0.25%
AIM Moderate Allocation Fund 0.00% 0.25% 0.25%
AIM Moderate Growth Allocation Fund 0.00% 0.25% 0.25%
AIM Moderately Conservative Allocation Fund 0.00% 0.25% 0.25%
AIM Small Cap Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Asia Pacific Growth Fund 0.00% 0.25% 0.25%
AIM European Growth Fund 0.00% 0.25% 0.25%
AIM Global Aggressive Growth Fund 0.00% 0.25% 0.25%
AIM Global Growth Fund 0.00% 0.25% 0.25%
AIM International Core Equity Fund 0.00% 0.25% 0.25%
AIM International Growth Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM China Fund 0.00% 0.25% 0.25%
AIM Developing Markets Fund 0.00% 0.25% 0.25%
AIM Global Health Care Fund 0.00% 0.25% 0.25%
AIM International Total Return Fund 0.00% 0.25% 0.25%
AIM Japan Fund 0.00% 0.25% 0.25%
AIM LIBOR Alpha Fund 0.00% 0.25% 0.25%
AIM Trimark Endeavor Fund 0.00% 0.25% 0.25%
AIM Trimark Fund 0.00% 0.25% 0.25%
AIM Trimark Small Companies Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Global Real Estate Fund 0.00% 0.25% 0.25%
AIM High Yield Fund 0.00% 0.25% 0.25%
AIM Income Fund 0.00% 0.25% 0.25%
AIM Intermediate Government Fund 0.00% 0.25% 0.25%
AIM Limited Maturity Treasury Fund 0.00% 0.15% 0.15%
AIM Municipal Bond Fund 0.00% 0.25% 0.25%
AIM Real Estate Fund 0.00% 0.25% 0.25%
AIM Short Term Bond Fund 0.00% 0.25% 0.25%
AIM Total Return Bond Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Energy Fund 0.00% 0.25% 0.25%
AIM Financial Services Fund 0.00% 0.25% 0.25%
AIM Gold & Precious Metals Fund 0.00% 0.25% 0.25%
AIM Leisure Fund 0.00% 0.25% 0.25%
AIM Technology Fund 0.00% 0.25% 0.25%
AIM Utilities Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM Dynamics Fund 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class A Shares 0.00% 0.25% 0.25%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS A SHARES
AIM High Income Municipal Fund 0.00% 0.25% 0.25%
AIM Tax-Exempt Cash Fund 0.00% 0.25% 0.25%
|
* The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof)."
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: April 23, 2007
FIRST RESTATED MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
(SECURITIZATION FEATURE)
SECTION 1. Each registered investment company, as described in Schedule A to this plan (each individually referred to as the "Fund", or collectively, the "Funds"), severally, on behalf of each of its series of common stock or of beneficial interest, as the case may be, set forth in Schedule A to this plan (each, a "Portfolio"), may act as a distributor of the Class B Shares of such Portfolio (the "Shares") of which such Fund is the issuer, pursuant to Rule12b-1 under the Investment Company Act of 1940 (the "1940 Act"), according to the terms of this First Restated Master Distribution Plan (the "Plan").
SECTION 2. The Fund may incur expenses pursuant to this Plan on behalf of a Portfolio at the applicable annual rate set forth on Schedule A under "Maximum Aggregate Fee" of the average daily net assets of the Portfolio attributable to the Shares. Such expenses shall be subject to any applicable limitations imposed from time to time by the applicable rules of NASD Inc. ("NASD").
SECTION 3. The Fund may expend amounts under this Plan to finance distribution-related services for the Shares of each Portfolio. Distribution-related services shall mean any activity which is primarily intended to result in the sale of the Shares, including, but not limited to, organizing and conducting sales seminars, implementing advertising programs, engaging finders and paying finders fees, printing prospectuses and statements of additional information (and supplements thereto) and annual and semi-annual reports for other than existing shareholders, preparing and distributing advertising material and sales literature, making supplemental payments to dealers and other institutions as asset-based sales charges, and administering this Plan.
The Fund has selected A I M Distributors, Inc. ("ADI") as its exclusive agent to provide distribution-related services on behalf of and for the Shares of each Portfolio. Any agent, including ADI, selected to act as the Fund's exclusive agent for distribution of the Shares of any Portfolio from time to time is a "Distributor." Distributor may provide such distribution services either directly or through third parties.
SECTION 4. The Fund may also expend amounts under this Plan to finance
payments of service fees under arrangements for personal continuing shareholder
services. Personal continuing shareholder services may include, but shall not be
limited to, the following: (i) distributing sales literature to customers; (ii)
answering routine customer inquiries concerning the Fund and the Shares; (iii)
assisting customers in changing dividend options, account designations and
addresses, and in enrolling in any of several retirement plans offered in
connection with the purchase of Shares; (iv) assisting customers in the
establishment and maintenance of customer accounts and records, and in the
placement of purchase and redemption transactions; (v) assisting customers in
investing dividends and capital gains distributions automatically in Shares; and
(vi) providing such other information and services as the Fund or the customer
may reasonably request.
Distributor may implement these arrangements either directly or through third parties. The Distributor, acting as principal, may provide some or all of the shareholder services to Portfolio shareholders for which the Distributor is the broker of record, as set forth in the distribution agreement with Distributor.
SECTION 5. All amounts expended pursuant to this Plan shall be paid to Distributor pursuant to a distribution agreement related to this Plan and are the legal obligation of the Fund and not of the Distributor or its designee. The maximum service fee payable by the Fund on behalf of a Portfolio for personal continuing shareholder services shall be twenty-five one-hundredths of one percent (0.25%), or such lower rate for the Portfolio as is specified on Schedule A, per annum of the average daily net assets of the Portfolio attributable to the Shares owned by the customers of the entity providing such shareholder services.
No provision of this Plan shall be interpreted to prohibit any payments by the Fund with respect to the Shares of a Portfolio during periods when the Fund has suspended or otherwise limited sales of such Shares.
SECTION 6. (a) Subject to the provisions of Sections 11 and 12 hereof, amounts incurred pursuant to Section 2 in respect of Shares of each Portfolio shall be paid by the Fund to Distributor in respect of such Shares or, if more than one institution has acted as Distributor in respect of such Shares, then amounts incurred pursuant to Section 2 and payable in respect of such Shares shall be paid to each such Distributor in proportion to the number of such Shares sold by or attributable to such Distributor's distribution efforts in respect of such Shares in accordance with allocation provisions of each Distributor's distribution agreement (the "Distributor's 12b-1 Share") notwithstanding that such Distributor's distribution agreement with the Fund may have been terminated.
(b) Any Distributor may assign, transfer or pledge ("Transfer") to one or more designees (each an "Assignee"), its rights to all or a designated portion of its Distributor's 12b-1 Share of the Maximum Asset-Based Sales Charge set forth on Exhibit A ("Distribution Fees") relating to a Portfolio from time to time (but not such Distributor's duties and obligations pursuant hereto or pursuant to any distribution agreement in effect from time to time, if any, between such Distributor and the Fund), free and clear of any offsets or claims the Fund may have against such Distributor. Each such Assignee's ownership interest in a Transfer of a specific designated portion of a Distributor's 12b-1 Share of Distribution Fees relating to a Portfolio is hereafter referred to as an "Assignee's 12b-1 Portion." A Transfer pursuant to this Section 6(b) shall not reduce or extinguish any claims of the Fund against the Distributor.
(c) Each Distributor shall promptly notify the Fund in writing of each such Transfer by providing the Fund with the name and address of each such Assignee.
(d) A Distributor may direct the Fund to pay an Assignee's 12b-1 Portion directly to such Assignee. In such event, the Distributor shall provide the Fund with a monthly calculation of the amount of (i) the Distributor's 12b-1 Share of Distribution Fees relating to a Portfolio, and (ii) each Assignee's 12b-1 Portion, if any, for such month (the "Monthly Calculation"). In such event, the Fund shall, upon receipt of such notice and Monthly Calculation from the Distributor, make all payments required under such distribution agreement directly to the Assignee in accordance with the information provided in such notice and Monthly Calculation upon the same terms and conditions as if such payments were to be paid to the Distributor.
(e) Alternatively, in connection with a Transfer, a Distributor may direct the Fund to pay all of such Distributor's 12b-1 Share of Distribution Fees relating to a Portfolio from time to time to a depository or collection agent designated by any Assignee, which depository or collection agent may be delegated the duty of dividing such Distributor's 12b-1 Share of Distribution Fees relating to a Portfolio between the Assignee's 12b-1 Portion and the balance of the Distributor's 12b-1 Share of Distribution Fees relating to a Portfolio (such balance, when distributed to the Distributor by the depository or collection agent, the "Distributor's 12b-1 Portion"), in which case
only the Distributor's 12b-1 Portion may be subject to offsets or claims the Fund may have against such Distributor.
SECTION 7. Distributor shall provide to the Fund's Board of Trustees or Board of Directors and the Board shall review, at least quarterly, a written report of the amounts expended under this Plan and the purposes for which such expenditures were made.
SECTION 8. This Plan and any agreement related to this Plan shall become effective on August 18, 2003, with respect to any Portfolio, upon the receipt by the Fund of both (a) the affirmative vote of a majority of the Board of Trustees or Board of Directors of the Fund, and (b) the affirmative vote of a majority of those Trustees or Directors of the Fund who are not "interested persons" of the Fund (as defined in the 1940 Act) and have no direct or indirect financial interest in the operation of this Plan or any agreements related to it (the "Dis-interested Trustees"), cast in person at a meeting called for the purpose of voting on this Plan or such agreement.
SECTION 9. Any material amendments to this Plan must be approved, with respect to any Portfolio, by both (a) the affirmative vote of a majority of the Board of Trustees or Board of Directors of the Fund, and (b) the affirmative vote of a majority of the Dis-interested Trustees, cast in person at a meeting called for the purpose of voting on the amendment. In addition, this Plan may not be amended with respect to the Shares of any Portfolio to increase materially the amount to be spent for distribution provided for in Section 2 hereof unless such amendment is approved by a "majority of the outstanding voting securities" (as defined in the 1940 Act) of the Shares of such Portfolio.
SECTION 10. Unless sooner terminated pursuant to Section 11, this Plan and any related agreement shall continue in effect for the Shares of each Portfolio until June 30, 2007 and thereafter each shall continue in effect so long as such continuance is specifically approved, at least annually, in the manner provided for approval of this Plan in Section 8.
SECTION 11. This Plan may be terminated at any time with respect to the Shares of a Portfolio by vote of a majority of the Dis-interested Trustees of the Fund, or by vote of a majority of outstanding Shares of such Portfolio. If this Plan is terminated with respect to a Portfolio, the obligation of the Fund to make payments pursuant to this Plan with respect to such Portfolio shall terminate, and the Fund shall not be required to make payments hereunder beyond such termination date with respect to expenses incurred in connection with Shares sold prior to such termination date, provided, in each case that each of the requirements of a Complete Termination of this Plan in respect of such Portfolio, as defined below, are met. A termination of this Plan with respect to any or all Shares of any or all Portfolios shall not affect the obligation of the Fund to withhold and pay to any Distributor contingent deferred sales charges to which such distributor is entitled pursuant to any distribution agreement. For purposes of this Section 11 a "Complete Termination" of this Plan in respect of any Portfolio shall mean a termination of this Plan in respect of such Portfolio, provided that: (i) the Dis-interested Trustees of the Fund shall have acted in good faith and shall have determined that such termination is in the best interest of the Fund and the shareholders of such Portfolio; (ii) the Fund does not alter the terms of the contingent deferred sales charges applicable to Shares outstanding at the time of such termination; and (iii) unless the applicable Distributor at the time of such termination was in material breach under the distribution agreement in respect of such Portfolio, the Fund shall not, in respect of such Portfolio, pay to any person or entity, other than such Distributor or its designee, either the asset-based sales charge or the service fee (or any similar fee) in respect of the Shares sold by such Distributor prior to such termination.
SECTION 12. Any agreement related to this Plan shall be made in writing, and shall provide:
(a) that such agreement may be terminated at any time, with respect to the Shares of a Portfolio, without payment of any penalty, by vote of a majority of the Dis-interested Trustees of the Fund or by vote of a majority of the outstanding voting securities of the Shares of such Portfolio, on not more than sixty (60) days' written notice to any other party to the agreement; and
(b) that such agreement shall terminate automatically in the
event of its assignment; provided, however, that, subject to the provisions of
Section 11 hereof, if such agreement is terminated for any reason with respect
to the Shares of a Portfolio, the obligation of the Fund to make payments with
respect to the Shares of such Portfolio of (i) the Distributor's 12b-1 Share of
Distribution Fees relating to such Portfolio in accordance with the directions
of the Distributor pursuant to Section 6(d) or (e) hereof if there exist
Assignees for all or any portion of such Distributor's 12b-1 Share of
Distribution Fees relating to such Portfolio, and (ii) the remainder of such
Distributor's 12b-1 Share of Distribution Fees relating to such Portfolio to
such Distributor if there are no Assignees for such Distributor's 12b-1 Share,
pursuant to such agreement and this Plan will continue with respect to the
Shares of such Portfolio until such Shares are redeemed or automatically
converted into another class of shares of such Portfolio.
SECTION 13. This Plan restates the plan of distribution in effect immediately prior to September 20, 2006 (the "Prior Plan") for each Portfolio listed on Schedule A, insofar as such Prior Plan pertains to Class B Shares of the Portfolio. All service fees and all Distribution Fees (subject to the rights of any Assignee) payable under the Prior Plan continue to be payable under this Plan.
