<PAGE> 1
As filed with the Securities and Exchange Commission on June 6, 1995
1933 Act Registration No. 2-25469
1940 Act Registration No. 811-1424
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 X
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Pre-Effective Amendment No.
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Post-Effective Amendment No. 46 X
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and/or
REGISTRATION STATEMENT UNDER THE
INVESTMENT COMPANY ACT OF 1940
Amendment No. 46 X
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(Check appropriate box or boxes.)
AIM EQUITY FUNDS, INC.
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(Exact Name of Registrant as Specified in Charter)
11 Greenway Plaza, Suite 1919, Houston, TX 77046
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(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code (713) 626-1919
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Charles T. Bauer
11 Greenway Plaza, Suite 1919, Houston, TX 77046
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(Name and Address of Agent for Service)
Copy to:
Ofelia M. Mayo, Esquire Martha J. Hays, Esquire
A I M Advisors, Inc. Ballard Spahr Andrews & Ingersoll
11 Greenway Plaza, Suite 1919 1735 Market Street, 51st Floor
Houston, Texas 77046-1173 Philadelphia, Pennsylvania 19103-7599
Approximate Date of Proposed Public Offering: June 15, 1995
It is proposed that this filing will become effective (check appropriate box)
immediately upon filing pursuant to paragraph (b)
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X on June 15, 1995 pursuant to paragraph (b)
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60 days after filing pursuant to paragraph (a)(1)
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on (date) pursuant to paragraph (a)(1)
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75 days after filing pursuant to paragraph (a)(2)
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on (date) pursuant to paragraph (a)(2) of rule 485.
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(continued on next page)
<PAGE> 2
If appropriate, check the following box:
------ this post-effective amendment designates a new effective date
for a previously filed post-effective amendment.
Registrant continues its election to register an indefinite number of its
shares of Common Stock pursuant to Rule 24f-2 under the Investment Company Act
of 1940 and accordingly, filed its Rule 24f-2 Notice for the fiscal year ended
October 31, 1994, on December 20, 1994.
<PAGE> 3
CROSS REFERENCE SHEET
(AS REQUIRED BY RULE 495)
<TABLE>
<CAPTION>
N-1A RETAIL CLASSES
ITEM NO. PROSPECTUS LOCATION
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AIM CHARTER FUND
AIM WEINGARTEN FUND
AIM CONSTELLATION FUND
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PART A
Item 1. Cover Page . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Cover Page
Item 2. Synopsis . . . . . . . . . . . . . . . . . . . . . . . . . Summary; Table of Fees and Expenses
Item 3. Condensed Financial Information . . . . . . . . . . . . . . . Financial Highlights; Performance
Item 4. General Description of Registrant . . . . . . . . . . . . . . . . . . . . Cover Page; Summary;
Investment Programs;
Organization of the Company; General Information
Item 5. Management of the Fund . . . . . . . . . . . . . . . . . . . Management; Financial Highlights;
General Information
Item 5a. Management's Discussion of Fund Performance . . . . . . . . . . . . [included in annual report]
Item 6. Capital Stock and Other Securities . . . . . . . . . . . . . . . . . . . . Summary; Dividends,
Distributions and Tax Matters; Terms
and Conditions of Purchases of the
AIM Funds; Managment - Distribution Plans;
Organization of the Company; General Information
Item 7. Purchase of Securities Being Offered . . . . . . . . . . . . How to Purchase Shares; Terms and
Conditions of Purchase of the AIM Funds;
Exchange Privilege; Table of Fees and Expenses;
Management; Special Plans;
Determination of Net Asset Value
Item 8. Redemption or Repurchase . . . . . . . . . . . . . . . . . . . . . . . . How to Redeem Shares
Item 9. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Not Applicable
AIM AGGRESSIVE GROWTH FUND
PART A
Item 1. Cover Page . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Cover Page
Item 2. Synopsis . . . . . . . . . . . . . . . . . . . . . . . . . Summary; Table of Fees and Expenses
Item 3. Condensed Financial Information . . . . . . . . . . . . . . . Financial Highlights; Performance
Item 4. General Description of Registrant . . . . . . . . . . . . . . . . . . . . Cover Page; Summary;
Investment Program; Organization of
the Company; General Information
Item 5. Management of the Fund . . . . . . . . . . . . . . . . . . . Management; Financial Highlights;
General Information
Item 5a. Management's Discussion of Fund Performance . . . . . . . . . . . . [included in annual report]
Item 6. Capital Stock and Other Securities . . . . . . . . . . . . . . . . . . . . Summary; Dividends,
Distributions and Tax Matters;
Organization of the Company; General Information
Item 7. Purchase of Securities Being Offered . . . . . . . . . . . . How to Purchase Shares; Terms and
Conditions of Purchase of the AIM Funds;
Exchange Privilege; Table of Fees and Expenses;
Management; Special Plans;
Determination of Net Asset Value
Item 8. Redemption or Repurchase . . . . . . . . . . . . . . . . . . . . . . . . How to Redeem Shares
Item 9. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Not Applicable
</TABLE>
<PAGE> 4
<TABLE>
<CAPTION>
RETAIL CLASSES
STATEMENT OF ADDITIONAL INFORMATION LOCATION
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PART B
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Item 10. Cover Page . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Cover Page
Item 11. Table of Contents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Table of Contents
Item 12. General Information and History . . . . . . . . . . . . . . . . . . . . . . General Information
About the Funds
Item 13. Investment Objectives and Policies . . . . . . . . . . . . . . . . . Investment Objectives and
Policies; Portfolio Transactions
and Brokerage; Investment Restrictions
Item 14. Management of the Registrant . . . . . . . . . . . . . . . . . . . . . . . . . . . Management
Item 15. Control Persons and Principal
Holders of Securities . . . . . . . . . . . . . . . . . . . . . . . . Miscellaneous Information
Item 16. Investment Advisory and
Other Services . . . . . . . . . . . . . . . . . . . . Management; The Distribution Plans; The
Distributor; Miscellaneous Information
Item 17. Brokerage Allocation . . . . . . . . . . . . . . . . . . . . . . . . . Portfolio Transactions
and Brokerage
Item 18. Capital Stock and
Other Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . General Information
About the Funds
Item 19. Purchase, Redemption and Pricing of
Securities Being Offered . . . . . . . . . . . . . . . . . How to Purchase and Redeem Shares;
The Distributor; Net Asset Value Determination
Item 20. Tax Status . . . . . . . . . . . . . . . . . . . . . Dividends, Distributions, and Tax Matters
Item 21. Underwriters . . . . . . . . . . . . . . . . . . . . . The Distribution Plans; The Distributor
Item 22. Calculation of Performance Data . . . . . . . . . . . . . . . . . . . . . . . . . . Performance
Item 23. Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . Financial Statements
</TABLE>
<TABLE>
<CAPTION>
INSTITUTIONAL CLASSES
PROSPECTUS LOCATION
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PART A
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Item 1. Cover Page . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Cover Page
Item 2. Synopsis . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Summary; Table of Fees and
Expenses
Item 3. Condensed Financial Information . . . . . . . . . . . . . . . . . . . . . Financial Highlights
Item 4. General Description of Registrant . . . . . . . . . . Cover Page; Summary; Investment Programs;
Organization of the Company; General Information
Item 5. Management of the Fund . . . . . . . . . . . . . . . . . . . . Management; General Information
Item 6. Capital Stock and Other Securities . . . . . . . . . . . . . . . . . . . . Summary; Dividends,
Distributions and Tax Matters; General Information
Item 7. Purchase of Securities Being Offered . . . . . . . . . . . . Purchase of Shares; Determination
of Net Asset Value
Item 8. Redemption or Repurchase . . . . . . . . . . . . . . . . . . . . . . . . Redemption of Shares
Item 9. Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Not Applicable
</TABLE>
<PAGE> 5
<TABLE>
<CAPTION>
INSTITUTIONAL CLASSES
STATEMENT OF ADDITIONAL INFORMATION LOCATION
--------------------------------------------
PART B
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Item 10. Cover Page . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Cover Page
Item 11. Table of Contents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Table of Contents
Item 12. General Information and History . . . . . . . . . . . . . . General Information About the Funds
Item 13. Investment Objectives and Policies . . . . . . . . . . . . . . . . . . Investment Programs and
Restrictions; Portfolio Transactions and
Brokerage; Investment Restrictions
Item 14. Management of the Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Management
Item 15. Control Persons and Principal Holders
of Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . Miscellaneous Information
Item 16. Investment Advisory and Other ServicesManagement
Item 17. Brokerage Allocation . . . . . . . . . . . . . . . . . . Portfolio Transactions and Brokerage
Item 18. Capital Stock and Other Securities . . . . . . . . . . . . General Information About the Funds
Item 19. Purchase, Redemption and
Pricing of Securities Being Offered . . . . . . . . . . . . . . . . . Purchases and Redemptions
Item 20. Tax Status . . . . . . . . . . . . . . . . . . . . . Dividends, Distributions, and Tax Matters
Item 21. Underwriters . . . . . . . . . . . . . . . . . . . . . . . . . . . . Purchases and Redemptions
Item 22. Calculation of Performance Data . . . . . . . . . . . . . . . . . . . . . . . . . . Performance
Item 23. Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . Financial Statements
</TABLE>
PART C
Information required to be included in Part C is set forth under the
appropriate item, so numbered, in Part C to this Registration
Statement.
