EX-99.A.5 4 dex99a5.htm ARTICLES SUPPLEMENTARY Articles Supplementary

EXHIBIT NO. EX-99.a.5

 

DFA INVESTMENT DIMENSIONS GROUP INC.

 

 

ARTICLES SUPPLEMENTARY TO THE CHARTER

 

 

DFA INVESTMENT DIMENSIONS GROUP INC., a Maryland corporation having its principal office in Baltimore, Maryland (hereinafter called the “Corporation”) and registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company, hereby certifies, in accordance with the requirements of Section 2-208 and Section 2-208.1 of the Maryland General Corporation Law, to the State Department of Assessments and Taxation of Maryland that:

 

FIRST:  The Corporation currently has the authority to issue a total of Six Billion (6,000,000,000) shares of stock, with a par value of One Cent ($0.01) per share, having an aggregate par value of Sixty Million Dollars ($60,000,000), all of which shall be considered common stock. The allocation of shares of common stock to each of its thirty-seven existing classes of common stock (each a “Class” and collectively, the “Classes”) is as follows:

 

Class Designation


  

Number of Shares of Common Stock

(par value $0.01 per share)

Allocated


The U.S. Large Company Portfolio Shares

   200,000,000

U.S. Micro Cap Portfolio Shares

   300,000,000

The DFA One-Year Fixed Income Portfolio Shares

   300,000,000

The DFA Five-Year Government Portfolio Shares

   100,000,000

The United Kingdom Small Company Portfolio Shares

   20,000,000

The Japanese Small Company Portfolio Shares

   50,000,000

The Continental Small Company Portfolio Shares

   50,000,000

The DFA Intermediate Government Fixed Income Portfolio Shares

   100,000,000

The DFA Five-Year Global Fixed Income Portfolio Shares

   100,000,000

The Pacific Rim Small Company Portfolio Shares

   50,000,000

The Large Cap International Portfolio Shares

   150,000,000

U.S. Small Cap Portfolio Shares

   100,000,000


Class Designation


  

Number of Shares of Common Stock

(par value $0.01 per share)

Allocated


U.S. Small Cap Value Portfolio Shares

   400,000,000

The U.S. Large Cap Value Portfolio Shares

   200,000,000

The DFA Real Estate Securities Portfolio Shares

   100,000,000

LWAS/DFA International High Book to Market Portfolio Shares

   100,000,000

The Emerging Markets Portfolio Shares

   100,000,000

DFA International Small Cap Value Portfolio Shares

   200,000,000

VA Large Value Portfolio Shares

   50,000,000

VA Global Bond Portfolio Shares

   50,000,000

VA Small Value Portfolio Shares

   50,000,000

VA International Value Portfolio Shares

   50,000,000

VA International Small Portfolio Shares

   50,000,000

The VA Short-Term Fixed Portfolio Shares

   50,000,000

Enhanced U.S. Large Company Portfolio Shares

   100,000,000

DFA Two-Year Global Fixed Income Portfolio Shares

   200,000,000

International Small Company Portfolio Shares

   100,000,000

Emerging Markets Small Cap Portfolio Shares

   100,000,000

U.S. Small XM Value Portfolio Shares

   100,000,000

Emerging Markets Value Portfolio Shares

   100,000,000

Tax-Managed U.S. Small Cap Value Portfolio Shares

   100,000,000

Tax-Managed U.S. Small Cap Portfolio Shares

   100,000,000

Tax-Managed U.S. Marketwide Value Portfolio Shares

   100,000,000

Tax-Managed DFA International Value Portfolio Shares

   100,000,000

Tax-Managed U.S. Equity Portfolio Shares

   100,000,000

 

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Class Designation


  

Number of Shares of Common Stock

(par value $0.01 per share)

Allocated


DFA Short-Term Municipal Bond Portfolio Shares

   100,000,000

Emerging Markets Core Equity Portfolio Shares

   100,000,000

 

In addition, 1,680,000,000 shares of common stock of the Corporation remain unallocated and undesignated.