SCHEDULE A
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
DISTRIBUTION AND SERVICE FEES
The Fund shall pay the Distributor or the Assignee as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class B Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below to the average daily net assets of the Class B Shares of the Portfolio. Average daily net assets shall be computed in a manner used for the determination of the offering price of Class B Shares of the Portfolio.
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIOS
AIM Capital Development Fund 0.75% 0.25% 1.00%
AIM Charter Fund 0.75% 0.25% 1.00%
AIM Constellation Fund 0.75% 0.25% 1.00%
AIM Diversified Dividend Fund 0.75% 0.25% 1.00%
AIM Large Cap Basic Value
Fund 0.75% 0.25% 1.00%
AIM Large Cap Growth Fund 0.75% 0.25% 1.00%
AIM Select Basic Value Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIOS
AIM Basic Balanced Fund 0.75% 0.25% 1.00%
AIM European Small Company Fund 0.75% 0.25% 1.00%
AIM Global Value Fund 0.75% 0.25% 1.00%
AIM International Small Company
Fund 0.75% 0.25% 1.00%
AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Select Equity Fund 0.75% 0.25% 1.00%
AIM Small Cap Equity Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIOS
AIM Basic Value Fund 0.75% 0.25% 1.00%
AIM Conservative Allocation
Fund 0.75% 0.25% 1.00%
AIM Global Equity Fund 0.75% 0.25% 1.00%
AIM Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Income Allocation Fund 0.75% 0.25% 1.00%
AIM International Allocation
Fund 0.75% 0.25% 1.00%
AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00%
AIM Moderate Allocation Fund 0.75% 0.25% 1.00%
AIM Moderate Growth Allocation
Fund 0.75% 0.25% 1.00%
AIM Moderately Conservative
Allocation Fund 0.75% 0.25% 1.00%
AIM Small Cap Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIOS
AIM Asia Pacific Growth Fund 0.75% 0.25% 1.00%
AIM European Growth Fund 0.75% 0.25% 1.00%
AIM Global Aggressive Growth
Fund 0.75% 0.25% 1.00%
AIM Global Growth Fund 0.75% 0.25% 1.00%
AIM International Core Equity
Fund 0.75% 0.25% 1.00%
AIM International Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIOS
AIM China Fund 0.75% 0.25% 1.00%
AIM Developing Markets Fund 0.75% 0.25% 1.00%
AIM Global Health Care Fund 0.75% 0.25% 1.00%
AIM International Bond Fund 0.75% 0.25% 1.00%
AIM Japan Fund 0.75% 0.25% 1.00%
AIM Trimark Fund 0.75% 0.25% 1.00%
AIM Trimark Endeavor Fund 0.75% 0.25% 1.00%
AIM Trimark Small Companies
Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIOS
AIM Global Real Estate Fund 0.75% 0.25% 1.00%
AIM High Yield Fund 0.75% 0.25% 1.00%
AIM Income Fund 0.75% 0.25% 1.00%
AIM Intermediate Government
Fund 0.75% 0.25% 1.00%
AIM Money Market Fund 0.75% 0.25% 1.00%
AIM Municipal Bond Fund 0.75% 0.25% 1.00%
AIM Real Estate Fund 0.75% 0.25% 1.00%
AIM Total Return Bond Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIOS
AIM Opportunities I Fund 0.75% 0.25% 1.00%
AIM Opportunities II Fund 0.75% 0.25% 1.00%
AIM Opportunities III Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class B Shares 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO
AIM High Income Municipal Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO
AIM Advantage Health Sciences
Fund 0.75% 0.25% 1.00%
AIM Multi-Sector Fund 0.75% 0.25% 1.00%
AIM Structured Core Fund 0.75% 0.25% 1.00%
AIM Structured Growth Fund 0.75% 0.25% 1.00%
AIM Structured Value Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO
AIM Energy Fund 0.75% 0.25% 1.00%
AIM Financial Services Fund 0.75% 0.25% 1.00%
AIM Gold & Precious Metals Fund 0.75% 0.25% 1.00%
AIM Leisure Fund 0.75% 0.25% 1.00%
AIM Technology Fund 0.75% 0.25% 1.00%
AIM Utilities Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO
AIM Dynamics Fund 0.75% 0.25% 1.00%
|
AMENDMENT NO. 1
TO
FIRST RESTATED MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
(SECURITIZATION FEATURE)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective January 31, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to reflect the addition of AIM Independence Now Fund, AIM Independence 2010 Fund, AIM Independence 2020 Fund, AIM Independence 2030 Fund, AIM Independence 2040 Fund and AIM Independence 2050 Fund;
NOW THEREFORE, Schedule A to the Plan is hereby deleted and replaced in its entirety with Schedule A attached hereto.
All other terms and provisions of the Plan not amended hereby shall remain in full force and effect.
"SCHEDULE A
AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
DISTRIBUTION AND SERVICE FEES
The Fund shall pay the Distributor or the Assignee as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class B Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below to the average daily net assets of the Class B Shares of the Portfolio. Average daily net assets shall be computed in a manner used for the determination of the offering price of Class B Shares of the Portfolio.
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIOS
AIM Capital Development Fund 0.75% 0.25% 1.00%
AIM Charter Fund 0.75% 0.25% 1.00%
AIM Constellation Fund 0.75% 0.25% 1.00%
AIM Diversified Dividend Fund 0.75% 0.25% 1.00%
AIM Large Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Large Cap Growth Fund 0.75% 0.25% 1.00%
AIM Select Basic Value Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIOS
AIM Basic Balanced Fund 0.75% 0.25% 1.00%
AIM European Small Company Fund 0.75% 0.25% 1.00%
AIM Global Value Fund 0.75% 0.25% 1.00%
AIM International Small Company Fund 0.75% 0.25% 1.00%
AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Select Equity Fund 0.75% 0.25% 1.00%
AIM Small Cap Equity Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIOS
AIM Basic Value Fund 0.75% 0.25% 1.00%
AIM Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Global Equity Fund 0.75% 0.25% 1.00%
AIM Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Income Allocation Fund 0.75% 0.25% 1.00%
AIM Independence Now Fund 0.75% 0.25% 1.00%
AIM Independence 2010 Fund 0.75% 0.25% 1.00%
AIM Independence 2020 Fund 0.75% 0.25% 1.00%
AIM Independence 2030 Fund 0.75% 0.25% 1.00%
AIM Independence 2040 Fund 0.75% 0.25% 1.00%
AIM Independence 2050 Fund 0.75% 0.25% 1.00%
AIM International Allocation Fund 0.75% 0.25% 1.00%
AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00%
AIM Moderate Allocation Fund 0.75% 0.25% 1.00%
AIM Moderate Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Moderately Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Small Cap Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIOS
AIM Asia Pacific Growth Fund 0.75% 0.25% 1.00%
AIM European Growth Fund 0.75% 0.25% 1.00%
AIM Global Aggressive Growth Fund 0.75% 0.25% 1.00%
AIM Global Growth Fund 0.75% 0.25% 1.00%
AIM International Core Equity Fund 0.75% 0.25% 1.00%
AIM International Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIOS
AIM China Fund 0.75% 0.25% 1.00%
AIM Developing Markets Fund 0.75% 0.25% 1.00%
AIM Global Health Care Fund 0.75% 0.25% 1.00%
AIM International Bond Fund 0.75% 0.25% 1.00%
AIM Japan Fund 0.75% 0.25% 1.00%
AIM Trimark Fund 0.75% 0.25% 1.00%
AIM Trimark Endeavor Fund 0.75% 0.25% 1.00%
AIM Trimark Small Companies Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIOS
AIM Global Real Estate Fund 0.75% 0.25% 1.00%
AIM High Yield Fund 0.75% 0.25% 1.00%
AIM Income Fund 0.75% 0.25% 1.00%
AIM Intermediate Government Fund 0.75% 0.25% 1.00%
AIM Money Market Fund 0.75% 0.25% 1.00%
AIM Municipal Bond Fund 0.75% 0.25% 1.00%
AIM Real Estate Fund 0.75% 0.25% 1.00%
AIM Total Return Bond Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIOS
AIM Opportunities I Fund 0.75% 0.25% 1.00%
AIM Opportunities II Fund 0.75% 0.25% 1.00%
AIM Opportunities III Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class B Shares 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO
AIM High Income Municipal Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO
AIM Advantage Health Sciences Fund 0.75% 0.25% 1.00%
AIM Multi-Sector Fund 0.75% 0.25% 1.00%
AIM Structured Core Fund 0.75% 0.25% 1.00%
AIM Structured Growth Fund 0.75% 0.25% 1.00%
AIM Structured Value Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO
AIM Energy Fund 0.75% 0.25% 1.00%
AIM Financial Services Fund 0.75% 0.25% 1.00%
AIM Gold & Precious Metals Fund 0.75% 0.25% 1.00%
AIM Leisure Fund 0.75% 0.25% 1.00%
AIM Technology Fund 0.75% 0.25% 1.00%
AIM Utilities Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO
AIM Dynamics Fund 0.75% 0.25% 1.00%"
|
AMENDMENT NO. 2
TO
FIRST RESTATED MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
(SECURITIZATION FEATURE)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective February 28, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to delete AIM Select Basic Value Fund; and
WHEREAS, the parties desire to amend the Plan to reflect the name change of AIM International Bond Fund to AIM International Total Return Fund;
NOW THEREFORE, Schedule A to the Plan is hereby deleted and replaced in its entirety with Schedule A attached hereto.
All other terms and provisions of the Plan not amended hereby shall remain in full force and effect.
"SCHEDULE A
AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
DISTRIBUTION AND SERVICE FEES
The Fund shall pay the Distributor or the Assignee as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class B Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below to the average daily net assets of the Class B Shares of the Portfolio. Average daily net assets shall be computed in a manner used for the determination of the offering price of Class B Shares of the Portfolio.
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIOS
AIM Capital Development Fund 0.75% 0.25% 1.00%
AIM Charter Fund 0.75% 0.25% 1.00%
AIM Constellation Fund 0.75% 0.25% 1.00%
AIM Diversified Dividend Fund 0.75% 0.25% 1.00%
AIM Large Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Large Cap Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIOS
AIM Basic Balanced Fund 0.75% 0.25% 1.00%
AIM European Small Company Fund 0.75% 0.25% 1.00%
AIM Global Value Fund 0.75% 0.25% 1.00%
AIM International Small Company Fund 0.75% 0.25% 1.00%
AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Select Equity Fund 0.75% 0.25% 1.00%
AIM Small Cap Equity Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIOS
AIM Basic Value Fund 0.75% 0.25% 1.00%
AIM Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Global Equity Fund 0.75% 0.25% 1.00%
AIM Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Income Allocation Fund 0.75% 0.25% 1.00%
AIM Independence Now Fund 0.75% 0.25% 1.00%
AIM Independence 2010 Fund 0.75% 0.25% 1.00%
AIM Independence 2020 Fund 0.75% 0.25% 1.00%
AIM Independence 2030 Fund 0.75% 0.25% 1.00%
AIM Independence 2040 Fund 0.75% 0.25% 1.00%
AIM Independence 2050 Fund 0.75% 0.25% 1.00%
AIM International Allocation Fund 0.75% 0.25% 1.00%
AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00%
AIM Moderate Allocation Fund 0.75% 0.25% 1.00%
AIM Moderate Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Moderately Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Small Cap Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIOS
AIM Asia Pacific Growth Fund 0.75% 0.25% 1.00%
AIM European Growth Fund 0.75% 0.25% 1.00%
AIM Global Aggressive Growth Fund 0.75% 0.25% 1.00%
AIM Global Growth Fund 0.75% 0.25% 1.00%
AIM International Core Equity Fund 0.75% 0.25% 1.00%
AIM International Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIOS
AIM China Fund 0.75% 0.25% 1.00%
AIM Developing Markets Fund 0.75% 0.25% 1.00%
AIM Global Health Care Fund 0.75% 0.25% 1.00%
AIM International Total Return Fund 0.75% 0.25% 1.00%
AIM Japan Fund 0.75% 0.25% 1.00%
AIM Trimark Fund 0.75% 0.25% 1.00%
AIM Trimark Endeavor Fund 0.75% 0.25% 1.00%
AIM Trimark Small Companies Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIOS
AIM Global Real Estate Fund 0.75% 0.25% 1.00%
AIM High Yield Fund 0.75% 0.25% 1.00%
AIM Income Fund 0.75% 0.25% 1.00%
AIM Intermediate Government Fund 0.75% 0.25% 1.00%
AIM Money Market Fund 0.75% 0.25% 1.00%
AIM Municipal Bond Fund 0.75% 0.25% 1.00%
AIM Real Estate Fund 0.75% 0.25% 1.00%
AIM Total Return Bond Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIOS
AIM Opportunities I Fund 0.75% 0.25% 1.00%
AIM Opportunities II Fund 0.75% 0.25% 1.00%
AIM Opportunities III Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class B Shares 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO
AIM High Income Municipal Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO
AIM Advantage Health Sciences Fund 0.75% 0.25% 1.00%
AIM Multi-Sector Fund 0.75% 0.25% 1.00%
AIM Structured Core Fund 0.75% 0.25% 1.00%
|
AIM Structured Growth Fund 0.75% 0.25% 1.00% AIM Structured Value Fund 0.75% 0.25% 1.00% |
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO
AIM Energy Fund 0.75% 0.25% 1.00%
AIM Financial Services Fund 0.75% 0.25% 1.00%
AIM Gold & Precious Metals Fund 0.75% 0.25% 1.00%
AIM Leisure Fund 0.75% 0.25% 1.00%
AIM Technology Fund 0.75% 0.25% 1.00%
AIM Utilities Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO
AIM Dynamics Fund 0.75% 0.25% 1.00%"
|
AMENDMENT NO. 3
TO
FIRST RESTATED MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
(SECURITIZATION FEATURE)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective March 9, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to reflect the addition of AIM Select Real Estate Income Fund;
NOW THEREFORE, Schedule A to the Plan is hereby deleted and replaced in its entirety with Schedule A attached hereto.