Part A (Prospectus) and Part B (Statement of Additional Information) of
Post-Effective Amendment No. 45 are hereby incorporated by reference into
Post-Effective Amendment No. 46 as if fully set forth herein.
<PAGE> 6
PART C
OTHER INFORMATION
Item 24 (a) Financial Statements:
1. AIM Charter Fund - Retail Class
In Part A:
Financial Highlights
In Part B:
(1) Independent Auditors' Report
(2) Financial Statements as of October 31, 1994 (audited)
In Part C:
None
2. AIM Charter Fund - Institutional Class
In Part A:
Financial Highlights
In Part B:
(1) Independent Auditors' Report
(2) Financial Statements as of October 31, 1994 (audited)
In Part C:
None
3. AIM Weingarten Fund - Retail Class
In Part A:
Financial Highlights
In Part B:
(1) Independent Auditors' Report
(2) Financial Statements as of October 31, 1994 (audited)
In Part C:
None
4. AIM Weingarten Fund - Institutional Class
In Part A:
Financial Highlights
In Part B:
(1) Independent Auditors' Report
(2) Financial Statements as of October 31, 1994 (audited)
In Part C:
None
<PAGE> 7
5. AIM Constellation Fund - Retail Class
In Part A:
Financial Highlights
In Part B:
(1) Independent Auditors' Report
(2) Financial Statements as of October 31, 1994 (audited)
In Part C:
None
6. AIM Constellation Fund - Institutional Class
In Part A:
Financial Highlights
In Part B:
(1) Independent Auditor's Report
(2) Financial Statements as of October 31, 1994 (audited)
In Part C:
None
7. AIM Aggressive Growth Fund
In Part A:
Financial Highlights
In Part B:
(1) Independent Auditor's Report
(2) Financial Statements as of October 31, 1994 (audited)
In Part C:
None
(b) Exhibits
<TABLE>
<CAPTION>
Exhibit
Number Description
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(1) (a) - Form of Articles Supplementary was filed as an Exhibit to Post-Effective Amendment No. 45 on April 12,
1995, and is hereby incorporated by reference.
(b) - Form of Articles of Amendment was filed as an Exhibit to Post-Effective Amendment No. 45 on April 12,
1995, and is hereby incorporated by reference.
(c) - Articles Supplementary, as filed with the State of Maryland on October 8, 1993, were filed as an
Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and are hereby incorporated by
reference.
</TABLE>
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<TABLE>
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(d) - Articles Supplementary, as filed with the State of Maryland on December 23, 1991, were filed as an
Exhibit to Post-Effective Amendment No. 40 on February 26, 1992, and are hereby incorporated by
reference.
(e) - Articles Supplementary, as filed with the State of Maryland on March 27, 1991, were filed as an Exhibit
to Post-Effective Amendment No. 40 on February 26, 1992, and are hereby incorporated by reference.
(f) - Articles of Incorporation of Registrant, as filed with the State of Maryland on May 20, 1988, were
filed as an Exhibit to Post-Effective Amendment No. 34 on June 13, 1988, and are hereby incorporated by
reference.
(2) (a) - Second Amendment, dated September 28, 1994, to Amended and Restated By-Laws was filed as an Exhibit to
Post-Effective Amendment No. 44 on February 24, 1995, and is hereby incorporated by reference.
(b) - First Amendment, dated April 22, 1991, to Amended and Restated By-Laws was filed as an Exhibit to
Post-Effective Amendment No. 40 on February 26, 1992, and is hereby incorporated by reference.
(c) - Amended and Restated By-Laws of the Registrant were filed as an Exhibit to Post-Effective Amendment
No. 37 on February 28, 1990, and are hereby incorporated by reference.
(d) - By-Laws of the Registrant were filed as an Exhibit to Post-Effective Amendment No. 34 on June 13, 1988.
(3) - None.
(4) (a) - Forms of specimen certificates for shares of common stock of Registrant's AIM Aggressive Growth Fund
and the Retail Classes were filed as an Exhibit to Post-Effective Amendment No. 44 on February 24,
1995, and are hereby incorporated by reference.
(b) - Form of specimen certificate for shares of common stock of Registrant's AIM Aggressive Growth Fund was
filed as an Exhibit to Post-Effective Amendment No. 42 on August 16, 1993.
(c) - Forms of specimen certificates for shares of common stock of Registrant's Institutional Classes were
filed as an Exhibit to Post-Effective Amendment No. 39 on March 1, 1991, and are hereby incorporated by
reference.
(d) - Forms of specimen certificates for shares of common stock of Registrant's Retail Classes were filed as
an Exhibit to Post-Effective Amendment No. 34 on June 13, 1988.
(5) (a) - (1) Amendment No. 1, dated November 14, 1994, to the Master Investment Advisory Agreement, dated
October 18, 1993, between Registrant and A I M Advisors, Inc. was filed as an Exhibit to Post-Effective
Amendment No. 44 on February 24, 1995, and is hereby incorporated by reference.
</TABLE>
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<TABLE>
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(2) Master Investment Advisory Agreement, dated October 18, 1993, between Registrant and A I M
Advisors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and
is hereby incorporated by reference.
(3) Investment Advisory Agreement, dated August 6, 1993, between Registrant's AIM Aggressive Growth
Fund and A I M Advisors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February
28, 1994, and is hereby incorporated by reference.
(4) Investment Advisory Agreement, dated September 30, 1988, between Registrant and A I M Advisors,
Inc., was filed as an Exhibit to Post-Effective Amendment No. 38 on February 28, 1991.
(b) - (1) Master Sub-Advisory Agreement, dated October 18, 1993, between Registrant, A I M Advisors, Inc.
and A I M Capital Management, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on
February 28, 1994, and is hereby incorporated by reference.
(2) Sub-Advisory Agreement, dated September 30, 1988, between Registrant, A I M Advisors, Inc. and
A I M Capital Management, Inc., was filed as an Exhibit to Post-Effective Amendment No. 38 on
February 28, 1991.
(6) (a) - Form of Master Distribution Agreement was filed as an Exhibit to Post-Effective Amendment No. 45 on
April 12, 1995, and is hereby incorporated by reference.
(b) - Master Distribution Agreement, dated October 18, 1993, between Registrant and Fund Management Company,
was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and is hereby
incorporated by reference.
(c) - Master Distribution Agreement, dated October 18, 1993, between Registrant and A I M Distributors, Inc.
was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and is hereby
incorporated by reference.
(d) - Distribution Agreement, dated August 6, 1993, between Registrant's AIM Aggressive Growth Fund and A I M
Distributor, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and
is hereby incorporated by reference.
(e) - Distribution Agreement, dated March 15, 1991, between Registrant and Fund Management Company, was filed
as an Exhibit to Post-Effective Amendment No. 39 on March 1, 1991.
(f) - Distribution Agreement, dated May 24, 1988, between Registrant and A I M Distributors, Inc., was filed
as an Exhibit to Post-Effective Amendment No. 38 on February 28, 1991.
(7) (a) - Retirement Plan for Registrant's Non-Affiliated Directors was filed as an Exhibit to Post-Effective
Amendment No. 44 on February 24, 1995, and is hereby incorporated by reference.
(b) - Form of Deferred Compensation Agreement for Registrant's Non-Affiliated Directors was filed as an
Exhibit to Post-Effective Amendment No. 44 on February 24, 1995, and is hereby incorporated by
reference.
