CERTIFICATE OF TRUST
OF
HILLVIEW INVESTMENT TRUST II
This Certificate of Trust is being duly executed and filed on behalf of the
business trust formed hereby by the undersigned, all of the trustees of the
Trust, to form a business trust pursuant to the Delaware Business Trust Act (12
Del. C. ss. 3801 et seq.).
ARTICLE I
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The name of the business trust formed hereby is Hillview Investment Trust
II.
ARTICLE II
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The registered agent for service of process on the Trust in the State of
Delaware is The Corporation Trust Company, Corporation Trust Center, 1209 Orange
Street, Wilmington, New Castle County, Delaware 19801
ARTICLE III
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This Certificate of Trust shall become effective upon filing in the Office
of the Secretary of State of Delaware.
ARTICLE IV
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The Trust is or will become a registered investment company under the
Investment Company Act of 1940, as amended (15 U.S.C. ss.ss. 80a-1 et seq.)
prior to or within 180 days following the first issuance of beneficial
interests.
ARTICLE V
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The Trust Instrument provides for the issuance of one or more series of
shares of beneficial interest in the Trust. Separate and distinct records shall
be maintained by the Trust for each series and the assets associated solely with
any such series shall be held and accounted for separately from the assets of
the Trust associated solely with any other series. As provided in the Trust
Instrument, the debts, liabilities, obligations and expenses incurred,
contracted for or otherwise existing with respect to a particular series shall
be enforceable against the assets of such series only, and not against the
assets of the Trust generally.
IN WITNESS WHEREOF, the undersigned, being the initial Trustee, has
executed this Certificate this 14th day of April, 2000.
/s/ M. Kathleen Wood
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M. Kathleen Wood, as Trustee