All other terms and provisions of the Plan not amended hereby shall remain in full force and effect.
"SCHEDULE A
AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
DISTRIBUTION AND SERVICE FEES
The Fund shall pay the Distributor or the Assignee as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class B Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below to the average daily net assets of the Class B Shares of the Portfolio. Average daily net assets shall be computed in a manner used for the determination of the offering price of Class B Shares of the Portfolio.
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- -------- ------- ---------
PORTFOLIOS
AIM Capital Development Fund 0.75% 0.25% 1.00%
AIM Charter Fund 0.75% 0.25% 1.00%
AIM Constellation Fund 0.75% 0.25% 1.00%
AIM Diversified Dividend Fund 0.75% 0.25% 1.00%
AIM Large Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Large Cap Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- -------- ------- ---------
PORTFOLIOS
AIM Basic Balanced Fund 0.75% 0.25% 1.00%
AIM European Small Company Fund 0.75% 0.25% 1.00%
AIM Global Value Fund 0.75% 0.25% 1.00%
AIM International Small Company Fund 0.75% 0.25% 1.00%
AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Select Equity Fund 0.75% 0.25% 1.00%
AIM Small Cap Equity Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- -------- ------- ---------
PORTFOLIOS
AIM Basic Value Fund 0.75% 0.25% 1.00%
AIM Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Global Equity Fund 0.75% 0.25% 1.00%
AIM Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Income Allocation Fund 0.75% 0.25% 1.00%
AIM Independence Now Fund 0.75% 0.25% 1.00%
AIM Independence 2010 Fund 0.75% 0.25% 1.00%
AIM Independence 2020 Fund 0.75% 0.25% 1.00%
AIM Independence 2030 Fund 0.75% 0.25% 1.00%
AIM Independence 2040 Fund 0.75% 0.25% 1.00%
AIM Independence 2050 Fund 0.75% 0.25% 1.00%
AIM International Allocation Fund 0.75% 0.25% 1.00%
AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00%
AIM Moderate Allocation Fund 0.75% 0.25% 1.00%
AIM Moderate Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Moderately Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Small Cap Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ -------- ------- ---------
PORTFOLIOS
AIM Asia Pacific Growth Fund 0.75% 0.25% 1.00%
AIM European Growth Fund 0.75% 0.25% 1.00%
AIM Global Aggressive Growth Fund 0.75% 0.25% 1.00%
AIM Global Growth Fund 0.75% 0.25% 1.00%
AIM International Core Equity Fund 0.75% 0.25% 1.00%
AIM International Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- -------- ------- ---------
PORTFOLIOS
AIM China Fund 0.75% 0.25% 1.00%
AIM Developing Markets Fund 0.75% 0.25% 1.00%
AIM Global Health Care Fund 0.75% 0.25% 1.00%
AIM International Total Return Fund 0.75% 0.25% 1.00%
AIM Japan Fund 0.75% 0.25% 1.00%
AIM Trimark Fund 0.75% 0.25% 1.00%
AIM Trimark Endeavor Fund 0.75% 0.25% 1.00%
AIM Trimark Small Companies Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- -------- ------- ---------
PORTFOLIOS
AIM Global Real Estate Fund 0.75% 0.25% 1.00%
AIM High Yield Fund 0.75% 0.25% 1.00%
AIM Income Fund 0.75% 0.25% 1.00%
AIM Intermediate Government Fund 0.75% 0.25% 1.00%
AIM Money Market Fund 0.75% 0.25% 1.00%
AIM Municipal Bond Fund 0.75% 0.25% 1.00%
AIM Real Estate Fund 0.75% 0.25% 1.00%
AIM Total Return Bond Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- -------- ------- ---------
PORTFOLIOS
AIM Opportunities I Fund 0.75% 0.25% 1.00%
AIM Opportunities II Fund 0.75% 0.25% 1.00%
AIM Opportunities III Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- -------- ------- ---------
Class B Shares 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- -------- ------- ---------
PORTFOLIO
AIM High Income Municipal Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- -------- ------- ---------
PORTFOLIO
AIM Advantage Health Sciences Fund 0.75% 0.25% 1.00%
AIM Multi-Sector Fund 0.75% 0.25% 1.00%
AIM Select Real Estate Income Fund 0.75% 0.25% 1.00%
|
AIM Structured Core Fund 0.75% 0.25% 1.00% AIM Structured Growth Fund 0.75% 0.25% 1.00% AIM Structured Value Fund 0.75% 0.25% 1.00% |
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- -------- ------- ---------
PORTFOLIO
AIM Energy Fund 0.75% 0.25% 1.00%
AIM Financial Services Fund 0.75% 0.25% 1.00%
AIM Gold & Precious Metals Fund 0.75% 0.25% 1.00%
AIM Leisure Fund 0.75% 0.25% 1.00%
AIM Technology Fund 0.75% 0.25% 1.00%
AIM Utilities Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- -------- ------- ---------
PORTFOLIO
AIM Dynamics Fund 0.75% 0.25% 1.00%"
|
AMENDMENT NO. 4
TO
FIRST RESTATED MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
(SECURITIZATION FEATURE)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective April 23, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to delete AIM Advantage Health Sciences Fund, AIM Opportunities I Fund, AIM Opportunities II Fund and AIM Opportunities III Fund;
NOW THEREFORE, Schedule A to the Plan is hereby deleted and replaced in its entirety with Schedule A attached hereto.
All other terms and provisions of the Plan not amended hereby shall remain in full force and effect.
"SCHEDULE A
AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS B SHARES)
DISTRIBUTION AND SERVICE FEES
The Fund shall pay the Distributor or the Assignee as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class B Shares of each Portfolio designated below, a Distribution Fee and a Service Fee determined by applying the annual rate set forth below to the average daily net assets of the Class B Shares of the Portfolio. Average daily net assets shall be computed in a manner used for the determination of the offering price of Class B Shares of the Portfolio.
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIOS
AIM Capital Development Fund 0.75% 0.25% 1.00%
AIM Charter Fund 0.75% 0.25% 1.00%
AIM Constellation Fund 0.75% 0.25% 1.00%
AIM Diversified Dividend Fund 0.75% 0.25% 1.00%
AIM Large Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Large Cap Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIOS
AIM Basic Balanced Fund 0.75% 0.25% 1.00%
AIM European Small Company Fund 0.75% 0.25% 1.00%
AIM Global Value Fund 0.75% 0.25% 1.00%
AIM International Small Company Fund 0.75% 0.25% 1.00%
AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Select Equity Fund 0.75% 0.25% 1.00%
AIM Small Cap Equity Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIOS
AIM Basic Value Fund 0.75% 0.25% 1.00%
AIM Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Global Equity Fund 0.75% 0.25% 1.00%
AIM Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Income Allocation Fund 0.75% 0.25% 1.00%
AIM Independence Now Fund 0.75% 0.25% 1.00%
AIM Independence 2010 Fund 0.75% 0.25% 1.00%
AIM Independence 2020 Fund 0.75% 0.25% 1.00%
AIM Independence 2030 Fund 0.75% 0.25% 1.00%
AIM Independence 2040 Fund 0.75% 0.25% 1.00%
AIM Independence 2050 Fund 0.75% 0.25% 1.00%
AIM International Allocation Fund 0.75% 0.25% 1.00%
AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00%
AIM Moderate Allocation Fund 0.75% 0.25% 1.00%
AIM Moderate Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Moderately Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Small Cap Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIOS
AIM Asia Pacific Growth Fund 0.75% 0.25% 1.00%
AIM European Growth Fund 0.75% 0.25% 1.00%
AIM Global Aggressive Growth Fund 0.75% 0.25% 1.00%
AIM Global Growth Fund 0.75% 0.25% 1.00%
AIM International Core Equity Fund 0.75% 0.25% 1.00%
AIM International Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIOS
AIM China Fund 0.75% 0.25% 1.00%
AIM Developing Markets Fund 0.75% 0.25% 1.00%
AIM Global Health Care Fund 0.75% 0.25% 1.00%
AIM International Total Return Fund 0.75% 0.25% 1.00%
AIM Japan Fund 0.75% 0.25% 1.00%
AIM Trimark Fund 0.75% 0.25% 1.00%
AIM Trimark Endeavor Fund 0.75% 0.25% 1.00%
AIM Trimark Small Companies Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIOS
AIM Global Real Estate Fund 0.75% 0.25% 1.00%
AIM High Yield Fund 0.75% 0.25% 1.00%
AIM Income Fund 0.75% 0.25% 1.00%
AIM Intermediate Government Fund 0.75% 0.25% 1.00%
AIM Money Market Fund 0.75% 0.25% 1.00%
AIM Municipal Bond Fund 0.75% 0.25% 1.00%
AIM Real Estate Fund 0.75% 0.25% 1.00%
AIM Total Return Bond Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class B Shares 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO
AIM High Income Municipal Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO
AIM Multi-Sector Fund 0.75% 0.25% 1.00%
AIM Select Real Estate Income Fund 0.75% 0.25% 1.00%
AIM Structured Core Fund 0.75% 0.25% 1.00%
AIM Structured Growth Fund 0.75% 0.25% 1.00%
AIM Structured Value Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO
AIM Energy Fund 0.75% 0.25% 1.00%
AIM Financial Services Fund 0.75% 0.25% 1.00%
AIM Gold & Precious Metals Fund 0.75% 0.25% 1.00%
AIM Leisure Fund 0.75% 0.25% 1.00%
AIM Technology Fund 0.75% 0.25% 1.00%
AIM Utilities Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO
AIM Dynamics Fund 0.75% 0.25% 1.00%"
|
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
(EFFECTIVE AUGUST 18, 2003, AND AS SUBSEQUENTLY AMENDED)
SECTION 1. Each registered investment company, as described in Schedule A to this plan (each individually referred to as "Fund", or collectively, "Funds"), severally, on behalf of each of its series of common stock or of beneficial interest, as the case may be, set forth in Schedule A to this plan (each, a "Portfolio"), may act as a distributor of the Class C Shares of such Portfolio (the "Shares") of which such Fund is the issuer, pursuant to Rule12b-1 under the Investment Company Act of 1940 (the "1940 Act"), according to the terms of this First Restated Master Distribution Plan (the "Plan").
SECTION 2. The Fund may incur expenses pursuant to this Plan on behalf of a Portfolio at the applicable annual rate set forth on Schedule A under "Maximum Aggregate Fee" of the average daily net assets of the Portfolio attributable to the Shares. Such expenses shall be subject to any applicable limitations imposed from time to time by the applicable rules of NASD Inc. ("NASD").
SECTION 3. The Fund may expend amounts under this Plan to finance distribution-related services for the Shares of each Portfolio. Distribution-related services shall mean any activity which is primarily intended to result in the sale of the Shares, including, but not limited to, organizing and conducting sales seminars, implementing advertising programs, engaging finders and paying finders fees, printing prospectuses and statements of additional information (and supplements thereto) and annual and semi-annual reports for other than existing shareholders, preparing and distributing advertising material and sales literature, making supplemental payments to dealers and other institutions as asset-based sales charges, and administering this Plan.
The Fund has selected A I M Distributors, Inc. ("Distributors") to provide distribution-related services on behalf of and for the Shares of each Portfolio. Distributors may provide such distribution-related services either directly or through third parties.
SECTION 4. The Fund may also expend amounts under this Plan to finance
payments of service fees under arrangements for personal continuing shareholder
services. Personal continuing shareholder services may include, but shall not be
limited to, the following: (I) distributing sales literature to customers; (ii)
answering routine customer inquiries concerning the Fund and the Shares; (iii)
assisting customers in changing dividend options, account designations and
addresses, and in enrolling in any of several retirement plans offered in
connection with the purchase of Shares; (iv) assisting customers in the
establishment and maintenance of customer accounts and records, and in the
placement of purchase and redemption transactions; (v) assisting customers in
investing dividends and capital gains distributions automatically in Shares; and
(vi) providing such other information and services as the Fund or the customer
may reasonably request.
Distributors may implement these arrangements either directly or through third parties.
SECTION 5. All amounts expended pursuant to this Plan shall be paid to Distributors pursuant to the related agreement to this Plan attached hereto as Exhibit A and are the legal obligation of the Fund and not of Distributors. The maximum service fee payable by the Fund on behalf of a Portfolio for personal continuing shareholder services shall be twenty-five one-
hundredths of one percent (0.25%), or such lower rate for the Portfolio as is specified on Schedule A, per annum of the average daily net assets of the Portfolio attributable to the Shares owned by the customers of entity providing such shareholder services.
No provision of this Plan shall be interpreted to prohibit any payments by the Fund with respect to the Shares of a Portfolio during periods when the Fund has suspended or otherwise limited sales of such Shares.
SECTION 6. Distributors shall provide to the Fund's Board of Directors/Trustees ("Board of Trustees") and the Board of Trustees shall review, at least quarterly, a written report of the amounts expended under this Plan and the purposes for which such expenditures were made.