</TABLE>
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<TABLE>
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(8) (a) - Custodian Contract, dated October 1, 1992, between Registrant and State Street Bank and Trust Company,
was filed as an Exhibit to Post-Effective Amendment No. 41 on February 26, 1993 and is hereby
incorporated by reference.
(b) - Subcustodian Agreement, dated September 9, 1994, between Registrant, Texas Commerce Bank National
Association, State Street Bank and Trust Company and A I M Fund Services, Inc., was filed as an Exhibit
to Post-Effective Amendment No. 44 on February 24, 1995, and is hereby incorporated by reference.
(9) (a) - (1) Transfer Agency and Service Agreement, dated November 1, 1994, between Registrant and A I M Fund
Services, Inc. was filed as an Exhibit to Post-Effective Amendment No. 44 on February 24, 1995, and is
hereby incorporated by reference.
(2) Amendment No. 3, dated April 1, 1994, to the Transfer Agency and Registrar Agreement dated May 15,
1992, as amended, between Registrant and The Shareholder Services Group, Inc. was filed as an Exhibit
to Post-Effective Amendment No. 44 on February 24, 1995, and is hereby incorporated by referece.
(3) Amendment No. 2, dated October 15, 1993, to the Transfer Agency and Registrar Agreement dated May
15, 1992, as amended, between Registrant and The Shareholder Services Group, Inc. was filed as an
Exhibit to Post-Effective Amendment No. 44 on February 24, 1995, and is hereby incorporated by
reference.
(4) Transfer Agency and Service Agreement, dated July 6, 1992, between State Street Bank and Trust
Company and Registrant with respect to the Institutional Classes, was filed as an Exhibit to
Post-Effective Amendment No. 41 on February 26, 1993 and is hereby incorporated by reference.
(5) Transfer Agency and Registrar Agreement, dated May 15, 1992, as amended as of May 15, 1992, between
The Shareholder Services Group, Inc. and Registrant with respect to the Retail Classes, was filed as an
Exhibit to Post-Effective Amendment No. 41 on February 26, 1993 and is hereby incorporated by
reference.
(6) Transfer Agency Agreement, dated May 15, 1989, between Registrant and TBC Shareholder Services,
Inc. was filed as an Exhibit to Post-Effective Amendment No. 37 on February 28, 1990.
(b) - (1) Remote Access and Related Services Agreement, dated December 23, 1994, between Registrant and The
Shareholder Services Group, Inc. was filed as an Exhibit to Post-Effective Amendment No. 44 on February
24, 1995, and is hereby incorporated by reference.
(2) Shareholder Sub-Accounting Services Agreement between the Registrant, The Shareholder Services
Group, Inc., Financial Data Services Inc. and Merrill Lynch, Pierce, Fenner & Smith Inc., dated July 1,
1990, was filed as an Exhibit to Post-Effective Amendment No. 40 on February 26, 1992, and is hereby
incorporated by reference.
(c) - (1) Agreement and Plan of Merger, dated September 30, 1988, was filed as an Exhibit to Post-Effective
Amendment No. 35 on September 30, 1988, and is hereby incorporated by reference.
</TABLE>
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<TABLE>
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(2) Articles of Merger, dated September 30, 1988, was filed as an Exhibit to Post-Effective Amendment
No. 35 on September 30, 1988, and is hereby incorporated by reference.
(d) - (1) Amendment No. 3, dated September 16, 1994, to the Administrative Services Agreement, dated October
18, 1993, between A I M Advisors, Inc. and A I M Fund Services, Inc. was filed as an Exhibit to Post-
Effective Amendment No. 44 on February 24, 1995, and is hereby incorporated by reference.
(2) Administrative Services Agreement, dated September 16, 1994, between A I M Advisors, Inc. and A I M
Institutional Fund Services, Inc. on behalf of the Institutional Classes, was filed as an Exhibit to
Post-Effective Amendment No. 44 on February 24, 1995, and is hereby incorporated by reference.
(3) Amendment No. 2, dated July 1, 1994, to the Administrative Services Agreement, dated October 18,
1993, between A I M Advisors, Inc. and A I M Fund Services, Inc. was filed as an Exhibit to Post-
Effective Amendment No. 44 on February 24, 1995, and is hereby incorporated by reference.
(4) Amendment No. 1, dated May 11, 1994, to the Administrative Services Agreement, dated October 18,
1993, between A I M Advisors, Inc. and A I M Fund Services, Inc. was filed as an Exhibit to Post-
Effective Amendment No. 44 on February 24, 1995, and is hereby incorporated by reference.
(5) Administrative Services Agreement, dated October 18, 1993, by and between A I M Advisors, Inc. and
A I M Fund Services, Inc. on behalf of the Retail Classes was filed as an Exhibit to Post-Effective
Amendment No. 43 on February 28, 1994, and is hereby incorporated by reference.
(6) Master Administrative Services Agreement, dated October 18, 1993, between Registrant and A I M
Advisors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994, and is
hereby incorporated by reference.
(7) Administrative Services Agreement, dated August 6, 1993, between Registrant's AIM Aggressive Growth
Fund and A I M Advisors, Inc., was filed as an Exhibit to Post-Effective Amendment No. 43 on February
28, 1994, and is hereby incorporated by reference.
(8) Administrative Services Agreement, dated June 11, 1989, between Registrant and A I M Advisors,
Inc., was filed as an Exhibit to Post-Effective Amendment No. 37 on February 28, 1990.
(10) (a) - Opinion of Ballard Spahr Andrews & Ingersoll was filed as an Exhibit to Registrant's Rule 24f-2 Notice
for the fiscal year ending October 31, 1994.
(b) - Consent of Ballard Spahr Andrews & Ingersoll was filed as an Exhibit to Post-Effective Amendment No. 45
on April 12, 1995, and is hereby incorporated by reference.
(11) (a) - Consent of KPMG Peat Marwick LLP was filed as an Exhibit to Post-Effective Amendment No. 45 on April
12, 1995, and is hereby incorporated by reference.
(b) - Consent of Tait, Weller & Baker was filed as an Exhibit to Post-Effective Amendment No. 45 on April 12,
1995, and is hereby incorporated by reference.
</TABLE>
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<PAGE> 12
<TABLE>
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(c) - Consent of Price Waterhouse LLP was filed as an Exhibit to Post-Effective Amendment No. 45 on April 12,
1995, and is hereby incorporated by reference.
(12) - None.
(13) - None.
(14) (a) - Revised form of Registrant's IRA Documents was filed as an Exhibit to Post-Effective Amendment No. 42
on August 16, 1993, and is hereby incorporated by reference.
(b) - Revised form of Registrant's Simplified Employee Pension - Individual Retirement Accounts Contribution
Agreement was filed as an Exhibit to Post-Effective Amendment No. 42 on August 16, 1993, and is hereby
incorporated by reference.
(c) - Form of Registrant's Combination Profit Sharing-Money Purchase Plan and Trust was filed as an Exhibit
to Post-Effective Amendment No. 38 on February 28, 1991, and is hereby incorporated by reference.
(d) - Form of Registrants 403(b) Plan was filed as an Exhibit to Post-Effective Amendment No. 37 on
February 28, 1990, and is hereby incorporated by reference.
(15) (a) - (1) Form of Master Distribution Plan was filed as an Exhibit to Post-Effective Amendment No. 45 on
April 12, 1995, and is hereby incorporated by reference.
(2) Registrants Amended Master Distribution Plan and related forms for Retail Classes and A I M
Aggressive Growth Fund, dated March 8, 1994, was filed as an Exhibit to Post-Effective Amendment No. 44
on February 24, 1995, and is hereby incorporated by reference.
(3) Registrants Amended Master Distribution Plan and related forms for Retail Classes and A I M
Aggressive Growth Fund, dated September 10, 1994, was filed as an Exhibit to Post-Effective Amendment
No. 44 on February 24, 1995, and is hereby incorporated by reference.
(4) Registrant's Master Distribution Plan for Retail Classes and A I M Aggressive Growth Fund, dated
September 27, 1993, was filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994.
(5) Registrant's Amended Distribution Plan for A I M Aggressive Growth Fund, dated August 6, 1993, was
filed as an Exhibit to Post-Effective Amendment No. 43 on February 28, 1994.
(6) Registrant's Amended Distribution Plans for Retail Classes, dated September 5, 1991, were filed as
an Exhibit to Post-Effective Amendment No. 40 on February 26, 1992.
