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Exhibit (a)(2)
PEARL MUTUAL FUNDS
ESTABLISHMENT AND DESIGNATION OF SERIES OF SHARES
OF BENEFICIAL INTEREST
Pursuant to Section 4.2 of Article IV of the Declaration of Trust dated
June 23, 2000, as amended and restated on September 11, 2000 (the
"Declaration"), of Pearl Mutual Funds, a Massachusetts business trust (the
"Trust"), the Trustees of the Trust, as of this 11th day of September, 2000,
hereby establish and designate two series of Shares (as defined in the
Declaration) of the Trust (each a "Fund") to have the special and relative
rights described below.
1. The following two Funds are established and designated:
Pearl Total Return Fund
Pearl Aggressive Growth Fund
2. Each Fund shall be authorized to hold cash, invest in securities,
instruments and other property and use investment techniques as from time to
time described in the Trust's then currently effective registration statement
under the Securities Act of 1933 to the extent pertaining to the offering of
Shares of such Fund. Each Share of each Fund shall be redeemable, shall be
entitled to one vote (or fraction thereof in respect of a fractional share) on
matters on which Shareholders of that Fund may vote in accordance with the
Declaration, shall represent a pro rata beneficial interest in the assets
allocated or belonging to such Fund, and shall be entitled to receive its pro
rata share of the net assets of such Fund upon liquidation of such Fund, all as
provided in Article IV, Sections 4.2 and 4.5 of the Declaration. The proceeds
of the sale of Shares of each Fund, together with any income and gain thereon,
less any diminution or expenses thereof, shall irrevocably belong to such Fund,
unless otherwise required by law.
3. Shareholders of each Fund shall vote separately as a class on any
matter to the extent required by, and any matter shall be deemed to have been
effectively acted upon with respect to such Fund as provided in, Rule 18f-2, as
from time to time in effect, under the Investment Company Act of 1940, as
amended, or any successor rules, and by the Declaration.
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4. The assets and liabilities of the Trust shall be allocated among each
Fund as set forth in Article IV, Section 4.5 of the Declaration.
5. The designation of the two Funds hereby shall not impair the power of
the Trustees from time to time to designate additional series of Shares of the
Trust.
6. Subject to the applicable provisions of the 1940 Act and the
provisions of Article IV, Sections 4.2 and 4.5 of the Declaration, the Trustees
shall have the right at any time and from time to time to reallocate assets and
expenses or to change the designation of each Fund now or hereafter created, or
to otherwise change the special relative rights of each Fund designated hereby
without any action or consent of the Shareholders.
IN WITNESS WHEREOF, the undersigned, being a majority of the Trustees of
the Trust, have executed this instrument as of this 11th day of September,
2000.
/s/ John W. Axel /s/ David L. Evans
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John W. Axel David L. Evans
/s/ Jeffrey R. Boeyink /s/ David M. Stanley
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Jeffrey R. Boeyink David M. Stanley
/s/ Douglas B. Coder /s/ Robert W. Toborg
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Douglas B. Coder Robert W. Toborg
/s/ David N. DeJoung
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David N. DeJoung