 

The allocation and classification of shares of common stock of the Corporation to the Class designated as the U.S. Small Cap Value Portfolio Shares into two sub-classes of common stock (each a “Sub-Class,” and collectively, the “Sub-Classes”) is as follows:

 

Sub-Class Designation


  

Number of Shares of Common Stock

(par value $0.01 per share)

Allocated


U.S. Small Cap Value Portfolio Shares–Investor Class

   300,000,000

U.S. Small Cap Value Portfolio Shares–Class R

   100,000,000

 

SECOND:  In accordance with Section 2-105(c) of the Maryland General Corporation Law, and in accordance with and subject to the provisions of Section 2-208.1 of the Maryland General Corporation Law, the Board of Directors of the Corporation has adopted a resolution increasing the total number of shares of stock that the Corporation has authority to issue from Six Billion (6,000,000,000) shares, with a par value of One Cent ($0.01) per share and an aggregate par value of Sixty Million Dollars ($60,000,000), to Ten Billion (10,000,000,000) shares, with a par value of One Cent ($0.01) per share and an aggregate par value of One Hundred Million Dollars ($100,000,000).

 

The Board of Directors of the Corporation also has adopted a resolution classifying and allocating Eight Hundred Fifty Million (850,000,000) shares of the unallocated and unissued common stock of the Corporation, with a par value of One Cent ($0.01) per share, as follows: One Hundred Million (100,000,000) shares were allocated to the class of stock designated “The DFA Five-Year Global Fixed Income Portfolio Shares;” One Hundred Million (100,000,000) shares were allocated to the class of stock designated “U.S. Small Cap Portfolio Shares;” One Hundred Million (100,000,000) shares were allocated to the class of stock designated “International Small Company Portfolio Shares;” One Hundred Million (100,000,000) shares were allocated to the class of stock designated “DFA International Small Cap Value Portfolio Shares;” One Hundred Million (100,000,000) shares were allocated to the sub-class of stock designated the “U.S. Small Cap Value Portfolio Shares—Investor Class” of the class of stock designated “U.S. Small Cap Value Portfolio Shares;” Fifty Million (50,000,000) shares were allocated to the class of stock designated “The United Kingdom Small Company Portfolio Shares;” Fifty Million (50,000,000) shares were allocated to the class of stock designated “The Emerging Markets Portfolio Shares;” Fifty Million (50,000,000) shares were allocated to the class of stock designated “DFA Two-Year Global Fixed Income Portfolio Shares;” Fifty Million (50,000,000) shares were allocated to the class of stock designated “Tax-Managed U.S. Small Cap Value Portfolio Shares;” Fifty Million (50,000,000) shares were allocated to the class of stock designated “Tax-Managed U.S. Marketwide Value Portfolio Shares;” Fifty Million (50,000,000) shares were allocated to the class of stock designated “Tax-Managed DFA International Value Portfolio Shares;” and Fifty Million (50,000,000) shares were allocated to the class of stock designated “The U.S. Large Cap Value Portfolio Shares.”

 

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THIRD:  Following the aforesaid increase in the number of authorized shares of stock of the Corporation and the aforesaid classifications and allocations, the total number of shares of common stock which the Corporation is authorized to issue is Ten Billion (10,000,000,000) shares, with a par value of One Cent ($0.0l) per share and an aggregate par value of One Hundred Million Dollars ($100,000,000), and the allocation of shares to each of the thirty-seven Classes is as follows:

 

Class Designation


  

Number of Shares of Common Stock

(par value $0.01 per share)

Allocated


The U.S. Large Company Portfolio Shares

   200,000,000

U.S. Micro Cap Portfolio Shares

   300,000,000

The DFA One-Year Fixed Income Portfolio Shares

   300,000,000

The DFA Five-Year Government Portfolio Shares

   100,000,000

The United Kingdom Small Company Portfolio Shares

   70,000,000

The Japanese Small Company Portfolio Shares

   50,000,000

The Continental Small Company Portfolio Shares

   50,000,000

The DFA Intermediate Government Fixed Income Portfolio Shares

   100,000,000

The DFA Five-Year Global Fixed Income Portfolio Shares

   200,000,000

The Pacific Rim Small Company Portfolio Shares

   50,000,000

The Large Cap International Portfolio Shares

   150,000,000

U.S. Small Cap Portfolio Shares

   200,000,000

U.S. Small Cap Value Portfolio Shares

   500,000,000

The U.S. Large Cap Value Portfolio Shares

   250,000,000

The DFA Real Estate Securities Portfolio Shares

   100,000,000

LWAS/DFA International High Book to Market Portfolio Shares

   100,000,000

The Emerging Markets Portfolio Shares

   150,000,000

DFA International Small Cap Value Portfolio Shares

   300,000,000

VA Large Value Portfolio Shares

   50,000,000

 