(b) - (1) Form of Shareholder Service Agreement to be used in connection with Registrant's Master 12b-1 Plan
was filed as an Exhibit to Post-Effective Amendment No. 42 on August 16, 1993, and is hereby
incorporated by reference.
(2) Form of Shareholder Service Agreement to be used in connection with Registrant's AIM Aggressive
Growth Fund's 12b-1 Plan was filed as an Exhibit to Post-Effective Amendment No. 42 on August 16, 1993,
and is hereby incorporated by reference.
</TABLE>
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<TABLE>
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(3) Form of Dealer Assistance Agreement to be used in connection with Registrant's 12b-1 Plan was
filed as an Exhibit to Post-Effective Amendment No. 34 on June 13, 1988, and is hereby incorporated by
reference.
(c) - (1) Form of Bank Shareholder Service Agreement to be used in connection with Registrant's Master 12b-1
Plan was filed as an Exhibit to Post-Effective Amendment No. 42 on August 16, 1993, and is hereby
incorporated by reference.
(2) Form of Bank Shareholder Service Agreement to be used in connection with Registrant's AIM
Aggressive Growth Fund's 12b-1 Plan was filed as an Exhibit to Post-Effective Amendment No. 42 on
August 16, 1993, and is hereby incorporated by reference.
(3) Form of Bank Shareholder Service Agreement to be used in connection with Registrant's 12b-1 Plan
was filed as an Exhibit to Post-Effective Amendment No. 34 on June 13, 1988.
(d) - (1) Form of Variable Group Annuity Contractholder Service Agreements to be used in connection with
Registrant's Master 12b-1 Plan was filed as an Exhibit to Post-Effective Amendment No. 42 on August 16,
1993, and is hereby incorporated by reference.
(2) Form of Variable Group Annuity Contractholder Service Agreement to be used in connection with
Registrant's 12b-1 Plan was filed as an Exhibit to Post-Effective Amendment No. 40 on February 26,
1992.
(16) - Schedule of Performance Quotations was filed as an Exhibit to Post-Effective Amendment No. 35 on
September 30, 1988, and is hereby incorporated by reference.
(18) - Form of Multiple Class (Rule 18f-3) Plan is filed herewith.
(27) - Financial Data Schedule was filed as an Exhibit to Post-Effective Amendment No. 45 on April 12, 1995,
and is hereby incorporated by reference.
</TABLE>
Item 25. Persons Controlled by or under Common Control With Registrant
Furnish a list or diagram of all persons directly or indirectly
controlled by or under common control with the Registrant and as to each such
person indicate (1) if a company, the state or other sovereign power under the
laws of which it is organized, and (2) the percentage of voting securities
owned or other basis of control by the person, if any, immediately controlling
it.
None.
Item 26. Number of Holders of Securities
State in substantially the tabular form indicated, as of a specified
date within 90 days prior to the date of filing, the number of record holders
of each class of securities of the Registrant.
C-8
<PAGE> 14
<TABLE>
<CAPTION>
Number of Record Holders
Title Class as of June 1, 1995
----------- -------------------
<S> <C>
Retail Class: Class A
AIM Charter Fund 92,409
AIM Weingarten Fund 278,292
AIM Constellation Fund 322,263
AIM Aggressive Growth Fund 58,876
</TABLE>
<TABLE>
<CAPTION>
Number of Record Holders
Title Class as of June 1, 1995
----------- -------------------
<S> <C>
Institutional Class:
AIM Charter Fund 8
AIM Weingarten Fund 11
AIM Constellation Fund 23
</TABLE>
Item 27. Indemnification
State the general effect of any contract, arrangement or statute under
which any director, officer, underwriter or affiliated person of the
Registrant is insured or indemnified in any manner against any
liability which may be incurred in such capacity, other than insurance
provided by any director, officer, affiliated person or underwriter
for their own protection.
Under the terms of the Maryland General Corporation Law and the
Registrant's Charter and By-Laws, the Registrant may indemnify any
person who was or is a director, officer or employee of the Registrant
to the maximum extent permitted by the Maryland General Corporation
Law; provided, however, that any such indemnification (unless ordered
by a court) shall be made by the Registrant only as authorized in the
specific case upon a determination that indemnification of such person
is proper in the circumstances. Such determination shall be made (i)
by the Board of Directors, by a majority vote of a quorum which
consists of directors who are neither "interested persons" of the
Registrant as defined in Section 2(a)(19) of the 1940 Act, nor parties
to the proceeding, or (ii) if the required quorum is not obtainable
or, if a quorum of such directors so directs, by independent legal
counsel in a written opinion. No indemnification will be provided by
the Registrant to any director or officer of the Registrant for any
liability to the Registrant or shareholders to which he would
otherwise be subject by reason of willful misfeasance, bad faith,
gross negligence or reckless disregard of duty.
Insofar as indemnification for liability arising under the Securities
Act of 1933 may be permitted to directors, officers and controlling
persons of the Registrant pursuant to the foregoing provisions, or
otherwise, the Registrant has been advised that in the opinion of the
Securities and Exchange Commission such indemnification is against
public policy as expressed in the 1940 Act and is, therefore
unenforceable. In the event that a claim for indemnification against
such liabilities (other than the payment by the Registrant of expenses
incurred or paid by a director, officer or controlling person of the
Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered, the
Registrant will, unless in the opinion of its counsel the matter has
been
C-9
<PAGE> 15
settled by controlling precedent, submit to a court of appropriate
jurisdiction the question whether such indemnification by it is
against public policy as expressed in the 1940 Act and will be
governed by the final adjudication of such issue. Insurance coverage
is provided under a joint Mutual Fund & Investment Advisory
Professional and Directors & Officers Liability Policy, issued by ICI
Mutual Insurance Company, with a $15,000,000 limit of liability.
Item 28. Business and Other Connections of Investment Advisor
Describe any other business, profession, vocation or employment of a
substantial nature in which each investment advisor of the Registrant,
and each director, officer or partner of any such investment advisor,
is or has been, at any time during the past two fiscal years, engaged
for his own account or in the capacity of director, officer, employee,
partner, or trustee.
The only employment of a substantial nature of the Advisor's directors
and officers is with the Advisor and its affiliated companies.
Reference is also made to the caption "Management--Investment Advisor"
of the Prospectus which comprises Part A of the Registration
Statement, and to the caption "Management" of the Statement of
Additional Information which comprises Part B of the Registration
Statement, and to Item 29(b) of this Part C.
Item 29. Principal Underwriters
(a) A I M Distributors, Inc., the Registrant's principal
underwriter of its Retail Classes, also acts as a
principal underwriter to the following investment
companies:
AIM Funds Group
AIM International Funds, Inc.
AIM Investment Securities Funds
AIM Summit Fund, Inc.
AIM Tax-Exempt Funds, Inc.
AIM Variable Insurance Funds, Inc.
Fund Management Company, the Registrant's principal
underwriter of its Institutional Classes, also acts as a
principal underwriter to the following investment
companies:
AIM Investment Securities Funds
(Limited Maturity Treasury Portfolio-Institutional
Shares)
Mutual Funds For Credit Unions, Inc.
Short-Term Investments Co.
Short-Term Investments Trust
Tax-Free Investments Co.
