SHORT TERM INVESTMENTS CO /TX/
497, 2000-02-04
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<PAGE>   1
                              PRIME PORTFOLIO

                           CASH MANAGEMENT CLASS

                     Supplement dated February 4, 2000
                 to the Prospectus dated December 17, 1999

At a meeting held on February 3, 2000, the Board of Directors of Short-Term
Investments Co. (the company), on behalf of the Prime Portfolio (the fund),
voted to request shareholders to approve the following items that will
affect the fund:

- -          A new advisory agreement between the company and A I M Advisors,
           Inc. (AIM). The principal changes to the advisory agreement are
           (i) the deletion of references to the provision of administrative
           services and certain expense limitations that are no longer
           applicable, and (ii) the clarification of provisions relating to
           delegations of responsibilities and the non-exclusive nature of
           AIM's services. The revised advisory agreement does not change
           the fees paid by the fund (except that the agreement permits the
           fund to pay a fee to AIM in connection with any new securities
           lending program implemented in the future);

- -          Changing the fund's fundamental investment restrictions. The
           proposed revisions to the fund's fundamental investment
           restrictions are described in a supplement to the fund's
           statement of additional information; and

- -          Changing the fund's investment objective so that it is
           non-fundamental. If the investment objective of the fund becomes
           non-fundamental, it can be changed in the future by the Board of
           Directors of the company without further approval by
           shareholders.

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 25, 2000.



<PAGE>   2
                              PRIME PORTFOLIO

                            INSTITUTIONAL CLASS

                     Supplement dated February 4, 2000
                 to the Prospectus dated December 17, 1999

At a meeting held on February 3, 2000, the Board of Directors of Short-Term
Investments Co. (the company), on behalf of the Prime Portfolio (the fund),
voted to request shareholders to approve the following items that will
affect the fund:

- -          A new advisory agreement between the company and A I M Advisors,
           Inc. (AIM). The principal changes to the advisory agreement are
           (i) the deletion of references to the provision of administrative
           services and certain expense limitations that are no longer
           applicable, and (ii) the clarification of provisions relating to
           delegations of responsibilities and the non-exclusive nature of
           AIM's services. The revised advisory agreement does not change
           the fees paid by the fund (except that the agreement permits the
           fund to pay a fee to AIM in connection with any new securities
           lending program implemented in the future);

- -          Changing the fund's fundamental investment restrictions. The
           proposed revisions to the fund's fundamental investment
           restrictions are described in a supplement to the fund's
           statement of additional information; and

- -          Changing the fund's investment objective so that it is
           non-fundamental. If the investment objective of the fund becomes
           non-fundamental, it can be changed in the future by the Board of
           Directors of the company without further approval by
           shareholders.

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 25, 2000.



<PAGE>   3
                              PRIME PORTFOLIO

                         PERSONAL INVESTMENT CLASS

                     Supplement dated February 4, 2000
                 to the Prospectus dated December 17, 1999

At a meeting held on February 3, 2000, the Board of Directors of Short-Term
Investments Co. (the company), on behalf of the Prime Portfolio (the fund),
voted to request shareholders to approve the following items that will
affect the fund:

- -          A new advisory agreement between the company and A I M Advisors,
           Inc. (AIM). The principal changes to the advisory agreement are
           (i) the deletion of references to the provision of administrative
           services and certain expense limitations that are no longer
           applicable, and (ii) the clarification of provisions relating to
           delegations of responsibilities and the non-exclusive nature of
           AIM's services. The revised advisory agreement does not change
           the fees paid by the fund (except that the agreement permits the
           fund to pay a fee to AIM in connection with any new securities
           lending program implemented in the future);

- -          Changing the fund's fundamental investment restrictions. The
           proposed revisions to the fund's fundamental investment
           restrictions are described in a supplement to the fund's
           statement of additional information; and

- -          Changing the fund's investment objective so that it is
           non-fundamental. If the investment objective of the fund becomes
           non-fundamental, it can be changed in the future by the Board of
           Directors of the company without further approval by
           shareholders.

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 25, 2000.



