EX-99.A20 2 h58211aexv99wa20.htm ARTICLES SUPPLEMENTARY TO RESTATED ARTICLES OF INCORPORATION exv99wa20
Exhibit a(20)
VALIC COMPANY I
Articles Supplementary
as Authorized by
The Maryland General Corporation Law
               VALIC Company I, a Maryland corporation, having its principal office in Baltimore City, Maryland (hereinafter called the “Corporation”), hereby supplements, effective March 10, 2008, its Restated Articles of Incorporation dated December 31, 2001, as amended on June 30, 2003, June 30, 2005, May 26, 2006, October 1, 2007 and December 10, 2007 (“Articles of Incorporation”), to decrease the authorized capital stock of the Corporation in order to remove the Large Cap Growth Fund, which was merged into the Growth Fund (formerly, the VALIC Ultra Fund) and to establish the Real Estate Fund. The Corporation is a registered open-end company under the Investment Company Act of 1940. The decrease in the total number of shares of capital stock that the Corporation has authority to issue for the purpose of adding one new fund has been approved by the Board of Directors in accordance with section 2-105(c) of the Maryland General Corporation Law.
               ARTICLE IV, Section (1) of the Corporation’s Articles of Incorporation currently reads as follows:
  (1)   The total number of shares of stock which the Corporation has authority to issue is twenty-nine billion two-hundred fifty million (29,250,000,000)             shares of capital stock of the par value of $0.01 each, and of the aggregate par value of two hundred ninety-two million five hundred thousand dollars ($292,500,000). These shares shall be issued in the following classes of common stock comprising up to one billion shares each and bearing the following designations, provided, however, that the Board of Directors may increase or decrease any such number of shares:
         
Asset Allocation Fund
     1,000,000,000  
Blue Chip Growth Fund
     750,000,000  
Broad Cap Value Fund
     750,000,000  
Capital Conservation Fund
     1,000,000,000  
Core Equity Fund
     1,000,000,000  
Foreign Value Fund
     750,000,000  
Global Equity Fund
     750,000,000  
Global Strategy Fund
     750,000,000  
Government Securities
     1,000,000,000  
Growth & Income Fund
     1,000,000,000  
Health Sciences Fund
     750,000,000  
Income & Growth Fund
     1,000,000,000  
Inflation Protected Fund
     750,000,000  
International Government Bond Fund
     1,000,000,000  
International Growth Fund
     1,000,000,000  
International Equities Fund
     1,000,000,000  
Large Cap Core Fund
     750,000,000  
Large Cap Growth Fund
     1,000,000,000  
Large Cap Strategic Growth Fund
     750,000,000  
Large Capital Growth Fund
     750,000,000  
Mid Cap Strategic Growth Fund
     750,000,000  
Mid Cap Index Fund
     1,000,000,000  
Money Market 1 Fund
     1,000,000,000  
Nasdaq-100® Index Fund
     1,000,000,000  
Science & Technology Fund
     1,000,000,000  
Small Cap Aggressive Growth Fund
     750,000,000  
Small Cap Fund
     1,000,000,000  
Small Cap Index Fund
     1,000,000,000  
Small Cap Special Values Fund
     750,000,000  
Small Cap Strategic Growth Fund
     750,000,000  

 

 

         
Social Awareness Fund
     1,000,000,000  
Stock Index Fund
     1,000,000,000  
Value Fund
     750,000,000  
The Board of Directors shall have the authority to classify or reclassify and issue authorized stock in such other classes as it may determine, each comprising such number of shares and having such designations, powers, preferences and rights and such qualifications, limitations and restrictions thereof, as may be fixed or determined from time to time by resolution or resolutions providing for the issuance of such stock. The Board of Directors may increase or decrease the number of shares of any class provided that it may not decrease the number of shares of any class below the number of shares thereof then outstanding.
               ARTICLE IV, Section (1) of the Corporation’s Articles of Incorporation is amended to read as follows:
  (1)   The total number of shares of stock which the Corporation has authority to issue is twenty-nine billion (29,000,000,000) shares of capital stock of the par value of $0.01 each, and of the aggregate par value of two hundred ninety million dollars ($290,000,000). These shares shall be issued in the following classes of common stock comprising up to one billion shares each and bearing the following designations, provided, however, that the Board of Directors may increase or decrease any such number of shares:
         
Asset Allocation Fund
     1,000,000,000  
Blue Chip Growth Fund
     750,000,000  
Broad Cap Value Income Fund
     750,000,000  
Capital Conservation Fund
     1,000,000,000  
Core Equity Fund
     1,000,000,000  
Core Value Fund
     1,000,000,000  
Foreign Value Fund
     750,000,000  
Global Equity Fund
     750,000,000  
Global Social Awareness Fund
     1,000,000,000  
Global Strategy Fund
     750,000,000  
Government Securities
     1,000,000,000  
Growth & Income Fund
     1,000,000,000  
Growth Fund
     750,000,000  
Health Sciences Fund
     750,000,000  
Inflation Protected Fund
     750,000,000  
International Government Bond Fund
     1,000,000,000  
International Growth I Fund
     1,000,000,000  
International Equities Fund
     1,000,000,000  
Large Cap Core Fund
     750,000,000  
Large Capital Growth Fund
     750,000,000  
Mid Cap Strategic Growth Fund
     750,000,000  
Mid Cap Index Fund
     1,000,000,000  
Money Market 1 Fund
     1,000,000,000  
Nasdaq-100® Index Fund
     1,000,000,000  
Real Estate Fund
     750,000,000  
Science & Technology Fund
     1,000,000,000  
Small Cap Aggressive Growth Fund
     750,000,000  
Small Cap Fund
     1,000,000,000  
Small Cap Index Fund
     1,000,000,000  
Small Cap Special Values Fund
     750,000,000  
Small-Mid Growth Fund
     750,000,000  
Stock Index Fund
     1,000,000,000  
Value Fund
     750,000,000  

1

 

The Board of Directors shall have the authority to classify or reclassify and issue authorized stock in such other classes as it may determine, each comprising such number of shares and having such designations, powers, preferences and rights and such qualifications, limitations and restrictions thereof, as may be fixed or determined from time to time by resolution or resolutions providing for the issuance of such stock. The Board of Directors may increase or decrease the number of shares of any class provided that it may not decrease the number of shares of any class below the number of shares thereof then outstanding.
     IN WITNESS WHEREOF, VALIC Company I has caused this Articles Supplementary to be signed in its name and on its behalf by its Vice President on this 20th day of February 2008. Under penalties of perjury, the matters and facts set forth herein are true in all material respects.
         
  VALIC COMPANY I

Acknowledgement:
 		  
  By:   /s/ Nori L. Gabert    
    Nori L. Gabert, Vice President   
       
 
ATTEST:
         
By:
  /s/ Mark Matthes
 
Mark Matthes, Assistant Secretary 		   

2