(b) The following table sets forth information with respect to
each director, officer or partner of A I M Distributors,
Inc.:
C-10
<PAGE> 16
<TABLE>
<CAPTION>
Name and Principal Position and Offices with Position and Offices
Business Address* Principal Underwriter with Registrant
- ---------------- --------------------- ---------------
<S> <C> <C>
Charles T. Bauer Chairman of the Board of Directors Chairman of the Board of Directors
Michael J. Cemo President & Director None
Gary T. Crum Director Senior Vice President
Robert H. Graham Exec Vice Pres & Director President & Director
James L. Salners Senior Vice President & Director None
John Caldwell Senior Vice President None
W. Gary Littlepage Senior Vice President None
Gordon J. Sprague Senior Vice President None
Michael C. Vessels Senior Vice President None
Lawrence E. Manierre First Vice President None
James E. Stueve First Vice President None
Ofelia M. Mayo Vice President, General Counsel Assistant Secretary
& Assistant Secretary
John J. Arthur Vice President & Treasurer Senior Vice President & Treasurer
Carol F. Relihan Vice President & Secretary Vice President &
Secretary
Charles R. Dewey Vice President None
Sidney M. Dilgren Vice President None
William H. Kleh Vice President None
Frank V. Serebrin Vice President None
B.J. Thompson Vice President None
David E. Hessel Assistant Vice President, None
Asst Treasurer & Controller
Melville B. Cox Assistant Vice President Vice President
Mary E. Gentempo Assistant Vice President None
Jeffrey L. Horne Assistant Vice President None
Kim T. Lankford Assistant Vice President None
Nancy L. Martin Assistant General Counsel & Assistant Secretary
Assistant Secretary
Samuel D. Sirko Assistant General Counsel & Assistant Secretary
Assistant Secretary
Kathleen J. Pflueger Assistant Secretary Assistant Secretary
Stephen I. Winer Assistant Secretary Assistant Secretary
</TABLE>
The following table sets forth information with respect to each
director, officer or partner of Fund Management Company:
<TABLE>
<CAPTION>
Name and Principal Position and Offices with Position and Offices
Business Address* Principal Underwriter with Registrant
- ---------------- --------------------- ---------------
<S> <C> <C>
Charles T. Bauer Chairman of the Board of Chairman of the Board
Directors of Directors
J. Abbott Sprague President & Director None
</TABLE>
__________________________________
* 11 Greenway Plaza, Suite 1919, Houston, Texas 77046-1173
C-11
<PAGE> 17
<TABLE>
<CAPTION>
Name and Principal Position and Offices with Position and Offices
Business Address* Principal Underwriter with Registrant
- ---------------- --------------------- ---------------
<S> <C> <C>
John J. Arthur Vice President & Treasurer Senior Vice President
& Treasurer
Robert H. Graham Senior Vice President & Director President & Director
Mark D. Santero Senior Vice President None
William H. Kleh Vice President & Director None
Carol F. Relihan Vice President, Secretary & Vice President &
General Counsel Secretary
Mark E. McMeans Vice President None
David E. Hessel Assistant Vice President, None
Assistant Treasurer & Controller
Dana R. Sutton Assistant Vice President & Vice President &
Assistant Treasurer Assistant Treasurer
Stephen I. Winer Assistant Vice President, Assistant Secretary
Assistant General Counsel &
Assistant Secretary
Melville B. Cox Assistant Vice President Vice President
Jeffrey L. Horne Assistant Vice President None
Margaret A. Reilly Assistant Vice President None
Nancy L. Martin Assistant General Counsel & Assistant Secretary
Assistant Secretary
Samuel D. Sirko Assistant General Counsel & Assistant Secretary
Assistant Secretary
Kathleen J. Pflueger Assistant Secretary Assistant Secretary
</TABLE>
Item 30. Location of Accounts and Records
With respect to each account, book or other document required to be
maintained by Section 31(a) of the 1940 Act and the Rules (17 CFR
270.31a-1 to 31a-3) promulgated thereunder, furnish the name and
address of each person maintaining physical possession of each such
account, book or other document.
A I M Advisors, Inc., 11 Greenway Plaza, Suite 1919, Houston, Texas
77046-1173, will maintain physical possession of each such account,
book or other document of the Registrant at its principal executive
offices, except for those maintained by the Registrants Custodian,
State Street Bank and Trust Company, 225 Franklin Street, Boston,
Massachusetts 02110, and the Registrant's Transfer Agent and Dividend
Paying Agent, State Street Bank and Trust Company and A I M
Institutional Fund Services, Inc. for the Institutional Classes and A
I M Fund Services, Inc., P. O. Box 4739, Houston, Texas 77210-4739,
for the Retail Classes.
Item 31. Management Services
Furnish a summary of the substantive provisions of any management
related service contract not discussed in Part I of this Form (because
the contract was not believed to be material to a purchaser of
securities of the Registrant) under which services are provided to the
Registrant,
_______________________
* 11 Greenway Plaza, Suite 1919, Houston, Texas 77046-1173
C-12
<PAGE> 18
indicating the parties to the contract, the total dollars paid and by
whom, for the last three fiscal years.
None.
Item 32. Undertakings
(c) The Registrant undertakes to furnish to each person to whom a
prospectus is delivered, a copy of the applicable Fund's latest
annual report to shareholders, upon request and without charge.
C-13
<PAGE> 19
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Registration Statement pursuant to
Rule 485(b) under the Securities Act of 1933 and has duly caused this Amendment
to its Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the city of Houston, Texas on the 6th day of
June, 1995.
REGISTRANT: AIM EQUITY FUNDS, INC.
By: /s/ Robert H. Graham
--------------------------------
Robert H. Graham, President
Pursuant to the requirements of the Securities Act of 1933, this
Amendment to the Registration Statement has been signed below by the following
persons in the capacities and on the dates indicated:
<TABLE>
<CAPTION>
SIGNATURES TITLE DATE
---------- ----- ----
<S> <C> <C>
/s/ Charles T. Bauer Chairman & Director June 6, 1995
------------------------------------------
(Charles T. Bauer)
/s/ Robert H. Graham Director & President June 6, 1995
------------------------------------------ (Principal Executive Officer)
(Robert H. Graham)
/s/ B. L. Crockett Director June 6, 1995
------------------------------------------
(Bruce L. Crockett)
/s/ Owen Daly II Director June 6, 1995
------------------------------------------
(Owen Daly II)
/s/ Carl Frischling Director June 6, 1995
------------------------------------------
(Carl Frischling)
/s/ John F. Kroeger Director June 6, 1995
------------------------------------------
(John F. Kroeger)
/s/ Lewis F. Pennock Director June 6, 1995
------------------------------------------
(Lewis F. Pennock)
/s/ Ian W. Robinson Director June 6, 1995
------------------------------------------
(Ian W. Robinson)
/s/ Louis S. Sklar Director June 6, 1995
------------------------------------------
(Louis S. Sklar)
Senior Vice President &
/s/ John J. Arthur Treasurer (Principal Financial June 6, 1995
------------------------------------------ and Accounting Officer)
(John J. Arthur)
</TABLE>
<PAGE> 20
INDEX TO EXHIBITS
AIM EQUITY FUNDS, INC.
<TABLE>
<CAPTION>
Exhibit Number Numbered Page
- -------------- -------------
<S> <C> <C>
18 Multiple Class (Rule 18f-3) Plan of AIM Equity Funds, Inc. is filed herewith.
</TABLE>
<PAGE> 1
MULTIPLE CLASS PLAN
OF
A I M EQUITY FUNDS, INC.
SECTION 1. This Multiple Class Plan (the "Plan") adopted in accordance
with Rule 18f-3 promulgated under the Investment Company Act of 1940 (the "1940
Act") shall govern the terms and conditions under which AIM Equity Funds, Inc.
(the "Company") may issue separate classes of shares representing interests in
the Company's series of Portfolios (the "Portfolios") listed on Appendix A. To
the extent that a subject matter herein is covered by the Company's Articles of
Incorporation or Bylaws, the Articles of Incorporation and/or Bylaws will
control in the event of any inconsistencies with the descriptions herein.
SECTION 2. Rights and Obligations. Except as set forth herein, all
classes of shares issued in respect of a Portfolio have identical voting,
dividend, liquidation and other rights, preferences, powers, restrictions,
limitations, qualifications, designations, and terms and conditions. The only
differences among the various classes of shares relate solely to the following
factors: (a) each class may be subject to different class expenses as discussed
under Section 4 of this Plan; (b) each class may bear different identifying
designations; (c) each class will have exclusive voting rights with respect to
any such class (except as set forth in Section 7 below); (d) each class may
have different exchange privileges; and (e) certain classes may provide for the
conversion of such class into another class.
SECTION 3. Classes of Shares and Designation Thereof. Each Portfolio
may offer any or all of the following classes of shares:
(a) Class A Shares. "Class A" Shares will be sold at net asset
value plus a front-end sales load. The sales load will be subject to
reductions for larger purchases under a combined purchase privilege, a
right of accumulation, or a letter of intent. Purchases of $1 million
or more will not be subject to a sales charge but may be assessed a
Contingent Deferred Sales Charge ("CDSC") of 1% if shares are redeemed
prior to 18 months from the end of the calendar month of the date of
purchase. The front-end sales load will be subject to certain other
deductions permitted by Section 22(d) of the 1940 Act.
Class A Shares also will be subject to a Rule 12b-1
distribution and service fee at a combined annual rate of up to 0.30%
of the daily net assets attributable to the Class A Shares. Of such
amount, up to 0.25% of the average daily net assets attributable to
the Class A Shares is payable as service fees to A I M Distributors,
Inc., the distributor of the Company's Class A and Class B shares (the
"Distributor") and/or certain financial intermediaries having
agreements with the Distributor for the provision of continuing
shareholder services.