<PAGE>   4
                              PRIME PORTFOLIO

                          PRIVATE INVESTMENT CLASS

                     Supplement dated February 4, 2000
                 to the Prospectus dated December 17, 1999

At a meeting held on February 3, 2000, the Board of Directors of Short-Term
Investments Co. (the company), on behalf of the Prime Portfolio (the fund),
voted to request shareholders to approve the following items that will
affect the fund:

- -          A new advisory agreement between the company and A I M Advisors,
           Inc. (AIM). The principal changes to the advisory agreement are
           (i) the deletion of references to the provision of administrative
           services and certain expense limitations that are no longer
           applicable, and (ii) the clarification of provisions relating to
           delegations of responsibilities and the non-exclusive nature of
           AIM's services. The revised advisory agreement does not change
           the fees paid by the fund (except that the agreement permits the
           fund to pay a fee to AIM in connection with any new securities
           lending program implemented in the future);

- -          Changing the fund's fundamental investment restrictions. The
           proposed revisions to the fund's fundamental investment
           restrictions are described in a supplement to the fund's
           statement of additional information; and

- -          Changing the fund's investment objective so that it is
           non-fundamental. If the investment objective of the fund becomes
           non-fundamental, it can be changed in the future by the Board of
           Directors of the company without further approval by
           shareholders.

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 25, 2000.

<PAGE>   5
                              PRIME PORTFOLIO

                               RESERVE CLASS

                     Supplement dated February 4, 2000
                 to the Prospectus dated December 17, 1999

At a meeting held on February 3, 2000, the Board of Directors of Short-Term
Investments Co. (the company), on behalf of the Prime Portfolio (the fund),
voted to request shareholders to approve the following items that will
affect the fund:

- -          A new advisory agreement between the company and A I M Advisors,
           Inc. (AIM). The principal changes to the advisory agreement are
           (i) the deletion of references to the provision of administrative
           services and certain expense limitations that are no longer
           applicable, and (ii) the clarification of provisions relating to
           delegations of responsibilities and the non-exclusive nature of
           AIM's services. The revised advisory agreement does not change
           the fees paid by the fund (except that the agreement permits the
           fund to pay a fee to AIM in connection with any new securities
           lending program implemented in the future);

- -          Changing the fund's fundamental investment restrictions. The
           proposed revisions to the fund's fundamental investment
           restrictions are described in a supplement to the fund's
           statement of additional information; and

- -          Changing the fund's investment objective so that it is
           non-fundamental. If the investment objective of the fund becomes
           non-fundamental, it can be changed in the future by the Board of
           Directors of the company without further approval by
           shareholders.

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 25, 2000.

<PAGE>   6
                              PRIME PORTFOLIO

                               RESOURCE CLASS

                     Supplement dated February 4, 2000
                 to the Prospectus dated December 17, 1999

At a meeting held on February 3, 2000, the Board of Directors of Short-Term
Investments Co. (the company), on behalf of the Prime Portfolio (the fund),
voted to request shareholders to approve the following items that will
affect the fund:

- -          A new advisory agreement between the company and A I M Advisors,
           Inc. (AIM). The principal changes to the advisory agreement are
           (i) the deletion of references to the provision of administrative
           services and certain expense limitations that are no longer
           applicable, and (ii) the clarification of provisions relating to
           delegations of responsibilities and the non-exclusive nature of
           AIM's services. The revised advisory agreement does not change
           the fees paid by the fund (except that the agreement permits the
           fund to pay a fee to AIM in connection with any new securities
           lending program implemented in the future);

- -          Changing the fund's fundamental investment restrictions. The
           proposed revisions to the fund's fundamental investment
           restrictions are described in a supplement to the fund's
           statement of additional information; and

- -          Changing the fund's investment objective so that it is
           non-fundamental. If the investment objective of the fund becomes
           non-fundamental, it can be changed in the future by the Board of
           Directors of the company without further approval by
           shareholders.

The Board of Directors of the company has called a meeting of the fund's
shareholders to be held on or about May 3, 2000 to vote on these and other
proposals. Only shareholders of record as of February 18, 2000 will be
entitled to vote at the meeting. Proposals that are approved are expected
to become effective on or about May 25, 2000.

<PAGE>   7
                           SHORT-TERM INVESTMENTS CO.

