AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC
ARTICLES SUPPLEMENTARY
AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC., a Maryland
corporation whose principal Maryland office is located in Baltimore, Maryland
(the "Corporation"), hereby certifies to the State Department of Assessments and
Taxation of Maryland that:
FIRST: Pursuant to authority expressly vested in the Board of Directors
by Article FIFTH and Article SEVENTH of the Articles of Incorporation of the
Corporation, the Board of Directors of the Corporation has allocated Nine
Hundred Million (900,000,000) shares of the One Billion (1,000,000,000) shares
of authorized capital stock of the Corporation, par value One Cent ($0.01) per
share, for an aggregate par value of Nine Million Dollars ($9,000,000). As a
result of the action taken by the Board of Directors referenced in Article FIRST
of these Articles Supplementary, the three (3) Series of stock of the
Corporation and the number of shares and aggregate par value of each is as
follows:
Series Number of Shares Aggregate Par Value
------ ---------------- -------------------
Strategic Allocation: Conservative Fund 300,000,000 $3,000,000
Strategic Allocation: Moderate Fund 300,000,000 $3,000,000
Strategic Allocation: Aggressive Fund 300,000,000 $3,000,000
The par value of each share of stock in each Series is One Cent ($0.01) per
share.
SECOND: Pursuant to authority expressly vested in the Board of
Directors by Article FIFTH and Article SEVENTH of the Articles of Incorporation,
the Board of Directors of the Corporation (a) has duly established four (4)
classes of shares (each hereinafter referred to as a "Class") for the Series of
the capital stock of the Corporation and (b) has allocated the shares designated
to the Series in Article FIRST above among the Classes of shares. As a result of
the action taken by the Board of Directors, the Classes of shares of the three
(3) Series of stock of the Corporation and the number of shares and aggregate
par value of each is as follows:
Number of Shares Aggregate
Series Name Class Name as Allocated Par Value
----------- ---------- ------------ ---------
Strategic Allocation: Conservative Fund Investor 200,000,000 $2,000,000
Institutional 50,000,000 500,000
Service 0 0
Advisor 50,000,000 500,000
Strategic Allocation: Moderate Fund Investor 200,000,000 $2,000,000
Institutional 50,000,000 500,000
Service 0 0
Advisor 50,000,000 500,000
Strategic Allocation: Aggressive Fund Investor 200,000,000 $2,000,000
Institutional 50,000,000 500,000
Service 0 0
Advisor 50,000,000 500,000
THIRD: Except as otherwise provided by the express provisions of these
Articles Supplementary, nothing herein shall limit, by inference or otherwise,
the discretionary right of the Board of Directors to serialize, classify or
reclassify and issue any unissued shares of any Series or Class or any unissued
shares that have not been allocated to a Series or Class, and to fix or alter
all terms thereof, to the full extent provided by the Articles of Incorporation
of the Corporation.
FOURTH: A description of the series and classes of shares, including
the preferences, conversion and other rights, voting powers, restrictions,
limitations as to dividends, qualifications, and terms and conditions for
redemption is set forth in the Articles of Incorporation of the Corporation and
is not changed by these Articles Supplementary, except with respect to the
creation and/or designation of the various Series.
FIFTH: The Board of Directors of the Corporation duly adopted
resolutions dividing into Series the authorized capital stock of the Corporation
and allocating shares to each Series as set forth in these Articles
Supplementary.
IN WITNESS WHEREOF, AMERICAN CENTURY STRATEGIC ASSET ALLOCATIONS, INC.
has caused these Articles Supplementary to be signed and acknowledged in its
name and on its behalf by its Vice President and attested to by its Assistant
Secretary on this 22nd day of May, 2000.
AMERICAN CENTURY STRATEGIC
ATTEST: ASSET ALLOCATIONS, INC.
/s/ Brian L. Brogan By: /s/ David C. Tucker
------------------- -------------------
Name: Brian L. Brogan Name: David C. Tucker
Title: Assistant Secretary Title: Vice President
THE UNDERSIGNED Vice President of AMERICAN CENTURY STRATEGIC ASSET
ALLOCATIONS, INC., who executed on behalf of said Corporation the foregoing
Articles Supplementary to the Charter, of which this certificate is made a part,
hereby acknowledges, in the name of and on behalf of said Corporation, the
foregoing Articles Supplementary to the Charter to be the corporate act of said
Corporation, and further certifies that, to the best of his knowledge,
information and belief, the matters and facts set forth therein with respect to
the approval thereof are true in all material respects under the penalties of
perjury.
Dated: May 22, 2000 /s/ David C. Tucker
-------------------
David C. Tucker, Vice President