The current "Amended Master Distribution Plan of AIM Equity
Funds, Inc. (Retail Classes, Front-End Sales Charges)" shall be
applicable to the Class A Shares.
(b) Class B Shares. "Class B" Shares will be sold to investors
at net asset value without the imposition of a front-end sales load.
However, an investor's proceeds from a redemption of Class B Shares
made within six (6) years after their purchase (the "CDSC Period")
generally will be subject to a CDSC payable to the Distributor. The
CDSC Period
<PAGE> 2
and CDSC schedule are forth in Appendix B hereto. No CDSC will be
imposed on (1) redemptions of Class B Shares following six
years from the end of the calendar month in which such shares were
purchased; (2) shares derived from reinvestment of dividends and
distributions attributable to Class B Shares; or (3) amounts
representing an increase in the value of the shareholder's account
resulting from capital appreciation above the amount paid for shares
purchased during the CDSC Period. In determining whether a CDSC is
applicable, it will be assumed that a redemption is made, first, of any
shares in the shareholder's Portfolio account that are not subject to a
CDSC; second, of shares derived from reinvestment of dividends and
distributions; third, of shares held for more than six years following
the end of the calendar month in which the purchase was made; and
fourth, of shares held for a period less than six years following the
end of the calendar month in which the purchase was made. The provisions
of the CDSC Period and the CDSC schedule may not be changed without the
consent of the Distributor and the Company's Board of Directors,
including a majority of the directors who are not interested persons of
the Company, with respect to Class B Shareholders.
Class B Shares also will be subject to a Rule 12b-l distribution fee
and service fee at a combined annual rate of up to 1% of the daily net
assets attributable to the Class B Shares. Of this amount, 0.75% of
the average daily net assets attributable to the Class B Shares is
payable to the Distributor, and up to 0.25% of the average daily net
assets attributable to the Class B Shares is payable as service fees
to the Distributor and/or certain financial intermediaries having
agreements with the Distributor for the provision of continuing
shareholder services to customers of such financial intermediaries who
own Class B Shares.
(c) Institutional Class. The "Institutional Class" will be
sold at net asset value and may be offered to one or more of the
following categories of investors: (1) unaffiliated benefit plans such
as qualified retirement plans, other than individual retirement
accounts and self-employed retirement plans, with total assets in
excess of $10 million or such other amounts as a Portfolio may
establish and with such other characteristics as a Portfolio may
establish, provided that any such unaffiliated benefit plans will have
a separate trustee who is vested with investment discretion as to plan
assets, will have limitations on the ability of plan beneficiaries to
access their plan investments without incurring adverse tax
consequences, and will not include self-directed plans; (2) tax-exempt
retirement plans of AIM Advisors, Inc., ("Advisor") or the Distributor
or their affiliates, consisting of qualified defined contribution
plans maintained pursuant to Section 401(a) of the Internal Revenue
Code of 1986 (the "Code"), as amended, under which assets will be held
in trust by a trustee and as to which employees will have limited
pre-retirement access to assets; (3) banks and insurance companies
that are not affiliated with the Advisor purchasing for their own
account; (4) investment companies not affiliated with the Advisor or
the Distributor; (5) endowment funds or non-profit organizations that
are not affiliated with the Advisor; and (6) corporations, foundations
and financial institutions.
The Institutional Class is currently distributed by Fund
Management Company ("FMC").
(d) Contingent Deferred Sales Charges. The CDSC applicable to
Class A Shares sold without a sales charge involving purchases of $1
million or more and to Class B Shares will be assessed on an amount
equal to the lesser of the then current market
-2-
<PAGE> 3
value or the original cost of the shares being redeemed and may be
waived under the circumstances listed on Appendix C, attached hereto.
SECTION 4. Allocation of Expenses.
(a) Class Expenses. Each class of shares shall be subject to
different class expenses consisting of (1) Rule 12b-l plan
distribution and service fees, if applicable to a particular class,
(2) transfer agency and other recordkeeping costs to the extent
allocated to a particular class, (3) Securities and Exchange
Commission ("SEC") and blue sky registration fees incurred separately
by a particular class, (4) litigation or other legal expenses relating
solely to a particular class, (5) printing and postage expenses
related to the preparation and distribution of class specific
materials such as shareholder reports, prospectuses and proxies to
shareholders of a particular class, (6) expenses of administrative
personnel and services as required to support the shareholders of a
particular class, (7) audit or accounting fees or expenses relating
solely to a particular class, (8) director fees and expenses incurred
as a result of issues relating solely to a particular class, and (9)
any other expenses subsequently identified that should be properly
allocated to a particular class, which shall be approved by the Board
of Directors (collectively, "Class Expenses").
(b) Other Expenses. Except for the Class Expenses discussed
above (which will be allocated to the appropriate class), all expenses
incurred by each Portfolio will be allocated to each class of shares
on the basis of the net asset value of each class to the net asset
value of the Company or the Portfolio, as the case may be.
(c) Waivers and Reimbursements of Expenses. The Distributor,
FMC, the Advisor, and any provider of services to the Portfolios may
waive or reimburse the expenses of a particular class or classes,
provided, however, that such waiver shall not result in
cross-subsidization between classes.
SECTION 5. Allocation of Income. The Portfolios will allocate income
and realized and unrealized capital gains and losses based on the relative net
assets of each class of shares.
SECTION 6. Exchange Privileges. Class A Shares of a Portfolio will be
exchangeable for Class A Shares of any other Portfolio and for other retail
shares of other investment companies advised by the Advisor (collectively, the
"AIM Funds") which are subject to a front-end load that offer an exchange
privilege, subject to such conditions as may be imposed from time to time and
as disclosed on Appendix D. Class B Shares of each Portfolio will be
exchangeable only for Class B Shares of other Portfolios and Class B Shares of
AIM Funds that offer an exchange privilege, subject to such conditions as may
be imposed from time to time and also as disclosed in Appendix D.
SECTION 7. Conversions. All Class B Shares of the Portfolios, other
than those purchased through the reinvestment of dividends and distributions,
shall convert automatically to Class A Shares eight (8) years after the end of
the calendar month in which a shareholder's order to purchase such shares was
accepted. For purposes of conversion to Class A Shares, shares purchased
through the reinvestment of dividends and other distributions will be
considered held in a separate sub-account. Each time any Class B Shares in a
shareholder's account convert to
-3-
<PAGE> 4
Class A Shares, a proportionate number of the Class B Shares in the sub-account
also will convert to Class A Shares.
Class B Shares will convert to Class A Shares on the basis of the
relative net asset value of the two classes, without the imposition of any
sales load, fee, or other charge. After conversion, the converted shares will
be subject to an asset-based sales charge and/or service fee (as those terms
are defined in Article III, Section 26 of the National Association Securities
Dealers, Inc. Rules of Fair Practice), if any, that in the aggregate are lower
than the asset-based sales charge and service fee to which they were subject
prior to the conversion.
In no event will a class of shares have a conversion feature that
automatically would convert shares of such class into shares of a class with a
distribution arrangement that could be viewed as less favorable to the
shareholder from the point of view of overall cost.
The implementation of this conversion feature is subject to the
continuing availability of a ruling of the Internal Revenue Service, or of an
opinion of counsel or tax advisor, stating that the conversion of one class of
shares to another does not constitute a taxable event under federal income tax
law. The conversion feature may be suspended if such a ruling or opinion is
not available.
If a Portfolio implements any amendment to a Rule 12b-1 Plan (or, if
presented to shareholders, adopts or implements any amendment of a non-Rule
12b-l shareholder services plan) that the Board of Directors determines would
materially increase the charges that may be borne by the Class A Shareholders
under such plan, the Class B Shares will stop converting to the Class A Shares
unless the Class B Shares, voting separately, approve the amendment or
adoption. The Board of Directors shall have sole discretion in determining
whether such amendment or adoption is submitted to a vote of the Class B
Shareholders. Should such amendment or adoption not be submitted to a vote of
the Class B Shareholders or, if submitted, should the Class B Shareholders fail
to approve such amendment or adoption, the Board of Directors shall take such
action as is necessary to: (1) create a new class (the "New Class A Shares")
which shall be identical in all material respects to the Class A Shares as they
existed prior to the implementation of the amendment or adoption; and (2)
ensure that the existing Class B Shares will be exchanged or converted into New
Class A Shares no later than the date such Class B Shares were scheduled to
convert to Class A Shares. If deemed advisable by the Board of Directors to
implement the foregoing, and at the sole discretion of the Board of Directors,
such action may include the exchange of all Class B Shares for a new class (the
"New Class B Shares"), identical in all respects to the Class B Shares except
that the New Class B Shares will automatically convert into the New Class A
Shares. Such exchanges or conversions shall be effected in a manner that the
Board of Directors reasonably believes will not be subject to federal taxation.