SECTION 7. This Plan and any agreement related to this Plan shall become effective immediately, with respect to any Portfolio, upon the receipt by the applicable Fund of both (a) the affirmative vote of a majority of the Board of Trustees of the Fund, and (b) the affirmative vote of a majority of those Directors\Trustees ("Trustees") of the Fund who are not "interested persons" of the Fund (as defined in the 1940 Act) and have no direct or indirect financial interest in the operation of this Plan or any agreements related to it (the "Dis-interested Trustees"), cast in person at a meeting called for the purpose of voting on this Plan or such agreement.
SECTION 8. Any material amendments to this Plan must be approved, with respect to any Portfolio, by both (a) the affirmative vote of a majority of the Board of Trustees of the applicable Fund, and (b) the affirmative vote of a majority of the Dis-interested Trustees, cast in person at a meeting called for the purpose of voting on the amendment. In addition, this Plan may not be amended with respect to the Shares of any Portfolio to increase materially the amount to be spent for distribution provided for in Section 2 hereof unless such amendment is approved by a "majority of the outstanding voting securities" (as defined in the 1940 Act) of the Shares of such Portfolio.
SECTION 9. Unless sooner terminated pursuant to Section 10, this Plan and any related agreement shall continue in effect for the Shares of each Portfolio until June 30, 2007 and thereafter each shall continue in effect so long as such continuance is specifically approved, at least annually, in the manner provided for approval of this Plan in Section 7.
SECTION 10. This Plan may be terminated with respect to the Shares of any Portfolio at any time by vote of a majority of the Dis-interested Trustees of the applicable Fund, or by vote of a majority of the outstanding Shares of such Portfolio. If this Plan is terminated with respect to a Portfolio, the obligation of the Fund to make payments pursuant to this Plan with respect to such Portfolio will also cease and the Fund will not be required to make any payments with respect to such Portfolio beyond the termination date.
SECTION 11. Any agreement related to this Plan shall be made in writing, and shall provide:
(a) that such agreement may be terminated at any time, with respect to the Shares of any Portfolio, without payment of any penalty, by vote of a majority of the Dis-interested Trustees of the applicable Fund or by a vote of the outstanding Shares of such Portfolio, on not more than sixty (60) days' written notice to any other party to the agreement; and
(b) that such agreement shall terminate automatically in the event of its assignment.
SECTION 12. This Plan restates the plan of distribution in effect immediately prior to September 20, 2006 (the "Prior Plan") for each Portfolio listed on Schedule A which had adopted the Prior Plan, insofar as such Prior Plan pertains to Class C Shares of the Portfolio.
SCHEDULE A
TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
(DISTRIBUTION AND SERVICE FEES)
The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class C Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class C Shares of each Portfolio to the average daily net assets of the Class C Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class C Shares of the Portfolio.
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Advantage Health Sciences
Fund 0.75% 0.25% 1.00%
AIM Floating Rate Fund 0.50% 0.25% 0.75%
AIM Multi-Sector Fund 0.75% 0.25% 1.00%
AIM Structured Core Fund 0.75% 0.25% 1.00%
AIM Structured Growth Fund 0.75% 0.25% 1.00%
AIM Structured Value Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Capital Development Fund 0.75% 0.25% 1.00%
AIM Charter Fund 0.75% 0.25% 1.00%
AIM Constellation Fund 0.75% 0.25% 1.00%
AIM Diversified Dividend Fund 0.75% 0.25% 1.00%
AIM Large Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Large Cap Growth Fund 0.75% 0.25% 1.00%
AIM Select Basic Value Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Basic Balanced Fund 0.75% 0.25% 1.00%
AIM European Small Company Fund 0.75% 0.25% 1.00%
AIM Global Value Fund 0.75% 0.25% 1.00%
AIM International Small Company
Fund 0.75% 0.25% 1.00%
AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Select Equity Fund 0.75% 0.25% 1.00%
AIM Small Cap Equity Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Basic Value Fund 0.75% 0.25% 1.00%
AIM Conservative Allocation
Fund 0.75% 0.25% 1.00%
AIM Global Equity Fund 0.75% 0.25% 1.00%
AIM Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Income Allocation Fund 0.75% 0.25% 1.00%
AIM International Allocation
Fund 0.75% 0.25% 1.00%
AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00%
AIM Moderate Allocation Fund 0.75% 0.25% 1.00%
AIM Moderate Growth Allocation
Fund 0.75% 0.25% 1.00%
AIM Moderately Conservative
Allocation Fund 0.75% 0.25% 1.00%
AIM Small Cap Growth Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Asia Pacific Growth Fund 0.75% 0.25% 1.00%
AIM European Growth Fund 0.75% 0.25% 1.00%
AIM Global Aggressive Growth
Fund 0.75% 0.25% 1.00%
AIM Global Growth Fund 0.75% 0.25% 1.00%
AIM International Core Equity
Fund 0.75% 0.25% 1.00%
AIM International Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM China Fund 0.75% 0.25% 1.00%
AIM Developing Markets Fund 0.75% 0.25% 1.00%
AIM Enhanced Short Bond Fund 0.75% 0.25% 1.00%
AIM Global Health Care Fund 0.75% 0.25% 1.00%
AIM International Bond Fund 0.75% 0.25% 1.00%
AIM Japan Fund 0.75% 0.25% 1.00%
AIM Trimark Endeavor Fund 0.75% 0.25% 1.00%
AIM Trimark Fund 0.75% 0.25% 1.00%
AIM Trimark Small Companies
Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Global Real Estate Fund 0.75% 0.25% 1.00%
AIM High Yield Fund 0.75% 0.25% 1.00%
AIM Income Fund 0.75% 0.25% 1.00%
AIM Intermediate Government
Fund 0.75% 0.25% 1.00%
AIM Money Market Fund 0.75% 0.25% 1.00%
AIM Municipal Bond Fund 0.75% 0.25% 1.00%
AIM Real Estate Fund 0.75% 0.25% 1.00%
AIM Short Term Bond Fund 0.75% 0.25% 1.00%
AIM Total Return Bond Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Energy Fund 0.75% 0.25% 1.00%
AIM Financial Services Fund 0.75% 0.25% 1.00%
AIM Gold & Precious Metals Fund 0.75% 0.25% 1.00%
AIM Leisure Fund 0.75% 0.25% 1.00%
AIM Technology Fund 0.75% 0.25% 1.00%
AIM Utilities Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Opportunities I Fund 0.75% 0.25% 1.00%
AIM Opportunities II Fund 0.75% 0.25% 1.00%
AIM Opportunities III Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Dynamics Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class C Shares 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM High Income Municipal Fund 0.75% 0.25% 1.00%
|
* The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof).
AMENDMENT NO. 1
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, and as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective January 31, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to reflect the addition of AIM Independence Now Fund, AIM Independence 2010 Fund, AIM Independence 2020 Fund, AIM Independence 2030 Fund, AIM Independence 2040 Fund and AIM Independence 2050 Fund;
NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
(DISTRIBUTION AND SERVICE FEES)
The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class C Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class C Shares of each Portfolio to the average daily net assets of the Class C Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class C Shares of the Portfolio.
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Advantage Health Sciences Fund 0.75% 0.25% 1.00%
AIM Floating Rate Fund 0.50% 0.25% 0.75%
AIM Multi-Sector Fund 0.75% 0.25% 1.00%
AIM Structured Core Fund 0.75% 0.25% 1.00%
AIM Structured Growth Fund 0.75% 0.25% 1.00%
AIM Structured Value Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Capital Development Fund 0.75% 0.25% 1.00%
AIM Charter Fund 0.75% 0.25% 1.00%
AIM Constellation Fund 0.75% 0.25% 1.00%
AIM Diversified Dividend Fund 0.75% 0.25% 1.00%
AIM Large Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Large Cap Growth Fund 0.75% 0.25% 1.00%
AIM Select Basic Value Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Basic Balanced Fund 0.75% 0.25% 1.00%
AIM European Small Company Fund 0.75% 0.25% 1.00%
AIM Global Value Fund 0.75% 0.25% 1.00%
AIM International Small Company Fund 0.75% 0.25% 1.00%
AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Select Equity Fund 0.75% 0.25% 1.00%
AIM Small Cap Equity Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Basic Value Fund 0.75% 0.25% 1.00%
AIM Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Global Equity Fund 0.75% 0.25% 1.00%
AIM Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Income Allocation Fund 0.75% 0.25% 1.00%
AIM Independence Now Fund 0.75% 0.25% 1.00%
AIM Independence 2010 Fund 0.75% 0.25% 1.00%
AIM Independence 2020 Fund 0.75% 0.25% 1.00%
AIM Independence 2030 Fund 0.75% 0.25% 1.00%
AIM Independence 2040 Fund 0.75% 0.25% 1.00%
AIM Independence 2050 Fund 0.75% 0.25% 1.00%
AIM International Allocation Fund 0.75% 0.25% 1.00%
AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00%
AIM Moderate Allocation Fund 0.75% 0.25% 1.00%
AIM Moderate Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Moderately Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Small Cap Growth Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Asia Pacific Growth Fund 0.75% 0.25% 1.00%
AIM European Growth Fund 0.75% 0.25% 1.00%
AIM Global Aggressive Growth Fund 0.75% 0.25% 1.00%
AIM Global Growth Fund 0.75% 0.25% 1.00%
AIM International Core Equity Fund 0.75% 0.25% 1.00%
AIM International Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM China Fund 0.75% 0.25% 1.00%
AIM Developing Markets Fund 0.75% 0.25% 1.00%
AIM Enhanced Short Bond Fund 0.75% 0.25% 1.00%
AIM Global Health Care Fund 0.75% 0.25% 1.00%
AIM International Bond Fund 0.75% 0.25% 1.00%
AIM Japan Fund 0.75% 0.25% 1.00%
AIM Trimark Endeavor Fund 0.75% 0.25% 1.00%
AIM Trimark Fund 0.75% 0.25% 1.00%
AIM Trimark Small Companies Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Global Real Estate Fund 0.75% 0.25% 1.00%
AIM High Yield Fund 0.75% 0.25% 1.00%
AIM Income Fund 0.75% 0.25% 1.00%
AIM Intermediate Government Fund 0.75% 0.25% 1.00%
AIM Money Market Fund 0.75% 0.25% 1.00%
AIM Municipal Bond Fund 0.75% 0.25% 1.00%
AIM Real Estate Fund 0.75% 0.25% 1.00%
AIM Short Term Bond Fund 0.75% 0.25% 1.00%
AIM Total Return Bond Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Energy Fund 0.75% 0.25% 1.00%
AIM Financial Services Fund 0.75% 0.25% 1.00%
AIM Gold & Precious Metals Fund 0.75% 0.25% 1.00%
AIM Leisure Fund 0.75% 0.25% 1.00%
AIM Technology Fund 0.75% 0.25% 1.00%
AIM Utilities Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Opportunities I Fund 0.75% 0.25% 1.00%
AIM Opportunities II Fund 0.75% 0.25% 1.00%
AIM Opportunities III Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Dynamics Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class C Shares 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM High Income Municipal Fund 0.75% 0.25% 1.00%
|
* The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof)."
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: January 31, 2007
AMENDMENT NO. 2
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, and as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective February 28, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to delete AIM Select Basic Value Fund; and
WHEREAS, the parties desire to amend the Plan to reflect the name change of AIM Enhanced Short Bond Fund to AIM LIBOR Alpha Fund and the name change of AIM International Bond Fund to AIM International Total Return Fund
NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
(DISTRIBUTION AND SERVICE FEES)
The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class C Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class C Shares of each Portfolio to the average daily net assets of the Class C Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class C Shares of the Portfolio.
