EX-99.A3 5 c27234_ex99a3.txt Exhibit 99.(a)(3) ARTICLES OF AMENDMENT THE LAZARD FUNDS, INC., a Maryland corporation having its principal office in the State of Maryland in Baltimore City, Maryland (hereinafter called the "Corporation"), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The charter of the Corporation is hereby amended by redesignating the issued and unissued shares of Retail Common Stock of each of its Portfolios as Open Common Stock of the respective Portfolios, as follows:
Old Designation New Designation --------------- --------------- Lazard Bantam Value Portfolio - Retail Common Stock Lazard Bantam Value Portfolio - Open Common Stock Lazard Bond Portfolio - Retail Common Stock Lazard Bond Portfolio - Open Common Stock Lazard Emerging Markets Portfolio - Retail Common Lazard Emerging Markets Portfolio - Open Common Stock Stock Lazard Emerging World Funds Portfolio - Retail Common Lazard Emerging World Funds Portfolio - Open Common Stock Stock Lazard Equity Portfolio - Retail Common Stock Lazard Equity Portfolio - Open Common Stock Lazard Global Equity Portfolio - Retail Common Stock Lazard Global Equity Portfolio - Open Common Stock Lazard International Equity Portfolio - Retail Common Lazard International Equity Portfolio - Open Common Stock Stock Lazard International Fixed-Income Portfolio - Retail Lazard International Fixed-Income Portfolio - Open Common Stock Common Stock Lazard International Small Cap Portfolio - Retail Lazard International Small Cap Portfolio - Open Common Common Stock Stock Lazard Small Cap Portfolio - Retail Common Stock Lazard Small Cap Portfolio - Open Common Stock Lazard Strategic Yield Portfolio - Retail Common Stock Lazard Strategic Yield Portfolio - Open Common Stock
SECOND: The foregoing amendment to the charter of the Corporation was approved by a majority of the entire Board of Directors; the foregoing amendment is limited to a change expressly permitted by Section 2-605 of Title II of Subtitle 6 of the Maryland General Corporation Law to be made without action by the stockholders of the Corporation; and the Corporation is registered as an open-end investment company under the Investment Company Act of 1940, as amended. IN WITNESS WHEREOF, The Lazard Funds, Inc. has caused these presents to be signed in its name and on its behalf by its duly authorized officer who acknowledges that these Articles of Amendment are the act of the Corporation, that to the best of his 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. THE LAZARD FUNDS, INC. By: /s/ Norman Eig ----------------- Norman Eig President WITNESS: /s/ William G. Butterly, III ----------------------------- William G. Butterly, III Secretary -2-