SECTION 8. This Plan shall not take effect until a majority of the
directors of the Company, including a majority of the directors who are not
interested persons of the Company, shall find that the Plan, as proposed and
including the expense allocations, is in the best interests of each class
individually and the Company as a whole.
SECTION 9. This Plan may not be amended to materially change the
provisions of this Plan unless such amendment is approved in the manner
specified in Section 8 above.
-4-
<PAGE> 5
APPENDIX A TO
MULTIPLE CLASS PLAN
OF
AIM EQUITY FUNDS, INC.
AIM Charter Fund
Class A Shares
Class B Shares
Institutional Class of Shares
AIM Weingarten Fund
Class A Shares
Class B Shares
Institutional Class of Shares
AIM Aggressive Growth Fund
Class A Shares
AIM Constellation Fund
Class A Shares
Institutional Class of Shares
-5-
<PAGE> 6
APPENDIX B TO
MULTIPLE CLASS PLAN
OF
AIM EQUITY FUNDS, INC.
CDSC SCHEDULE AND CDSC PERIOD
Class B Shares may be redeemed on any business day at the net asset
value per share next determined following receipt of the redemption order, less
the applicable contingent deferred sales charge shown in the tables below.
<TABLE>
<CAPTION>
Contingent Deferred
Year Sales Charge As
Since % of Dollar Amount
Purchase Made Subject to Charge
------------- -----------------
<S> <C>
First 5%
Second 4%
Third 3%
Fourth 3%
Fifth 2%
Sixth 1%
Seventh and Following None
</TABLE>
-6-
<PAGE> 7
APPENDIX C TO
MULTIPLE CLASS PLAN
OF
AIM EQUITY FUNDS, INC.
CDSC WAIVERS
CLASS A SHARES. Purchases of $1 million or more that are redeemed
within 18 months of the end of the calendar month of the date of purchase are
subject to a 1% CDSC except in the following circumstances:
(1) Redemptions of shares by employee benefit plans ("Plans")
qualified under Sections 401 or 457 of the Internal Revenue Code (the "Code"),
or Plans created under Section 403(b) of the Code and sponsored by nonprofit
organizations as defined under Section 501(c)(3) of the Code, where(a) the
initial amount invested by a Plan in one or more of the AIM Funds is at least
$1,000,000, (b) the sponsor of a Plan signs a letter of intent to invest at
least $1,000,000 in one or more of the AIM Funds, or (c) the shares being
redeemed were purchased by an employer-sponsored Plan with at least 100
eligible employees; provided, however, that Plans created under Section 403(b)
of the Code which are sponsored by public educational institutions shall
qualify under (a), (b) or (c) above on the basis of the value of each Plan
participant's aggregate investment in the AIM Funds, and not on the aggregate
investment made by the Plan or on the number of eligible employees;
(2) Redemptions of shares following the registered shareholder's (or
in the case of joint accounts, all registered joint owners') death or
disability, as defined in Section 72(m)(7) of the Code;
(3) Redemptions of shares purchased at net asset value by private
foundations or endowment funds where the initial amount invested was at least
$1,000,000; and
(4) Redemptions of shares purchased by an investor in amounts of
$1,000,000 or more where such investor's dealer of record, due to the nature of
the investor's account, notifies the Distributor prior to the time of
investment that the dealer waives its commission.
Additionally, a CDSC will not be imposed in connection with exchanges
among Class A Shares purchases of $1 million or more of the Portfolios or of
the AIM Funds. For purposes of determining a shareholder's holding period of
such Class A Shares in the calculation of the applicable contingent deferred
sales charge, the period of time during when such Class A Shares were held
prior to an exchange will be added to the holding period of similar Class A
shares acquired in an exchange.
CLASS B SHARES. Class B shares are subject to the CDSC as described in
the then current prospectuses of the Portfolios except in the following
circumstances:
(1) Redemptions of shares following the registered shareholder's (or
in the case of joint accounts, all registered owners') death or disability, as
defined in Section 72(m)(7) of the Code. The redemption must be made with one
year following death or initial determination of disability and must be of
Class B shares held at the time of death or initial determination of
disability. The
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<PAGE> 8
Distributor must be notified of such death or disability at the time of the
redemption request and must be provided with satisfactory evidence of such
death or disability.;
(2) Redemptions in connection with certain distributions from
individual retirement accounts, custodial accounts maintained pursuant to Code
Section 401 (collectively, "Retirement Plans"), provided these redemptions
result from: (i) required minimum distributions to plan participants or
beneficiaries who are age 70 1/2 or older, and only with respect to that
portion of such distributions which does not exceed 12% annually of the
participant's or beneficiary's account value; (ii) in kind transfers of assets
where the participant or beneficiary notifies the Distributor of such transfer
no later than the time such transfer occurs; (iii) tax-free rollovers or
transfers of assets to another Retirement Plan invested in Class B shares of
one or more AIM Funds; (iv) tax-free returns of excess contributions or returns
of excess deferral amounts; and (v) distributions upon the death or disability
(as defined in the Code) of the participant or beneficiary;
(3) Redemptions pursuant to a Systematic Withdrawal Plan ("SWP"),
provided that amounts withdrawn under such a plan do not exceed on an annual
basis 12% of the value of the shareholder's investment in Class B Shares at the
time the shareholder elects to participate in the SWP;
(4) Redemptions effected pursuant to the right of a Portfolio to
liquidate a shareholder's account if the aggregate net asset value of shares
held in the account is less than the designated minimum account size described
in the then current prospectus of the Portfolio; and
(5) Redemptions by the Advisor of its investment in Class B shares.
Additionally, a CDSC will not be imposed in connection with exchanges
among Class B shares of the Portfolios or of The AIM Funds. For purposes of
determining a shareholder's holding period of Class B Shares in the calculation
of the applicable contingent deferred sales charge, the period of time during
which Class B shares were held prior to an exchange will be added to the
holding period of Class B Shares acquired in an exchange.
-8-
<PAGE> 9
APPENDIX D TO
MULTIPLE CLASS PLAN
OF
AIM EQUITY FUNDS, INC.
EXCHANGE PRIVILEGE
SECTION 1. TERMS AND CONDITIONS OF EXCHANGES. Shareholders of the
AIM Funds discussed herein may participate in an exchange privilege as
described below.
Shares of any AIM Fund may be exchanged for shares of any other AIM
Fund, except that the classes of shares described below under the caption "Load
Funds" may not be exchanged for Class B shares; Class B shares may be exchanged
only for Class B shares; and Class C shares of AIM MONEY MARKET FUND may not be
exchanged for Class A shares of AIM MONEY MARKET FUND or for Class B shares.
The exchange privilege is also available to holders of the Connecticut
General Guaranteed Account, established for tax-qualified group annuities, for
contracts purchased on or before June 30, l992.
An exchange is permitted only in the following circumstances:
(a) if the funds offer more than one class of shares, the exchange
must be between the same class of shares (e.g., Class A and Class B
shares of a Multiple Class Fund cannot be exchanged for each other),
except that Class C shares of AIM MONEY MARKET FUND may be exchanged
for Class A shares of another Multiple Class Fund;
(b) the dollar amount of the exchange must be at least equal to the
minimum investment applicable to the shares of the fund acquired
through such exchange;
(c) the shares of the fund acquired through exchange must be qualified
for sale in the state in which the shareholder resides;
(d) the exchange must be made between accounts having identical
registrations and addresses;
(e) the full amount of the purchase price for the shares being
exchanged must have already been received by the fund;
(f) the account from which shares have been exchanged must be coded as
having a certified taxpayer identification number on file or, in the
alternative, an appropriate IRS Form W-8 (certificate of foreign
status) or Form W-9 (certifying exempt status) must have been received
by the fund;
(g) newly acquired shares (through either an initial or subsequent
investment) are held in an account for at least ten days, and all
other shares are held in an account for at least one day, prior to the
exchange; and
(h) certificates representing shares must be returned before shares
can be exchanged.