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Advantage Health Sciences Fund 0.75% 0.25% 1.00%
AIM Floating Rate Fund 0.50% 0.25% 0.75%
AIM Multi-Sector Fund 0.75% 0.25% 1.00%
AIM Structured Core Fund 0.75% 0.25% 1.00%
AIM Structured Growth Fund 0.75% 0.25% 1.00%
AIM Structured Value Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Capital Development Fund 0.75% 0.25% 1.00%
AIM Charter Fund 0.75% 0.25% 1.00%
AIM Constellation Fund 0.75% 0.25% 1.00%
AIM Diversified Dividend Fund 0.75% 0.25% 1.00%
AIM Large Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Large Cap Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Basic Balanced Fund 0.75% 0.25% 1.00%
AIM European Small Company Fund 0.75% 0.25% 1.00%
AIM Global Value Fund 0.75% 0.25% 1.00%
AIM International Small Company Fund 0.75% 0.25% 1.00%
AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Select Equity Fund 0.75% 0.25% 1.00%
AIM Small Cap Equity Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Basic Value Fund 0.75% 0.25% 1.00%
AIM Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Global Equity Fund 0.75% 0.25% 1.00%
AIM Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Income Allocation Fund 0.75% 0.25% 1.00%
AIM Independence Now Fund 0.75% 0.25% 1.00%
AIM Independence 2010 Fund 0.75% 0.25% 1.00%
AIM Independence 2020 Fund 0.75% 0.25% 1.00%
AIM Independence 2030 Fund 0.75% 0.25% 1.00%
AIM Independence 2040 Fund 0.75% 0.25% 1.00%
AIM Independence 2050 Fund 0.75% 0.25% 1.00%
AIM International Allocation Fund 0.75% 0.25% 1.00%
AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00%
AIM Moderate Allocation Fund 0.75% 0.25% 1.00%
AIM Moderate Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Moderately Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Small Cap Growth Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Asia Pacific Growth Fund 0.75% 0.25% 1.00%
AIM European Growth Fund 0.75% 0.25% 1.00%
AIM Global Aggressive Growth Fund 0.75% 0.25% 1.00%
AIM Global Growth Fund 0.75% 0.25% 1.00%
AIM International Core Equity Fund 0.75% 0.25% 1.00%
AIM International Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM China Fund 0.75% 0.25% 1.00%
AIM Developing Markets Fund 0.75% 0.25% 1.00%
AIM Global Health Care Fund 0.75% 0.25% 1.00%
AIM International Total Return Fund 0.75% 0.25% 1.00%
AIM Japan Fund 0.75% 0.25% 1.00%
AIM LIBOR Alpha Fund 0.75% 0.25% 1.00%
AIM Trimark Endeavor Fund 0.75% 0.25% 1.00%
AIM Trimark Fund 0.75% 0.25% 1.00%
AIM Trimark Small Companies Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Global Real Estate Fund 0.75% 0.25% 1.00%
AIM High Yield Fund 0.75% 0.25% 1.00%
AIM Income Fund 0.75% 0.25% 1.00%
AIM Intermediate Government Fund 0.75% 0.25% 1.00%
AIM Money Market Fund 0.75% 0.25% 1.00%
AIM Municipal Bond Fund 0.75% 0.25% 1.00%
AIM Real Estate Fund 0.75% 0.25% 1.00%
AIM Short Term Bond Fund 0.75% 0.25% 1.00%
AIM Total Return Bond Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Energy Fund 0.75% 0.25% 1.00%
AIM Financial Services Fund 0.75% 0.25% 1.00%
AIM Gold & Precious Metals Fund 0.75% 0.25% 1.00%
AIM Leisure Fund 0.75% 0.25% 1.00%
AIM Technology Fund 0.75% 0.25% 1.00%
AIM Utilities Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Opportunities I Fund 0.75% 0.25% 1.00%
AIM Opportunities II Fund 0.75% 0.25% 1.00%
AIM Opportunities III Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Dynamics Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class C Shares 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM High Income Municipal Fund 0.75% 0.25% 1.00%
|
* The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof)."
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: February 28, 2007
AMENDMENT NO. 3
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, and as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective March 9, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to reflect the addition of AIM Select Real Estate Income Fund;
NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
(DISTRIBUTION AND SERVICE FEES)
The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class C Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class C Shares of each Portfolio to the average daily net assets of the Class C Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class C Shares of the Portfolio.
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Advantage Health Sciences Fund 0.75% 0.25% 1.00%
AIM Floating Rate Fund 0.50% 0.25% 0.75%
AIM Multi-Sector Fund 0.75% 0.25% 1.00%
AIM Select Real Estate Income Fund 0.75% 0.25% 1.00%
AIM Structured Core Fund 0.75% 0.25% 1.00%
AIM Structured Growth Fund 0.75% 0.25% 1.00%
AIM Structured Value Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Capital Development Fund 0.75% 0.25% 1.00%
AIM Charter Fund 0.75% 0.25% 1.00%
AIM Constellation Fund 0.75% 0.25% 1.00%
AIM Diversified Dividend Fund 0.75% 0.25% 1.00%
AIM Large Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Large Cap Growth Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Basic Balanced Fund 0.75% 0.25% 1.00%
AIM European Small Company Fund 0.75% 0.25% 1.00%
AIM Global Value Fund 0.75% 0.25% 1.00%
AIM International Small Company Fund 0.75% 0.25% 1.00%
AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Select Equity Fund 0.75% 0.25% 1.00%
AIM Small Cap Equity Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Basic Value Fund 0.75% 0.25% 1.00%
AIM Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Global Equity Fund 0.75% 0.25% 1.00%
AIM Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Income Allocation Fund 0.75% 0.25% 1.00%
AIM Independence Now Fund 0.75% 0.25% 1.00%
AIM Independence 2010 Fund 0.75% 0.25% 1.00%
AIM Independence 2020 Fund 0.75% 0.25% 1.00%
AIM Independence 2030 Fund 0.75% 0.25% 1.00%
AIM Independence 2040 Fund 0.75% 0.25% 1.00%
AIM Independence 2050 Fund 0.75% 0.25% 1.00%
AIM International Allocation Fund 0.75% 0.25% 1.00%
AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00%
AIM Moderate Allocation Fund 0.75% 0.25% 1.00%
AIM Moderate Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Moderately Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Small Cap Growth Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Asia Pacific Growth Fund 0.75% 0.25% 1.00%
AIM European Growth Fund 0.75% 0.25% 1.00%
AIM Global Aggressive Growth Fund 0.75% 0.25% 1.00%
AIM Global Growth Fund 0.75% 0.25% 1.00%
AIM International Core Equity Fund 0.75% 0.25% 1.00%
AIM International Growth Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM China Fund 0.75% 0.25% 1.00%
AIM Developing Markets Fund 0.75% 0.25% 1.00%
AIM Global Health Care Fund 0.75% 0.25% 1.00%
AIM International Total Return Fund 0.75% 0.25% 1.00%
AIM Japan Fund 0.75% 0.25% 1.00%
AIM Enhanced Short Bond Fund 0.75% 0.25% 1.00%
AIM Trimark Endeavor Fund 0.75% 0.25% 1.00%
AIM Trimark Fund 0.75% 0.25% 1.00%
AIM Trimark Small Companies Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Global Real Estate Fund 0.75% 0.25% 1.00%
AIM High Yield Fund 0.75% 0.25% 1.00%
AIM Income Fund 0.75% 0.25% 1.00%
AIM Intermediate Government Fund 0.75% 0.25% 1.00%
AIM Money Market Fund 0.75% 0.25% 1.00%
AIM Municipal Bond Fund 0.75% 0.25% 1.00%
AIM Real Estate Fund 0.75% 0.25% 1.00%
AIM Short Term Bond Fund 0.75% 0.25% 1.00%
AIM Total Return Bond Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Energy Fund 0.75% 0.25% 1.00%
AIM Financial Services Fund 0.75% 0.25% 1.00%
AIM Gold & Precious Metals Fund 0.75% 0.25% 1.00%
AIM Leisure Fund 0.75% 0.25% 1.00%
AIM Technology Fund 0.75% 0.25% 1.00%
AIM Utilities Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SPECIAL OPPORTUNITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Opportunities I Fund 0.75% 0.25% 1.00%
AIM Opportunities II Fund 0.75% 0.25% 1.00%
AIM Opportunities III Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Dynamics Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class C Shares 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM High Income Municipal Fund 0.75% 0.25% 1.00%
|
* The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof)."
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: March 9, 2007
AMENDMENT NO. 4
TO THE FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
The First Restated Master Distribution Plan (the "Plan"), dated as of August 18, 2003, and as subsequently amended, and as restated the 20th day of September, 2006, pursuant to Rule 12b-1, is hereby amended, effective April 23, 2007, as follows:
WHEREAS, the parties desire to amend the Plan to delete AIM Advantage Health Sciences Fund, AIM Opportunities I Fund, AIM Opportunities II Fund and AIM Opportunities III Fund;
NOW THEREFORE, Schedule A to the Plan is hereby deleted in its entirety and replaced with the following:
"SCHEDULE A
TO
THE AMENDED AND RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
(DISTRIBUTION AND SERVICE FEES)
The Fund shall pay the Distributor as full compensation for all services rendered and all facilities furnished under the Distribution Plan for the Class C Shares of each Portfolio designated below, a Distribution Fee* and a Service Fee determined by applying the annual rate set forth below as to the Class C Shares of each Portfolio to the average daily net assets of the Class C Shares of the Portfolio for the plan year. Average daily net assets shall be computed in a manner used for the determination of the offering price of the Class C Shares of the Portfolio.
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM COUNSELOR SERIES TRUST CHARGE FEE FEE
-------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Floating Rate Fund 0.50% 0.25% 0.75%
AIM Multi-Sector Fund 0.75% 0.25% 1.00%
AIM Select Real Estate Income Fund 0.75% 0.25% 1.00%
AIM Structured Core Fund 0.75% 0.25% 1.00%
AIM Structured Growth Fund 0.75% 0.25% 1.00%
AIM Structured Value Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM EQUITY FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Capital Development Fund 0.75% 0.25% 1.00%
AIM Charter Fund 0.75% 0.25% 1.00%
AIM Constellation Fund 0.75% 0.25% 1.00%
AIM Diversified Dividend Fund 0.75% 0.25% 1.00%
AIM Large Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Large Cap Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM FUNDS GROUP CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Basic Balanced Fund 0.75% 0.25% 1.00%
AIM European Small Company Fund 0.75% 0.25% 1.00%
AIM Global Value Fund 0.75% 0.25% 1.00%
AIM International Small Company Fund 0.75% 0.25% 1.00%
AIM Mid Cap Basic Value Fund 0.75% 0.25% 1.00%
AIM Select Equity Fund 0.75% 0.25% 1.00%
AIM Small Cap Equity Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM GROWTH SERIES CHARGE FEE FEE
----------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Basic Value Fund 0.75% 0.25% 1.00%
AIM Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Global Equity Fund 0.75% 0.25% 1.00%
AIM Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Income Allocation Fund 0.75% 0.25% 1.00%
AIM Independence Now Fund 0.75% 0.25% 1.00%
AIM Independence 2010 Fund 0.75% 0.25% 1.00%
AIM Independence 2020 Fund 0.75% 0.25% 1.00%
AIM Independence 2030 Fund 0.75% 0.25% 1.00%
AIM Independence 2040 Fund 0.75% 0.25% 1.00%
AIM Independence 2050 Fund 0.75% 0.25% 1.00%
AIM International Allocation Fund 0.75% 0.25% 1.00%
AIM Mid Cap Core Equity Fund 0.75% 0.25% 1.00%
AIM Moderate Allocation Fund 0.75% 0.25% 1.00%
AIM Moderate Growth Allocation Fund 0.75% 0.25% 1.00%
AIM Moderately Conservative Allocation Fund 0.75% 0.25% 1.00%
AIM Small Cap Growth Fund 0.75% 0.25% 1.00%
|
MINIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INTERNATIONAL MUTUAL FUNDS CHARGE FEE FEE
------------------------------ ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Asia Pacific Growth Fund 0.75% 0.25% 1.00%
AIM European Growth Fund 0.75% 0.25% 1.00%
AIM Global Aggressive Growth Fund 0.75% 0.25% 1.00%
AIM Global Growth Fund 0.75% 0.25% 1.00%
AIM International Core Equity Fund 0.75% 0.25% 1.00%
AIM International Growth Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM China Fund 0.75% 0.25% 1.00%
AIM Developing Markets Fund 0.75% 0.25% 1.00%
AIM Global Health Care Fund 0.75% 0.25% 1.00%
AIM International Total Return Fund 0.75% 0.25% 1.00%
AIM Japan Fund 0.75% 0.25% 1.00%
AIM Enhanced Short Bond Fund 0.75% 0.25% 1.00%
AIM Trimark Endeavor Fund 0.75% 0.25% 1.00%
AIM Trimark Fund 0.75% 0.25% 1.00%
AIM Trimark Small Companies Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM INVESTMENT SECURITIES FUNDS CHARGE FEE FEE
------------------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Global Real Estate Fund 0.75% 0.25% 1.00%
AIM High Yield Fund 0.75% 0.25% 1.00%
AIM Income Fund 0.75% 0.25% 1.00%
AIM Intermediate Government Fund 0.75% 0.25% 1.00%
AIM Money Market Fund 0.75% 0.25% 1.00%
AIM Municipal Bond Fund 0.75% 0.25% 1.00%
AIM Real Estate Fund 0.75% 0.25% 1.00%
AIM Short Term Bond Fund 0.75% 0.25% 1.00%
AIM Total Return Bond Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SECTOR FUNDS CHARGE FEE FEE
---------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Energy Fund 0.75% 0.25% 1.00%
AIM Financial Services Fund 0.75% 0.25% 1.00%
AIM Gold & Precious Metals Fund 0.75% 0.25% 1.00%
AIM Leisure Fund 0.75% 0.25% 1.00%
AIM Technology Fund 0.75% 0.25% 1.00%
AIM Utilities Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM STOCK FUNDS CHARGE FEE FEE
--------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM Dynamics Fund 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM SUMMIT FUND CHARGE FEE FEE
--------------- ------- ------- ---------
Class C Shares 0.75% 0.25% 1.00%
|
MAXIMUM
ASSET
BASED MAXIMUM MAXIMUM
SALES SERVICE AGGREGATE
AIM TAX-EXEMPT FUNDS CHARGE FEE FEE
-------------------- ------- ------- ---------
PORTFOLIO - CLASS C SHARES
AIM High Income Municipal Fund 0.75% 0.25% 1.00%
|
* The Distribution Fee is payable apart from the sales charge, if any, as stated in the current prospectus for the applicable Portfolio (or Class thereof)."
All other terms and provisions of the Plan not amended herein shall remain in full force and effect.
Dated: April 23, 2007
(AIM INVESTMENTS --REGISTERED TRADEMARK-- LOGO)
MASTER RELATED AGREEMENT TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS A SHARES)
This Master Related Agreement (the "Agreement") is entered into in accordance with Rule 12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act") by each registered investment company, listed in Schedule A to this Agreement (each individually referred to as a "Fund", or collectively, "Funds"), severally, on behalf of each of the series of common stock or beneficial interest, as the case may be, set forth in Schedule A to this Agreement (each, a "Portfolio"), with respect to the Class A Shares of each such Portfolio listed on Schedule A. This Agreement, being made between A I M Distributors, Inc. ("Distributors") and each Fund, on behalf of each applicable Portfolio, defines the services to be provided by Distributors, or its designees, for which it is to receive payments pursuant to the First Restated Master Distribution Plan (Class A Shares) (the "Plan") adopted by each of the Funds. The Plan has been approved by a majority of the directors/trustees ("Trustees") of each of the Funds, including a majority of the Trustees who have no direct or indirect financial interest in the operation of the Plan or this Agreement (the "Dis-Interested Trustees"), by votes cast in person at a meeting called for the purpose of voting on the Plan.
