NATIONS FUND, INC.
ARTICLES SUPPLEMENTARY
----------------------
RENAMING EXISTING SERIES OF CAPITAL STOCK
OF THE CORPORATION
Nations Fund, Inc., a Maryland corporation having its principal
office in the State of Maryland in Baltimore City (hereinafter called the
"Corporation"), hereby certifies to the State Department of Assessments and
Taxation of Maryland that:
FIRST: Pursuant to a resolution duly adopted by a majority of the
Corporation's Board of Directors at a meeting of the Corporation's Board of
Directors held on December 9, 1999, and pursuant to Sections 2-605 and 2-607 of
the Corporations and Associations Article of the Annotated Code of Maryland (the
"Code"), the Board of Directors has taken the following actions, which are
expressly limited to changes permitted by Section 2-605(a)(2) of the Code to be
made without action by the stockholders:
(a) renamed ten billion (10,000,000,000) shares, with a par value of
$.001 per share, of the Corporation's authorized, classified and
designated shares currently classified as Primary A Shares of
Nations Small Company Growth Fund as Primary A Shares of Nations
Small Company Fund;
(b) renamed ten billion (10,000,000,000) shares, with a par value of
$.001 per share, of the Corporation's authorized, classified and
designated shares currently classified as Primary B Shares of
Nations Small Company Growth Fund as Primary B Shares of Nations
Small Company Fund;
(c) renamed ten billion (10,000,000,000) shares, with a par value of
$.001 per share, of the Corporation's authorized, classified and
designated shares currently classified as Investor A Shares of
Nations Small Company Growth Fund as Investor A Shares of
Nations Small Company Fund.
(d) renamed ten billion (10,000,000,000) shares, with a par value of
$.001 per share, of the Corporation's authorized, classified and
designated shares currently classified as Investor B Shares of
Nations Small Company Growth Fund as Investor B Shares of
Nations Small Company Fund.
(e) renamed ten billion (10,000,000,000) shares, with a par value of
$.001 per share, of the Corporation's authorized, classified and
designated shares currently classified as Investor C Shares of
Nations Small Company Growth Fund as Investor C Shares of
Nations Small Company Fund.
<PAGE>
SECOND: The preferences, conversion and other rights, voting
powers, restrictions, limitations as to dividends, qualifications and terms and
conditions of redemption of such classes of shares named in Article FIRST
thereto have not been changed.
THIRD: The Corporation is registered as an open-end, management
investment company under the Investment Company Act of 1940, as amended.
FOURTH: The Board of Directors has duly authorized the filing of
these Articles Supplementary.
IN WITNESS WHEREOF, NATIONS FUND, INC. has caused these Articles
Supplementary to be executed by its President and its corporate seal to be
affixed and attested by its Secretary as of this 15th day of March, 2000. The
President of the Corporation who signed these Articles Supplementary
acknowledges them to be the act of the Corporation, and states under the
penalties of perjury that to the best of his knowledge, information and belief,
the matters and facts relating to approval hereof are true in all material
respects.
NATIONS FUND, INC.
By: /s/ A. Max Walker
----------------------------
A. Max Walker
President
ATTEST:
/s/ Richard H. Blank, Jr.
--------------------------------------------
Richard H. Blank, Jr.
Secretary
2
