EX-99.I 2 a11-27798_1ex99di.htm EX-99.I

Exhibit 99.I

 

 

 

 

BEIJING
BRUSSELS
CENTURY CITY
HONG KONG
LONDON
NEWPORT BEACH
NEW YORK

400 South Hope Street
Los Angeles, California 90071-2899

 

TELEPHONE (213) 430-6000
FACSIMILE (213) 430-6407
www.omm.com

SAN FRANCISCO
SHANGHAI
SILICON VALLEY
SINGAPORE
TOKYO
WASHINGTON, D.C.

 

December 1, 2011

 

FPA Funds Trust

11400 West Olympic Blvd.

Suite 1200

Los Angeles, CA 90064

 

Dear Ladies and Gentlemen:

 

At your request, we have examined your Registration Statement on Form N-1A and the related Post-Effective Amendment No. 62 filed by you (the “Trust”) with the Securities and Exchange Commission in connection with the registration under the Securities Act of 1933, as amended, of an unlimited number of shares of beneficial interest, no par value, of FPA International Value Fund (the “Fund”), a Sub-Trust of FPA Funds Trust (the “Shares”).  For purposes of this opinion, we have also reviewed the following documents: (i) a copy of the Agreement and Declaration of Trust of the Trust and all supplements to, and amendments or restatements thereof (the “Trust Agreement”), (ii) a copy of the Certificate of Trust of the Trust as amended by all Certificates of Amendment or other supplements thereto, (iii) a copy of the By-laws of the Trust and all supplements to, and amendments or restatements thereof, (iv) a copy of the Certificate of Designation of the Trust establishing the Fund and setting forth the establishment and designation of the relative rights and preferences of the Shares and (v) the Resolutions of the Board of Trustees of the Trust relating to the authorization, issuance and sale of the Shares.  We are familiar with the proceedings you have taken in connection with the authorization, issuance and sale of the Shares.

 

Based solely upon a review of your above mentioned records, the completeness and accuracy of which have been certified to us by you, which certification we have relied upon without any investigation with respect to the truth and accuracy thereof, and upon our knowledge of your activities, it is our opinion that the Shares upon issuance and sale in the manner described in the Registration Statement will constitute validly issued units of beneficial interest of the Fund which, under the Trust’s Trust Agreement, are deemed to be fully paid and nonassessable.

 

We consent to the filing of this opinion as an exhibit to the Registration Statement.

 

 

 

Respectfully submitted,