THE EXCHANGE PRIVILEGE IS NOT AN OPTION OR RIGHT TO PURCHASE SHARES
BUT IS PERMITTED UNDER THE RESPECTIVE POLICIES OF THE PARTICIPATING FUNDS, AND
MAY BE MODIFIED OR DISCONTINUED BY ANY OF SUCH FUNDS OR BY AIM DISTRIBUTORS AT
ANY TIME, AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, WITHOUT NOTICE.
The shares discussed below under the caption "Load Funds," are sold at
a public offering price that includes a maximum sales charge of 5.50% or 4.75%
of the public offering price of such shares; shares of certain of the AIM
Funds, referred to herein as the "Lower Load Funds," are sold at a public
offering price that includes a maximum sales charge of 1.00% of the public
offering price of such shares; and shares of certain other funds, including the
Class C shares of AIM MONEY MARKET FUND, referred to herein as the "No Load
Funds," are sold at net asset value, without payment of a sales charge.
Multiple Class Funds as discussed herein are those funds which offer Class A,
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<PAGE> 10
Class B and/or Class C shares. Class B shares are offered at net asset value
and are subject to a contingent deferred sales charge at a maximum rate of 5%
for a period of six years.
<TABLE>
<CAPTION>
LOAD FUNDS*: LOWER LOAD FUNDS:
------------ -----------------
<S> <C> <C>
AIM AGGRESSIVE GROWTH FUND AIM GROWTH FUND AIM LIMITED MATURITY
AIM BALANCED FUND AIM HIGH YIELD FUND TREASURY SHARES
AIM CHARTER FUND AIM INCOME FUND AIM TAX-FREE INTERMEDIATE
AIM CONSTELLATION FUND AIM INTERNATIONAL EQUITY FUND SHARES
AIM GLOBAL AGGRESSIVE AIM MONEY MARKET FUND
GROWTH FUND AIM MUNICIPAL BOND FUND NO LOAD FUNDS:
--------------
AIM GLOBAL GROWTH FUND AIM TAX-EXEMPT BOND FUND
AIM GLOBAL INCOME FUND OF CONNECTICUT* AIM MONEY MARKET FUND --
AIM GLOBAL UTILITIES FUND AIM VALUE FUND CLASS C
AIM GOVERNMENT SECURITIES AIM WEINGARTEN FUND AIM TAX-EXEMPT CASH FUND
FUND
</TABLE>
* ALL CLASS A SHARES, EXCEPT FOR AIM TAX-EXEMPT BOND FUND OF CONNECTICUT
DEPENDING UPON THE FUND FROM WHICH AND INTO WHICH AN EXCHANGE IS BEING
MADE, SHARES BEING ACQUIRED IN AN EXCHANGE MAY BE ACQUIRED AT THEIR OFFERING
PRICE OR AT THEIR NET ASSET VALUE (WITHOUT PAYMENT OF A SALES CHARGE) AS SET
FORTH IN THE TABLE BELOW FOR SHARES INITIALLY PURCHASED PRIOR TO MAY 1, 1994:
<TABLE>
<CAPTION> MULTIPLE CLASS
LOWER LOAD NO LOAD FUNDS:
FROM: TO: LOAD FUNDS FUNDS FUNDS CLASS B
----- --------------- ----- ----- -------
<S> <C> <C> <C> <C>
Load Funds Net Asset Value Net Asset Net Asset Not Applicable
Value Value
Lower Load Funds Net Asset Value if shares were Net Asset Net Asset Not Applicable
held for at least 30 days; or if Value Value
shares were acquired upon
exchange of any Load Fund; or if
shares were acquired upon
exchange from any Lower Load
Fund and such shares were held
for at least 30 days. (No
exchange privilege is available
for the first 30 days following
the purchase of the Lower Load
Fund shares.)
No Load Funds Offering Price if No Load shares Net Asset Net Asset Not Applicable
were directly purchased. Net Value if No Value
Asset Value if No Load shares Load shares
were acquired upon exchange of were acquired
shares of any Load Fund or any upon exchange
Lower Load Fund; Net Asset Value of shares of
if No Load shares were acquired any Load Fund
upon exchange of Lower Load Fund or any Lower
shares and were held for at Load Fund;
least 30 days following the otherwise,
purchase of the Lower Load Fund Offering
shares. (No exchange privilege Price.
is available for the first 30
days following the acquisition
of the Lower Load Fund shares.)
Multiple Class
Funds: Not Applicable Not Applicable Not Applicable Net Asset
Class B Value
</TABLE>
FOR SHARES INITIALLY PURCHASED ON OR AFTER MAY 1, 1994, THE FOREGOING
TABLE IS REVISED AS FOLLOWS:
<TABLE>
<S> <C> <C> <C> <C>
Load Funds Net Asset Value Net Asset Net Asset Not Applicable
Value Value
</TABLE>
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<PAGE> 11
<TABLE>
<S> <C> <C> <C> <C>
Lower Load Funds Net Asset Value if shares were Net Asset Net Asset Not Applicable
acquired upon exchange of any Value Value
Load Fund. Otherwise,
difference in sales charge will
apply.
No Load Funds Offering Price if No Load shares Net Asset Net Asset Not Applicable
were directly purchased. Net Value if No Value
Asset Value if No Load shares Load shares
were acquired upon exchange of were acquired
shares of any Load Fund. upon exchange
Difference in sales charge will of shares of
apply if No Load shares were any Load Fund
acquired upon exchange of Lower or any Lower
Load Fund shares. Load Fund;
otherwise,
Offering
Price.
Multiple Class
Funds: Not Applicable Not Applicable Not Applicable Net Asset
Class B Value
</TABLE>
Shares to be exchanged are redeemed at their net asset value as
determined at the close of business on the day that an exchange request in
proper form (described below) is received by A I M Fund Services, Inc. in its
Houston, Texas office, provided that such request is received prior to 4:15
p.m. Eastern Time. Exchange requests received after this time will result in
the redemption of shares at their net asset value as determined at the close of
business on the next business day. Normally, shares of an AIM Fund to be
acquired by exchange are purchased at their net asset value or applicable
offering price, as the case may be, determined on the date that such request is
received by AIM Distributors, but under unusual market conditions such
purchases may be delayed for up to five business days if it is determined that
a fund would be materially disadvantaged by an immediate transfer of the
proceeds of the exchange. If a shareholder is exchanging into a fund paying
daily dividends and the release of the exchange proceeds is delayed for the
foregoing five-day period, such shareholder will not begin to accrue dividends
until the sixth business day after the exchange. Shares purchased by check may
not be exchanged until it is determined that the check has cleared, which may
take up to ten days from the date that the check is received.
In the event of unusual market conditions, AIM Distributors reserves
the right to reject any exchange request, if, in the judgment of AIM
Distributors, the number of requests or the total value of the shares that are
the subject of the exchange places a material burden on a fund. For example,
the number of exchanges by investment managers making market timing exchanges
may be limited.
SECTION 2. FEES. There is no fee for exchanges among the AIM Funds.
A service fee of $5 per transaction will, however, be charged by AIM
Distributors on accounts of market timing investment firms to help to defray
the costs of maintaining an automated exchange service. This service fee will
be charged against the market timing account from which shares are being
exchanged.
SECTION 3. EXCHANGES OF CLASS A SHARES. In the event shares of any
AIM Fund (other than Class B shares of the Multiple Class Funds) sold at net
asset value are subject to a contingent deferred sales charge of 1% for 18
months from the end of the calendar month of the date of purchase, and
subsequently are exchanged for shares of any other AIM Fund, the 18-month
period shall be computed from the end of the calendar month of the date of the
first purchase subject to this charge.
SECTION 4. EXCHANGES OF CLASS B SHARES. A contingent deferred sales
charge will not be imposed in connection with exchanges among Class B shares of
Multiple Class Funds. For purposes of determining a shareholder's holding
period of Class B shares in the calculation of the applicable contingent
deferred sales charge, the period of time during which Class B shares were held
prior to an exchange will be added to the holding period of Class B shares
acquired in an exchange.
SECTION 5. EXCHANGES OF CLASS C SHARES. Class C shares of AIM MONEY
MARKET FUND may be exchanged only for Class A shares of AIM Equity Funds, Inc.
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