1. a. Distributors may use payments received pursuant to Paragraph 2 of this Agreement to provide continuing personal shareholder services to customers who may, from time to time, directly or beneficially own shares of the Funds. Continuing personal shareholder services may include but are not limited to, distributing sales literature to customers, answering routine customer inquiries regarding the Funds, assisting customers in changing dividend options, account designations and addresses, and in enrolling in any of several special investment plans offered in connection with the purchase of the Funds' shares, assisting customers in the establishment and maintenance of customer accounts and records and in the placement of purchase and redemption transactions, assisting customers in investing dividends and capital gains distributions automatically in shares, and providing such other services as the Funds or the customer may reasonably request and Distributors agrees to provide. Distributors will not be obligated to provide services which are provided by a transfer agent for a Fund with respect to a Portfolio.
b. Distributors may also use the payments received pursuant to Paragraph 2 of this Agreement for distribution-related services. As used in this Agreement, "distribution-related services" shall mean any activity which is primarily intended to result in the sale of the Shares, including, but not limited to, organizing and conducting sales seminars, implementing advertising programs, engaging finders and paying finders fees, printing prospectuses and statements of additional information (and supplements thereto) and annual and semi-annual reports for other than existing shareholders, preparing and
09/20/06
distributing advertising material and sales literature, making supplemental payments to dealers and other institutions as asset-based sales charges, and administering the Plan.
c. Distributors may provide the services described in paragraphs a. and b. above either directly or through third parties (its "designees").
2. For the services provided by Distributors or its designees pursuant to this Agreement, each Fund shall pay Distributors a fee, calculated at the end of each month at the annual rate set forth in Schedule A, or such lesser rate as shall be agreed to by Distributors, as applied to the average net asset value of the shares of such Fund purchased or acquired through exchange on or after the Plan Calculation Date shown for such Fund on Schedule A.
3. The total of the fees calculated for all of the Funds listed on Schedule A for any period with respect to which calculations are made shall be paid to Distributors within 10 days after the close of each month.
4. Distributors shall furnish the Funds with such information as shall reasonably be requested by the Trustees of the Funds with respect to the fees paid to Distributors pursuant to this Agreement.
5. Distributors shall furnish the Trustees of the Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plan and the purposes for which such expenditures were made.
6. Distributors may enter into other similar Master Related Agreements with any other investment company without a Fund's consent.
7. This Agreement shall become effective immediately upon its approval by a majority of the Trustees of each of the Funds, including a majority of the Dis-Interested Trustees, by votes cast in person at a meeting called for the purpose of voting on the Plan and this Agreement.
8. This Agreement shall continue in full force and effect as long as the continuance of the Plan and this Agreement are approved at least annually by a vote of the Trustees, including a majority of the Dis-Interested Trustees, cast in person at a meeting called for the purpose of voting thereon.
9. This Agreement may be terminated with respect to any Fund at any time without payment of any penalty by the vote of a majority of the Trustees of such Fund who are Dis-interested Trustees or by a vote of a majority of the Fund's outstanding shares, on sixty (60) days' written notice. It will be terminated by any act which terminates the Fund's Plan, and in any event, it shall terminate automatically in the event of its assignment as that term is defined in the 1940 Act.
10. This Agreement may be amended by mutual written agreement of the parties.
11. All communications should be sent to the address of each signor as shown at the bottom of this Agreement.
09/20/06
12. This Agreement shall be construed in accordance with the laws of the State of Texas.
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles
------------------------------------
Name: Gene L. Needles
Title: President
11 Greenway Plaza, Suite 100
Houston, Texas 77046-1173
Attn: President
|
EFFECTIVE SEPTEMBER 20, 2006
FUND (LISTED IN SCHEDULE A)
on behalf of the Class A Shares of each
Portfolio listed on Schedule A
By: /s/ John M. Zerr
------------------------------------
Name: John M. Zerr
Title: Senior Vice President
09/20/06
|
SCHEDULE "A" TO
MASTER RELATED AGREEMENT
Maximum Aggregate
Fund Fee Rate* Plan Calculation Date
-------------------------------------------------------------------------------------------------------------
AIM EQUITY FUNDS
AIM Capital Development Fund A Shares 0.25(1) June 17, 1996
AIM Charter Fund A Shares 0.25(2) November 18, 1986
AIM Constellation Fund A Shares 0.25(2) September 9, 1986
AIM Diversified Dividend Fund A Shares 0.25(1) December 31, 2001
AIM Large Cap Basic Value Fund A Shares 0.25(1) July 15, 1999
AIM Large Cap Growth Fund A Shares 0.25(1) March 1, 1999
AIM FUNDS GROUP
AIM Basic Balanced Fund A Shares 0.25(1) September 28, 2001
AIM European Small Company Fund A Shares(4) 0.25(1) August 31, 2000
AIM Global Value Fund A Shares 0.25(1) December 29, 2000
AIM International Small Company Fund A Shares(4) 0.25(1) August 31, 2000
AIM Mid Cap Basic Value Fund A Shares 0.25(1) December 31, 2001
AIM Select Equity Fund A Shares 0.25 July 1, 1992
AIM Small Cap Equity Fund A Shares 0.25(1) August 31, 2000
AIM GROWTH SERIES
AIM Basic Value Fund A Shares 0.25(1) May 29, 1998
AIM Conservative Allocation Fund A Shares 0.25(1) April 30, 2004
AIM Global Equity Fund A Shares 0.25(1),(3) May 29, 1998
AIM Growth Allocation Fund A Shares 0.25(1) April 30, 2004
AIM Income Allocation Fund A Shares 0.25 October 31, 2005
AIM Independence Now Fund A Shares 0.25 January 31, 2007
AIM Independence 2010 Fund A Shares 0.25 January 31, 2007
AIM Independence 2020 Fund A Shares 0.25 January 31, 2007
AIM Independence 2030 Fund A Shares 0.25 January 31, 2007
AIM Independence 2040 Fund A Shares 0.25 January 31, 2007
AIM Independence 2050 Fund A Shares 0.25 January 31, 2007
AIM International Allocation Fund A Shares 0.25 October 31, 2005
AIM Mid Cap Core Equity Fund A Shares(4) 0.25(1) May 29, 1998
AIM Moderate Allocation Fund A Shares 0.25(1) April 30, 2004
AIM Moderate Growth Allocation Fund A Shares 0.25(1) April 29, 2005
AIM Moderately Conservative Allocation Fund A Shares 0.25(1) April 29, 2005
AIM Small Cap Growth Fund A Shares(4) 0.25(1) May 29, 1998
|
(2) Effective July 1, 2005, this fee rate was reduced from 0.30% to 0.25%.
(3) Effective January 1, 2005, this fee rate was reduced from 0.50% to 0.35%.
(4) AIM European Small Company Fund, AIM High Income Municipal Fund, AIM International Small Company Fund, AIM Mid Cap Core Equity Fund, AIM Small Cap Growth Fund and AIM Real Estate Fund are closed to new investors.
Maximum Aggregate
Fund Fee Rate* Plan Calculation Date
-------------------------------------------------------------------------------------------------------------
AIM INTERNATIONAL MUTUAL FUNDS
AIM Asia Pacific Growth Fund A Shares 0.25(1) November 1, 1997
AIM European Growth Fund A Shares 0.25(1) November 1, 1997
AIM Global Aggressive Growth Fund A Shares 0.25(1),(3) September 15, 1994
AIM Global Growth Fund A Shares 0.25(1),(3) September 15, 1994
AIM International Core Equity Fund A Shares 0.25(1) March 29, 2002
AIM International Growth Fund A Shares 0.25(2) May 21, 1992
AIM INVESTMENT FUNDS
AIM China Fund A Shares 0.25 March 31, 2006
AIM Developing Markets Fund A Shares 0.25(1),(3) May 29, 1998
AIM Global Health Care Fund A Shares 0.25(1),(3) May 29, 1998
AIM International Total Return Fund A Shares 0.25 March 31, 2006
AIM Japan Fund A Shares 0.25 March 31, 2006
AIM LIBOR Alpha Fund A Shares 0.25 March 31, 2006
AIM Trimark Endeavor Fund A Shares 0.25(1) November 4, 2003
AIM Trimark Fund A Shares 0.25(1) November 4, 2003
AIM Trimark Small Companies Fund A Shares 0.25(1) November 4, 2003
AIM INVESTMENT SECURITIES FUNDS
AIM Global Real Estate Fund A Shares 0.25(1) April 29, 2005
AIM High Yield Fund A Shares 0.25 July 1, 1992
AIM Income Fund A Shares 0.25 July 1, 1992
AIM Intermediate Government Fund A Shares 0.25 July 1, 1992
AIM Limited Maturity Treasury Fund A Shares 0.15 December 2, 1987
AIM Municipal Bond Fund A Shares 0.25 July 1, 1992
AIM Real Estate Fund A Shares(4) 0.25(1) August 4, 1997
AIM Short Term Bond Fund 0.25(1) April 30, 2004
AIM Total Return Bond Fund A Shares 0.25(1) December 31, 2001
AIM SUMMIT FUND A Shares 0.25 October 31, 2005
AIM TAX-EXEMPT FUNDS
AIM High Income Municipal Fund A Shares(4) 0.25 December 22, 1997
AIM Tax-Exempt Cash Fund A Shares 0.25 July 1, 1992
|
(2) Effective July 1, 2005, this fee rate was reduced from 0.30% to 0.25%.
(3) Effective January 1, 2005, this fee rate was reduced from 0.50% to 0.35%.
(4) AIM European Small Company Fund, AIM High Income Municipal Fund, AIM International Small Company Fund, AIM Mid Cap Core Equity Fund, AIM Small Cap Growth Fund and AIM Real Estate Fund are closed to new investors.
SCHEDULE "A" TO
RELATED AGREEMENT
Maximum Aggregate
Fund Fee Rate* Plan Calculation Date
-------------------------------------------------------------------------------------------------------------
AIM COUNSELOR SERIES TRUST
AIM Floating Rate Fund A Shares 0.25 April 14, 2006
AIM Multi-Sector Fund A Shares 0.25(1) August 30, 2002
AIM Select Real Estate Income Fund A Shares 0.25 March 12, 2007
AIM Structured Core Fund A Shares 0.25 March 31, 2006
AIM Structured Growth Fund A Shares 0.25 March 31, 2006
AIM Structured Value Fund A Shares 0.25 March 31, 2006
AIM SECTOR FUNDS
AIM Energy Fund A Shares 0.25(1) March 29, 2002
AIM Financial Services Fund A Shares 0.25(1) March 29, 2002
AIM Gold & Precious Metals Fund A Shares 0.25(1) March 29, 2002
AIM Leisure Fund A Shares 0.25(1) March 29, 2002
AIM Technology Fund A Shares 0.25(1) March 29, 2002
AIM Utilities Fund A Shares 0.25(5) March 29, 2002
AIM STOCK FUNDS
AIM Dynamics Fund A Shares 0.25(1) March 29, 2002
|
* Of this amount, 0.25% is paid as a shareholder servicing fee and the remainder is paid as an asset based sales charge, as these terms are defined under the rules of the NASD, Inc.
(AIM INVESTMENTS --REGISTERED TRADEMARK-- LOGO)
MASTER RELATED AGREEMENT TO
FIRST RESTATED
MASTER DISTRIBUTION PLAN
(CLASS C SHARES)
This Master Related Agreement (the "Agreement") is entered into in accordance with Rule 12b-1 under the Investment Company Act of 1940, as amended (the "1940 Act") by each registered investment company, listed in Schedule A to this Agreement (each individually referred to as a "Fund", or collectively, "Funds"), severally, on behalf of each of the series of common stock or beneficial interest, as the case may be, set forth in Schedule A to this Agreement (each, a "Portfolio" ), with respect to the Class C Shares of each such Portfolio listed on Schedule A. This Agreement, being made between A I M Distributors, Inc. ("Distributors") and each Fund, on behalf of each applicable Portfolio, defines the services to be provided by Distributors, or its designees, for which it is to receive payments pursuant to the First Restated Master Distribution Plan (Class C Shares) (the "Plan") adopted by each of the Funds. The Plan has been approved by a majority of the directors/trustees ("Trustees") of each of the Funds, including a majority of the Trustees who have no direct or indirect financial interest in the operation of the Plan or this Agreement (the "Dis-Interested Trustees"), by votes cast in person at a meeting called for the purpose of voting on the Plan.
