EX-99.(A)(12) 3 a08-22096_1ex99da12.htm EX-99.(A)(12)

Exhibit 99.(a)(12)

 

CERTIFICATE

 

The undersigned hereby certifies that she is the Secretary of Morgan Stanley Variable Investment Series (the “Trust”), an unincorporated business trust organized under the laws of the Commonwealth of Massachusetts, that annexed hereto is an Amendment to the Declaration of Trust of the Trust adopted by the Trustees of the Trust on October 14, 2004, as provided in Section 9.3 of the said Declaration, said Amendment to take effect on December 30, 2004, and I do hereby further certify that such amendment has not been amended and is on the date hereof in full force and effect.

 

Dated this 23rd day of December, 2004.

 

 

 

/s/ Mary E. Mullin

 

 

Mary E. Mullin

 

 

Secretary

 


 

AMENDMENT

 

Dated:

 

December 23, 2004

 

 

 

To be Effective:

 

December 30, 2004

 

TO

 

MORGAN STANLEY VARIABLE INVESTMENT SERIES

 

DECLARATION OF TRUST

 

DATED

 

FEBRUARY 24, 1983

 


 

Amendment dated October 14, 2004 to the Declaration of Trust (the “Declaration”) of Morgan Stanley Variable Investment Series (the “Trust”) dated February 24, 1983.

 

WHEREAS, the Trust was established by the Declaration on the date hereinabove set forth under the laws of the Commonwealth of Massachusetts; and

 

WHEREAS, the Trustees of the Trust have deemed it advisable to change the name of the European Growth Portfolio of the Trust to the “European Equity Portfolio,” such change to be effective on December 30, 2004;

 

NOW, THEREFORE:

 

1.               The Declaration is hereby amended so that the European Growth Portfolio is hereby designated the “European Equity Portfolio.”

 

2.               The Trustees of the Trust hereby reaffirm the Declaration, as amended, in all respects.

 

3.               This Amendment may be executed in more than one counterpart, each of which shall be deemed an original, but all of which together shall constitute one and the same document.

 


 

[executed in counterparts]

 

IN WITNESS WHEREOF, the undersigned, the Directors of the Trust, have executed this instrument this 23rd day of December, 2004.

 

/s/ Michael Bozic

 

/s/ Charles A. Fiumefreddo

Michael Bozic, as Director

 

Charles A. Fiumefreddo, as Director

and not individually

 

and not individually

c/o Kramer Levin Naftalis

 

c/o Morgan Stanley Trust

& Frankel LLP

 

Harborside Financial Center,

Counsel to the Independent

 

Plaza Two

Directors

 

Jersey City, NJ

919 Third Avenue

 

 

New York, NY

 

 

 

 

 

 

 

 

/s/ Edwin J. Garn

 

/s/ Wayne E. Hedien

Edwin J. Garn, as Director

 

Wayne E. Hedien, as Director

and not individually

 

and not individually

c/o Summit Ventures LLC

 

c/o Kramer Levin Naftalis & Frankel LLP

One Utah Center

 

Counsel to the Independent Directors

201 South Main Street

 

919 Third Avenue

Salt Lake City, UT

 

New York, NY

 

 

 

 

 

 

/s/ James F. Higgins

 

/s/ Manuel H. Johnson

James F. Higgins, as Director

 

Dr. Manuel H. Johnson, as Director

and not individually

 

and not individually

c/o Morgan Stanley Trust

 

c/o Johnson Smick International, Inc.

Harborside Financial Center

 

2099 Pennsylvania Avenue, N.W.

Plaza Two

 

Suite 950

Jersey City, NJ

 

Washington, D.C.

 

 

 

 

 

 

/s/ Joseph J. Kearns

 

/s/ Michael E. Nugent

Joseph J. Kearns, as Director

 

Michael E. Nugent, as Director

and not individually

 

and not individually

c/o Kearns & Associates LLC

 

c/o Triumph Capital, L.P.

23852 Pacific Coast Highway

 

445 Park Avenue

Malibu, CA

 

New York, NY

 

 

 

 

 

 

/s/ Fergus Reid

 

 

Fergus Reid, as Director

 

 

and not individually

 

 

c/o Lumelite Plastics Corporation

 

 

85 Charles Colman Blvd.

 

 

Pawling, NY