4


Class Designation


  

Number of Shares of Common Stock

(par value $0.01 per share)

Allocated


VA Global Bond Portfolio Shares

   50,000,000

VA Small Value Portfolio Shares

   50,000,000

VA International Value Portfolio Shares

   50,000,000

VA International Small Portfolio Shares

   50,000,000

The VA Short-Term Fixed Portfolio Shares

   50,000,000

Enhanced U.S. Large Company Portfolio Shares

   100,000,000

DFA Two-Year Global Fixed Income Portfolio Shares

   250,000,000

International Small Company Portfolio Shares

   200,000,000

Emerging Markets Small Cap Portfolio Shares

   100,000,000

U.S. Small XM Value Portfolio Shares

   100,000,000

Emerging Markets Value Portfolio Shares

   100,000,000

Tax-Managed U.S. Small Cap Value Portfolio Shares

   150,000,000

Tax-Managed U.S. Small Cap Portfolio Shares

   100,000,000

Tax-Managed U.S. Marketwide Value Portfolio Shares

   150,000,000

Tax-Managed DFA International Value Portfolio Shares

   150,000,000

Tax-Managed U.S. Equity Portfolio Shares

   100,000,000

DFA Short-Term Municipal Bond Portfolio Shares

   100,000,000

Emerging Markets Core Equity Portfolio Shares

   100,000,000

 

In addition, 4,830,000,000 shares of common stock of the Corporation remain unallocated and undesignated.

 

 

5


The allocation and classification of shares of common stock of the Corporation to the Class designated as the U.S. Small Cap Value Portfolio Shares among its two Sub-Classes is as follows:

 

Sub-Class Designation


  

Number of Shares of Common Stock

(par value $0.01 per share)

Allocated


U.S. Small Cap Value Portfolio Shares–Investor Class

   400,000,000

U.S. Small Cap Value Portfolio Shares–Class R

   100,000,000

 

FOURTH:  The additional shares of the classes of stock designated The DFA Five-Year Global Fixed Income Portfolio Shares, the U.S. Small Cap Portfolio Shares, the International Small Company Portfolio Shares, the DFA International Small Cap Value Portfolio Shares, The United Kingdom Small Company Portfolio Shares, The Emerging Markets Portfolio Shares, the DFA Two-Year Global Fixed Income Portfolio Shares, the Tax-Managed U.S. Small Cap Value Portfolio Shares, the Tax-Managed U.S. Marketwide Value Portfolio Shares, the Tax-Managed DFA International Value Portfolio Shares, The U.S. Large Cap Value Portfolio Shares, and the U.S. Small Cap Value Portfolio Shares—Investor Class subclass shall have the same preferences and other rights, voting powers, restrictions, limitations as to dividends, qualifications and terms and conditions of redemption as the existing shares of such Classes or Sub-Class, all as set forth in the charter of the Corporation, and shall be subject to all provisions of the charter relating to shares generally.

 

FIFTH:  The shares aforesaid have been duly classified and allocated by the Board of Directors pursuant to authority contained in the charter of the Corporation.

 

SIXTH:  The undersigned Vice President hereby acknowledges these Articles Supplementary to the Charter to be the corporate act of the Corporation and, as to all matters or facts required to be verified under oath, the undersigned Vice President acknowledges that, to the best of her knowledge, information and belief, these matters and facts are true in all material respects, and that this statement is made under the penalties of perjury.

 

IN WITNESS WHEREOF, the Corporation has caused these Articles to be signed in its name and on its behalf by its Vice President and attested to by its Assistant Secretary on this 4th day of March, 2005.

 

 

ATTEST:

     

DFA INVESTMENT DIMENSIONS GROUP INC.

By:

 

/s/Valerie A. Brown

     

By:

 

/s/ Catherine L. Newell

   
   

Valerie A. Brown

Assistant Secretary

         

Catherine L. Newell

Vice President

   

 

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