1. a. Distributors may use payments received pursuant to Paragraph 2 of this Agreement to provide continuing personal shareholder services to customers who may, from time to time, directly or beneficially own shares of the Funds. Continuing personal shareholder services may include but are not limited to, distributing sales literature to customers, answering routine customer inquiries regarding the Funds, assisting customers in changing dividend options, account designations and addresses, and in enrolling in any of several special investment plans offered in connection with the purchase of the Funds' shares, assisting customers in the establishment and maintenance of customer accounts and records and in the placement of purchase and redemption transactions, assisting customers in investing dividends and capital gains distributions automatically in shares, and providing such other services as the Funds or the customer may reasonably request and Distributors agrees to provide. Distributors will not be obligated to provide services which are provided by a transfer agent for a Fund with respect to a Portfolio.
b. Distributors may also use the payments received pursuant to Paragraph 2 of this Agreement for distribution-related services. As used in this Agreement, "distribution-related services" shall mean any activity which is primarily intended to result in the sale of the Shares, including, but not limited to, organizing and conducting sales seminars, implementing advertising programs, engaging finders and paying finders fees, printing prospectuses and statements of additional information (and supplements thereto) and annual and semi-annual reports for other than existing shareholders, preparing and distributing advertising material and sales literature, making supplemental payments to dealers and other institutions as asset-based sales charges, and administering the Plan.
09/20/06
c. Distributors may provide the services described in paragraphs a. and b. above either directly or through third parties (its "designees").
2. For the services provided by Distributors or its designees pursuant to this Agreement, each Fund shall pay Distributors a fee, calculated at the end of each month at the annual rate set forth in Schedule A, or such lesser rate as shall be agreed to by Distributors, as applied to the average net asset value of the shares of such Fund purchased or acquired through exchange on or after the Plan Calculation Date shown for such Fund on Schedule A.
3. The total of the fees calculated for all of the Funds listed on Schedule A for any period with respect to which calculations are made shall be paid to Distributors within10 days after the close of each month.
4. Distributors shall furnish the Funds with such information as shall reasonably be requested by the Trustees of the Funds with respect to the fees paid to Distributors pursuant to this Agreement.
5. Distributors shall furnish the Trustees of the Funds, for their review on a quarterly basis, a written report of the amounts expended under the Plan and the purposes for which such expenditures were made.
6. Distributors may enter into other similar Master Related Agreements with any other investment company without a Fund's consent.
7. This Agreement shall become effective immediately upon its approval by a majority of the Trustees of each of the Funds, including a majority of the Dis-InterestedTrustees, by votes cast in person at a meeting called for the purpose of voting on the Plan and this Agreement.
8. This Agreement shall continue in full force and effect as long as the continuance of the Plan and this Agreement are approved at least annually by a vote of the Trustees, including a majority of the Dis-Interested Trustees, cast in person at a meeting called for the purpose of voting thereon.
9. This Agreement may be terminated with respect to any Fund at any time without payment of any penalty by the vote of a majority of the Trustees of such Fund who are Dis-interested Trustees or by a vote of a majority of the Fund's outstanding shares, on sixty (60) days' written notice. It will be terminated by any act which terminates the Fund's Plan, and in any event, it shall terminate automatically in the event of its assignment as that term is defined in the 1940 Act.
10. This Agreement may be amended by mutual written agreement of the parties.
11. All communications should be sent to the address of each signor as shown at the bottom of this Agreement.
09/20/06
12. This Agreement shall be construed in accordance with the laws of the State of Texas.
A I M DISTRIBUTORS, INC.
By: /s/ Gene L. Needles
------------------------------------
Name: Gene L. Needles
Title: President
11 Greenway Plaza, Suite 100
Houston, Texas 77046-1173
Attn: President
|
EFFECTIVE SEPTEMBER 20, 2006
FUND (LISTED IN SCHEDULE A)
on behalf of the Class C Shares of each
Portfolio listed on Schedule A
By: /s/ John M. Zerr
------------------------------------
Name: John M. Zerr
Title: Senior Vice President
09/20/06
|
SCHEDULE "A" TO
RELATED AGREEMENT
Maximum Aggregate
Fund Fee Rate* Plan Calculation Date
---- ----------------- ---------------------
AIM EQUITY FUNDS
AIM Capital Development Fund C Shares 1.00 August 4, 1997
AIM Charter Fund C Shares 1.00 August 4, 1997
AIM Constellation Fund C Shares 1.00 August 4, 1997
AIM Diversified Dividend Fund C Shares 1.00 December 31, 2001
AIM Large Cap Basic Value Fund C Shares 1.00 August 1, 2000
AIM Large Cap Growth Fund C Shares 1.00 April 5, 1999
AIM FUNDS GROUP
AIM Basic Balanced Fund C Shares 1.00 September 28, 2001
AIM European Small Company Fund C Shares(1) 1.00 August 31, 2000
AIM Global Value Fund C Shares 1.00 December 29, 2000
AIM International Small Company Fund C Shares(1) 1.00 August 31, 2000
AIM Mid Cap Basic Value Fund C Shares 1.00 December 31, 2001
AIM Select Equity Fund C Shares 1.00 August 4, 1997
AIM Small Cap Equity Fund C Shares 1.00 August 31, 2000
AIM GROWTH SERIES
AIM Basic Value Fund C Shares 1.00 May 3, 1999
AIM Conservative Allocation Fund C Shares 1.00 April 30, 2004
AIM Global Equity Fund C Shares 1.00 May 29, 1998
AIM Growth Allocation Fund C Shares 1.00 April 30, 2004
AIM Income Allocation Fund C Shares 1.00 October 31, 2005
AIM Independence Now Fund C Shares 1.00 January 31, 2007
AIM Independence 2010 Fund C Shares 1.00 January 31, 2007
AIM Independence 2020 Fund C Shares 1.00 January 31, 2007
AIM Independence 2030 Fund C Shares 1.00 January 31, 2007
AIM Independence 2040 Fund C Shares 1.00 January 31, 2007
AIM Independence 2050 Fund C Shares 1.00 January 31, 2007
AIM International Allocation Fund C Shares 1.00 October 31, 2005
AIM Mid Cap Core Equity Fund C Shares(1) 1.00 May 3, 1999
AIM Moderate Allocation Fund C Shares 1.00 April 30, 2004
AIM Moderate Growth Allocation Fund A Shares 1.00 April 29, 2005
AIM Moderately Conservative Allocation Fund A Shares 1.00 April 29, 2005
AIM Small Cap Growth Fund C Shares(1) 1.00 May 3, 1999
AIM INTERNATIONAL MUTUAL FUNDS
AIM Asia Pacific Growth Fund C Shares 1.00 November 1, 1997
AIM European Growth Fund C Shares 1.00 November 1, 1997
AIM Global Aggressive Growth Fund C Shares 1.00 August 4, 1997
AIM Global Growth Fund C Shares 1.00 August 4, 1997
AIM International Core Equity Fund C Shares 1.00 June 1, 2000
AIM International Growth Fund C Shares 1.00 August 4, 1997
|
04/23/07
Maximum Aggregate
Fund Fee Rate* Plan Calculation Date
---- ----------------- ---------------------
AIM INVESTMENT FUNDS
AIM China Fund C Shares 1.00 March 31, 2006
AIM Developing Markets Fund C Shares 1.00 March 1, 1999
AIM Global Health Care Fund C Shares 1.00 March 1, 1999
AIM International Total Return Fund C Shares 1.00 March 31, 2006
AIM Japan Fund C Shares 1.00 March 31, 2006
AIM LIBOR Alpha Fund C Shares 1.00 March 31, 2006
AIM Trimark Endeavor Fund C Shares 1.00 November 4, 2003
AIM Trimark Fund C Shares 1.00 November 4, 2003
AIM Trimark Small Companies Fund C Shares 1.00 November 4, 2003
AIM INVESTMENT SECURITIES FUNDS
AIM Global Real Estate Fund C Shares 1.00 April 29, 2005
AIM High Yield Fund C Shares 1.00 August 4, 1997
AIM Income Fund C Shares 1.00 August 4, 1997
AIM Intermediate Government Fund C Shares 1.00 August 4, 1997
AIM Money Market Fund C Shares 1.00 August 4, 1997
AIM Municipal Bond Fund C Shares 1.00 August 4, 1997
AIM Real Estate Fund C Shares(1) 1.00 August 4, 1997
AIM Short Term Bond Fund C Shares 1.00 August 30, 2002
AIM Total Return Bond Fund C Shares 1.00 December 31, 2001
AIM SUMMIT FUND C Shares 1.00 October 31, 2005
AIM TAX-EXEMPT FUNDS
AIM High Income Municipal Fund C Shares(1) 1.00 December 22, 1997
|
04/23/07
SCHEDULE "A" TO
RELATED AGREEMENT
Maximum Aggregate
Fund Fee Rate* Plan Calculation Date
---- ----------------- ---------------------
AIM COUNSELOR SERIES TRUST
AIM Floating Rate Fund C Shares 0.75 April 14, 2006
AIM Multi-Sector Fund C Shares 1.00 August 30, 2002
AIM Select Real Estate Income Fund C Shares 1.00 March 12, 2007
AIM Structured Core Fund C Shares 1.00 March 31, 2006
AIM Structured Growth Fund C Shares 1.00 March 31, 2006
AIM Structured Value Fund C Shares 1.00 March 31, 2006
AIM SECTOR FUNDS
AIM Energy Fund C Shares 1.00 June 1, 2000
AIM Financial Services Fund C Shares 1.00 June 1, 2000
AIM Gold & Precious Metals Fund C Shares 1.00 June 1, 2000
AIM Leisure Fund C Shares 1.00 June 1, 2000
AIM Technology Fund C Shares 1.00 June 1, 2000
AIM Utilities Fund C Shares 1.00 September 28, 2001
AIM STOCK FUNDS
AIM Dynamics Fund C Shares 1.00 June 1, 2000
|
ELEVENTH AMENDED AND RESTATED
MULTIPLE CLASS PLAN
OF
THE AIM FAMILY OF FUNDS(R)
1. This Multiple Class Plan (the "Plan") adopted in accordance with Rule 18f-3 under the Act shall govern the terms and conditions under which the Funds may issue separate Classes of Shares representing interests in one or more Portfolios of each Fund.
2. Definitions. As used herein, the terms set forth below shall have the meanings ascribed to them below.
(a) Act -- Investment Company Act of 1940, as amended.
(b) AIM Cash Reserve Shares -- shall mean the AIM Cash Reserve Shares Class of AIM Money Market Fund, a Portfolio of AIM Investment Securities Funds.
(c) CDSC -- contingent deferred sales charge.
(d) CDSC Period -- the period of years following acquisition of Shares during which such Shares may be assessed a CDSC upon redemption.
(e) Class -- a class of Shares of a Fund representing an interest in a Portfolio.
(f) Class A Shares -- shall mean those Shares designated as Class A Shares in the Fund's organizing documents.
(g) Class A3 Shares -- shall mean those Shares designated as Class A3 Shares in the Fund's organizing documents.
(h) Class B Shares -- shall mean those Shares designated as Class B Shares in the Fund's organizing documents.
(i) Class C Shares -- shall mean those Shares designated as Class C Shares in the Fund's organizing documents.
(j) Class P Shares -- shall mean those Shares designated as Class P Shares in the Fund's organizing documents.
(k) Class R Shares -- shall mean those Shares designated as Class R Shares in the Fund's organizing documents.
(l) Distribution Expenses -- expenses incurred in activities which are primarily intended to result in the distribution and sale of Shares as authorized in a Plan of Distribution and/or agreements relating thereto.
(m) Distribution Fee -- a fee paid to the Distributor and/or financial intermediaries for Distribution Expenses.
(n) Distributor -- A I M Distributors, Inc. or Fund Management Company, as applicable.
(o) Fund -- those investment companies advised by A I M Advisors, Inc. which have adopted this Plan.
(p) Institutional Class Shares -- shall mean those Shares designated as Institutional Class Shares in the Fund's organizing documents and representing an interest in a Portfolio distributed by A I M Distributors, Inc. that are offered for sale to institutional customers as may be approved by the Trustees from time to time and as set forth in the Prospectus.
(q) Institutional Money Market Fund Shares -- shall mean those Shares designated as Cash Management Class Shares, Corporate Class Shares, Institutional Class Shares, Personal Investment Class Shares, Private Investment Class Shares, Reserve Class Shares, Resource Class Shares and Sweep Class Shares in the Fund's organizing documents and representing an interest in a Portfolio distributed by Fund Management Company that are offered for sale to institutional customers as may be approved by the Trustees from time to time and as set forth in the Prospectus.
(r) Investor Class Shares -- shall mean those Shares designated as Investor Class Shares in the Fund's organizing documents.
(s) Plan of Distribution -- any plan adopted under Rule 12b-1 under the Act with respect to payment of a Distribution Fee and/or Service Fee.
(t) Portfolio -- a series of the Shares of a Fund constituting a separate investment portfolio of the Fund.
(u) Prospectus -- the then currently effective prospectus and statement of additional information of a Portfolio.
(v) Service Fee -- a fee paid to the Distributor and/or financial intermediaries for the ongoing provision of personal services to Fund shareholders and/or the maintenance of shareholder accounts.
(w) Share -- a share of beneficial interest in a Fund.
(x) Trustees -- the directors or trustees of a Fund.
3. Allocation of Income and Expenses.
(a) Distribution Fees and Service Fees -- Each Class shall bear directly any and all Distribution Fees and/or Service Fees payable by such Class pursuant to a Plan of Distribution adopted by the Fund with respect to such Class.
(b) Transfer Agency and Shareholder Recordkeeping Fees -- Institutional Class Shares -- The Institutional Class Shares shall bear directly the transfer agency fees and expenses and other shareholder recordkeeping fees and expenses incurred with respect to such Class.
