EX-99.(A)(3) 3 a12-24839_1ex99da3.htm EX-99.(A)(3)

Exhibit 99.(a)(3)

 

CREDIT SUISSE ASSET MANAGEMENT INCOME FUND, INC.

ARTICLES SUPPLEMENTARY

 

CREDIT SUISSE ASSET MANAGEMENT INCOME FUND, INC., a Maryland corporation having its principal office in Baltimore City, Maryland, (hereinafter called the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland (the “Department”) that:

 

FIRST:  By Resolution of its Board of Directors on July 27, 2001, the Corporation elected to become subject to the following provisions of Subtitle 8 of Title 3 of the Maryland General Corporation Law (the “MGCL”): Section 3-803, which provides for a classified board of directors of three classes each having a three year term; and Section 3-804 which provides for at least a two-thirds vote of the stockholders for the removal of directors, and then only for cause in accordance with Section 2-406(b)(3) of the MGCL, and vests in the Directors the power to fix the number of directors and to fill vacancies on the board of directors.  In the event of any inconsistency with the charter or bylaws of the Corporation, the aforesaid MGCL provisions will govern.

 

SECOND:  By Resolution of the Board of Directors on July 27, 2001, the Corporation classified its Board of Directors into three classes in accordance with Section 3-803 of the MGCL as follows: Class I Directors shall initially be James S. Pasman, Jr. and William W. Priest, Jr., and shall have an initial term continuing until the annual meeting of stockholders in 2002 and until their successors are elected and qualify; Class II Directors shall initially be Lawrence J. Fox and James P. McCaughan, and shall have an initial term continuing until the annual meeting of stockholders in 2003 and until their successors are elected and qualify; and Class III Director shall initially be Enrique R. Arzac, and shall have an initial term continuing until the annual meeting of stockholders in 2004 and until his successor is elected and qualifies. At each annual meeting of the stockholders of the Corporation, the successors to the class of Directors whose term expires at that meeting shall be elected to hold office for a term continuing until the annual meeting of stockholders held in the third year following the year of their election and until their successors are elected and qualify. The classification set forth above may be changed from time-to-time by vote of the Board of Directors to reflect such matters as increase or decrease in the number of directors and so that each class, to the extent possible, will have the same number of Directors.

 



 

IN WITNESS WHEREOF, Credit Suisse Asset Management Income Fund, Inc. has caused these presents to be signed in its name and on its behalf by its Vice President and witnessed by its Assistant Secretary as of this 27th day of July, 2001, and the undersigned officers acknowledge that these Articles Supplementary are the act of the Corporation, that to the best of their knowledge, information and belief all matters and facts set forth herein relating to the authorization and approval of these Articles are true in all material respects, and that this statement is made under the penalties of perjury.

 

WITNESS:

 

CREDIT SUISSE ASSET MANAGEMENT INCOME FUND, INC.

 

 

 

 

 

 

/s/  Maxine C. Evertz

 

/s/  Michael A. Pignataro

Maxine C. Evertz

 

Michael A. Pignataro

Assistant Secretary

 

Vice President

 

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