(c) Transfer Agency and Shareholder Recordkeeping Fees -- All Shares except Institutional Class Shares -- Each Class of Shares, except Institutional Class Shares, shall bear proportionately the transfer agency fees and expenses and other shareholder recordkeeping fees and expenses incurred with respect to such Classes, based on the relative net assets attributable to each such Class.
(d) Allocation of Other Expenses -- Each Class shall bear proportionately all other expenses incurred by a Portfolio based on the relative net assets attributable to each such Class.
(e) Allocation of Income, Gains and Losses -- Except to the extent provided in the following sentence, each Portfolio will allocate income and realized and unrealized capital gains and losses to a Class based on the relative net assets of each Class. Notwithstanding the foregoing, each Portfolio that declares dividends on a daily basis will allocate income on the basis of settled Shares.
(f) Waiver of Fees and Reimbursement of Expenses -- A Portfolio's adviser, underwriter or any other provider of services to the Portfolio may waive fees payable by, or reimburse expenses of, a Class, to the extent that such fees and expenses are payable, or have been paid, to such provider, and have been allocated solely to that Class as a Class expense. Such provider may also waive fees payable, or reimburse expenses paid, by all Classes in a Portfolio to the extent such fees and expenses have been allocated to such Classes in accordance with relative net assets.
4. Distribution and Servicing Arrangements. The distribution and servicing arrangements identified below will apply for the following Classes offered by a Fund with respect to a Portfolio. The provisions of the Prospectus describing the distribution and servicing arrangements are incorporated herein by this reference.
(a) AIM Cash Reserve Shares. AIM Cash Reserve Shares shall be (i) offered at net asset value, and (ii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
(b) Class A Shares. Class A Shares shall be offered at net asset value plus a front-end sales charge as approved from time to time by the Trustees and set forth in the Prospectus, which sales charge may be reduced or eliminated for certain money market fund shares, for larger purchases, under a combined purchase privilege, under a right of accumulation, under a letter of intent or for certain categories of purchasers as permitted by Section 22(d) of the Act and as set forth in the Prospectus. Class A Shares that are not subject to a front-end sales charge as a result of the foregoing shall be subject to a CDSC for the CDSC Period set forth in Section 5(a) of this Plan if so provided in the Prospectus. The offering price of Shares subject to a front-end sales charge shall be computed in accordance with Rule 22c-1 and Section 22(d) of the Act and the rules and regulations thereunder. Class A Shares shall be subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
(c) Class A3 Shares. Class A3 Shares shall be (i) offered at net asset value, and (ii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
(d) Class B Shares. Class B Shares shall be (i) offered at net asset
value, (ii) subject to a CDSC for the CDSC Period set forth in Section
5(c), (iii) subject to ongoing Service Fees and/or Distribution Fees
approved from time to time by the Trustees and set forth in the
Prospectus, and subject to the exceptions below, (iv) converted to
Class A Shares on or about the end of the month which is no less than
96 months and no more than 97 months after the date in which the
shareholder's order to purchase was accepted, as set forth in the
Prospectus.
Class B Shares of AIM Money Market Fund will convert to AIM Cash Reserve Shares of AIM Money Market Fund.
(e) Class C Shares. Class C Shares shall be (i) offered at net asset value, (ii) subject to a CDSC for the CDSC Period set forth in Section 5(d) if so provided in the Prospectus, and (iii) subject to ongoing Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
(f) Class P Shares. Class P Shares shall be (i) offered at net asset value, and (ii) subject to on-going Service Fees and/or Distribution Fees approved from time to time by the Trustees and set forth in the Prospectus.
(g) Class R Shares. Class R Shares shall be (i) offered at net asset
value, (ii) subject to a CDSC for the CDSC Period set forth in Section
5(f), and (iii) subject to on-going Service Fees and/or Distribution
Fees approved from time to time by the Trustees and set forth in the
Prospectus.
(h) Institutional Class Shares. Institutional Class Shares shall be (i) offered at net asset value and (ii) offered only to certain categories of institutional customers as approved from time to time by the Trustees and as set forth in the Prospectus.
(i) Institutional Money Market Fund Shares. Institutional Money Market Fund Shares shall be (i) offered at net asset value, (ii) offered only to certain categories of institutional customers as approved from time to time by the Trustees and as set forth in the Prospectus, and (iii) may be subject to ongoing Service Fees and/or Distribution Fees as approved from time to time by the Trustees and set forth in the Prospectus.
(j) Investor Class Shares. Investor Class Shares shall be (i) offered at net asset value, (ii) offered only to certain categories of customers as approved from time to time by the Trustees and as set forth in the Prospectus, and (iii) may be subject to ongoing Service Fees and/or Distribution Fees as approved from time to time by the Trustees and set forth in the Prospectus.
5. CDSC. A CDSC shall be imposed upon redemptions of Class A Shares that do not incur a front-end sales charge, and of certain AIM Cash Reserve Shares, Class B Shares, Class C Shares and Class R Shares as follows:
(a) AIM Cash Reserve Shares. AIM Cash Reserve Shares acquired through exchange of Class A Shares of another Portfolio may be subject to a CDSC for the CDSC Period set forth in Section 5(b) of this Plan if so provided in the Prospectus.
(b) Class A Shares. The CDSC Period for Class A Shares that are subject to a CDSC shall be the period set forth in the Fund's Prospectus. The CDSC rate shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by this reference. No CDSC shall be imposed on Class A Shares unless so provided in a Prospectus.
(c) Class B Shares. The CDSC Period for the Class B Shares shall be six years. The CDSC rate for the Class B Shares shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by this reference.
(d) Class C Shares. The CDSC Period for the Class C Shares that are subject to a CDSC shall be one year. The CDSC rate for the Class C Shares that are subject to a CDSC shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by reference.
(e) Class R Shares. The CDSC Period for the Class R Shares that are subject to a CDSC shall be the period set forth in the Prospectus. The CDSC rate for the Class R Shares that are subject to a CDSC shall be as set forth in the Prospectus, the relevant portions of which are incorporated herein by reference.
(f) Method of Calculation. The CDSC shall be assessed on an amount equal to the lesser of the then current market value or the cost of the Shares being redeemed. No CDSC shall be imposed on increases in the net asset value of the Shares being redeemed above the initial purchase price. No CDSC shall be assessed on Shares derived from reinvestment of dividends or capital gains distributions. The order in which Shares are to be redeemed when not all of such Shares would be subject to a CDSC shall be determined by the Distributor in accordance with the provisions of Rule 6c-10 under the Act.
(g) Waiver. The Distributor may in its discretion waive a CDSC otherwise due upon the redemption of Shares on terms disclosed in the Prospectus and, for the Class A Shares and AIM Cash Reserve Shares, as allowed under Rule 6c-10 under the Act.
(h) CDSC Computation. The CDSC payable upon redemption of AIM Cash Reserve Shares, Class A Shares, Class B Shares, Class C Shares, and Class R Shares subject to a CDSC shall be computed in the manner described in the Prospectus.
6. Exchange Privileges. Exchanges of Shares, except for Institutional Money Market Fund Shares, shall be permitted between Funds as follows:
(a) Shares of a Portfolio generally may be exchanged for Shares of the same Class of another Portfolio or where so provided for in the Prospectus, another registered investment company distributed by A I M Distributors, Inc. subject to such exceptions and such terms and limitations as are disclosed in the Prospectus.
(b) Shares of a Portfolio generally may not be exchanged for Shares of a different Class of that Portfolio or another Portfolio or another registered investment company distributed by A I M Distributors, Inc. subject to such exceptions and such terms and limitations as are disclosed in the Prospectus.
(c) Depending upon the Portfolio from which and into which an exchange is being made and when the shares were purchased, shares being acquired in an exchange may be acquired at their offering price, at their net asset value or by paying the difference in sales charges, as disclosed in the Prospectus.
7. Service Fees and Distribution Fees. The Service Fee and Distribution Fee applicable to any Class shall be those set forth in the Prospectus, relevant portions of which are incorporated herein by this reference. All other terms and conditions with respect to Service Fees and Distribution Fees shall be governed by the Plan of Distribution and/or agreements relating thereto adopted by the Fund with respect to such fees and Rule 12b-1 of the Act.
8. Conversion of Class B Shares.
(a) Shares Received upon Reinvestment of Dividends and Distributions -- Shares purchased through the reinvestment of dividends and distributions paid on Shares subject to conversion shall be treated as if held in a separate sub-account. Each time any Shares in a Shareholder's account (other than Shares held in the sub-account) convert to Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund), a proportionate number of Shares held in the sub-account shall also convert to Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund).
(b) Conversions on Basis of Relative Net Asset Value -- All conversions, including the 2006 Class B Share Conversion, shall be effected on the basis of the relative net asset values of the two Classes without the imposition of any sales load or other charge.
(c) Amendments to Plan of Distribution for Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund) -- If any amendment is proposed to the Plan of Distribution under which Service Fees and Distribution Fees are paid with respect to Class A Shares of a Fund (AIM Cash Reserve Shares in the case of AIM Money Market Fund) that would increase materially the amount to be borne by those Class A Shares (AIM Cash Reserve Shares in the case of AIM Money Market Fund), then no Class B Shares shall convert into Class A Shares of that Fund (AIM Cash Reserve Shares in the case of AIM Money Market Fund) until the holders of Class B Shares of that Fund have also approved the proposed amendment. If the holders of such Class B Shares do not approve the proposed amendment, the Trustees of the Fund and the Distributor shall take such action as is necessary to ensure that the Class voting against the amendment shall convert into another Class identical in all material respects to Class A Shares of the Fund (AIM Cash Reserve Shares in the case of AIM Money Market Fund) as constituted prior to the amendment.
9. Effective Date. This Plan shall not take effect until a majority of the Trustees of a Fund, including a majority of the Trustees who are not interested persons of the Fund, shall find that the Plan, as proposed and including the expense allocations, is in the best interests of each Class individually and the Fund as a whole.
10. Amendments. This Plan may not be amended to materially change the provisions of this Plan unless such amendment is approved in the manner specified in Section 10 above.
11. Administration of Plan. This Plan shall be administered in compliance with all applicable provisions of the Act and all applicable rules promulgated under the Act, including but not limited to Rule 18f-3, Rule 6c-10 (with respect to the imposition of CDSCs upon the redemption of Shares) and Rule 11a-3 (with respect to exchange privileges among Shares).
Effective December 12, 2001, as amended and restated: March 4, 2002, July 21, 2003, August 18, 2003, May 12, 2004, February 25, 2005, June 30, 2005 August 4, 2005, December 6, 2005, July 5, 2006, and as further amended and restated December 8, 2006.
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Bob R. Baker ----------------------------------------- Bob R. Baker |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Frank S. Bayley ----------------------------------------- Frank S. Bayley |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ James T. Bunch ----------------------------------------- James T. Bunch |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Bruce L. Crockett ----------------------------------------- Bruce L. Crockett |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Albert R. Dowden ----------------------------------------- Albert R. Dowden |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Jack M. Fields ----------------------------------------- Jack M. Fields |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Martin L. Flanagan ----------------------------------------- Martin L. Flanagan |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Carl Frischling ----------------------------------------- Carl Frischling |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Prema Mathai-Davis ----------------------------------------- Prema Mathai-Davis |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Lewis F. Pennock ----------------------------------------- Lewis F. Pennock |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Ruth H. Quigley ----------------------------------------- Ruth H. Quigley |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Larry Soll ----------------------------------------- Larry Soll |
POWER OF ATTORNEY
I appoint Philip A. Taylor and John M. Zerr, and each of them separately, to act as my attorneys-in-fact and agents, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant Philip A. Taylor and John M. Zerr, and each of them separately, as attorneys-in-fact and agents the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that Philip A. Taylor and/or John M. Zerr lawfully takes as my attorneys-in-fact and agents by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Raymond Stickel, Jr. ----------------------------------------- Raymond Stickel, Jr. |
POWER OF ATTORNEY
I appoint John M. Zerr, to act as my attorney-in-fact and agent, in my capacity as a trustee of the Funds listed below to:
(1) sign on my behalf any and all Registration Statements under the Securities Act of 1933, and the Investment Company Act of 1940, and any pre- and post-effective amendments and supplements to such Registration Statements, and to file the same, including all exhibits to such Registration Statements, and other documents filed in connection with such Registration Statements including prospectuses and statements of additional information included in such Registration Statements and supplements to such prospectuses and statements of additional information, with the Securities and Exchange Commission and any other applicable state and federal regulatory authorities, and
(2) sign any and all applications for exemptive relief from state or federal securities regulations, and amendments to such applications, and to file the same with the applicable regulatory authority,
I grant John M. Zerr, as attorney-in-fact and agent the power of substitution and resubstitution in his name and stead, and the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with the foregoing appointments.
As used in this Power of Attorney, "Funds" shall mean: AIM Core Allocation Portfolio Series, AIM Counselor Series Trust, AIM Equity Funds, AIM Funds Group, AIM Growth Series, AIM International Mutual Funds, AIM Investment Funds, AIM Investment Securities Funds, AIM Sector Funds, AIM Special Opportunities Funds, AIM Stock Funds, AIM Summit Fund, AIM Tax-Exempt Funds, AIM Treasurer's Series Trust, AIM Variable Insurance Funds, Short-Term Investments Trust and Tax-Free Investments Trust, each a Delaware statutory trust.
I ratify and confirm any and all acts that John M. Zerr lawfully takes as my attorney-in-fact and agent by virtue of this appointment.
DATED this 23rd day of April, 2007.
/s/ Philip A. Taylor ----------------------------------------- Philip A. Taylor |