                                 PRIME PORTFOLIO

                             (CASH MANAGEMENT CLASS)
                              (INSTITUTIONAL CLASS)
                           (PERSONAL INVESTMENT CLASS)
                           (PRIVATE INVESTMENT CLASS)
                                 (RESERVE CLASS)
                                (RESOURCE CLASS)

                        Supplement dated February 4, 2000
       to the Statement of Additional Information dated December 17, 1999


At a meeting held on February 3, 2000, the Board of Directors of Short-Term
Investments Co. (the "Company"), on behalf of the Prime Portfolio (the
"Portfolio"), voted to request shareholder approval to amend the Portfolio's
fundamental investment restrictions. The Board of Directors has called a meeting
of the Portfolio's shareholders to be held on or about May 3, 2000. Only
shareholders of record as of February 18, 2000 are entitled to vote at the
meeting. Proposals that are approved are expected to become effective on or
about May 25, 2000.

If shareholders approve the proposal to amend the Portfolio's fundamental
investment restrictions, the Prime Portfolio will operate under the following
fundamental investment restrictions:

The Portfolio is subject to the following investment restrictions, which may be
changed only by a vote of a majority of the Portfolio's outstanding shares:

                  (a) the Portfolio is a "diversified company" as defined in the
         1940 Act. The Portfolio will not purchase the securities of any issuer
         if, as a result, the Portfolio would fail to be a diversified company
         within the meaning of the 1940 Act, and the rules and regulations
         promulgated thereunder, as such statute, rules and regulations are
         amended from time to time or are interpreted from time to time by the
         SEC staff (collectively, the 1940 Act laws and interpretations) or
         except to the extent that the Portfolio may be permitted to do so by
         exemptive order or similar relief (collectively, with the 1940 Act laws
         and interpretations, the 1940 Act laws, interpretations and
         exemptions). In complying with this restriction, however, the Portfolio
         may purchase securities of other investment companies to the extent
         permitted by the 1940 Act laws, interpretations and exemptions.

                  (b) the Portfolio may not borrow money or issue senior
         securities, except as permitted by the 1940 Act laws, interpretations
         and exemptions.

                  (c) the Portfolio may not underwrite the securities of other
         issuers. This restriction does not prevent the Portfolio from engaging
         in transactions involving the acquisition, disposition or resale of its
         portfolio securities, regardless of whether the Portfolio may be
         considered to be an underwriter under the Securities Act of 1933.

                  (d) the Portfolio will not make investments that will result
         in the concentration (as that term may be defined or interpreted by the
         1940 Act laws, interpretations and exemptions) of its investments in
         the securities of issuers primarily engaged in the same industry. This
         restriction does not limit the Portfolio's investments in (i)
         obligations issued or guaranteed by the U.S. Government, its agencies
         or instrumentalities, (ii) tax-exempt obligations issued by governments
         or political subdivisions of governments, or (iii) bank instruments. In
         complying with this restriction, the Portfolio will not consider a
         bank-issued guaranty or financial guaranty insurance as a separate
         security.

                  (e) the Portfolio may not purchase real estate or sell real
         estate unless acquired as a result of ownership of securities or other
         instruments. This restriction does not prevent the Portfolio from
         investing



                                       1
<PAGE>   8

         in issuers that invest, deal, or otherwise engage in transactions in
         real estate or interests therein, or investing in securities that are
         secured by real estate or interests therein.

                  (f) the Portfolio may not purchase physical commodities or
         sell physical commodities unless acquired as a result of ownership of
         securities or other instruments. This restriction does not prevent the
         Portfolio from engaging in transactions involving futures contracts and
         options thereon or investing in securities that are secured by physical
         commodities.

                  (g) the Portfolio may not make personal loans or loans of its
         assets to persons who control or are under common control with the
         Portfolio, except to the extent permitted by 1940 Act laws,
         interpretations and exemptions. This restriction does not prevent the
         Portfolio from, among other things, purchasing debt obligations,
         entering into repurchase agreements, loaning its assets to
         broker-dealers or institutional investors, or investing in loans,
         including assignments and participation interests.

                  (h) the Portfolio may, notwithstanding any other fundamental
         investment policy or limitation, invest all of its assets in the
         securities of a single open-end management investment company with
         substantially the same fundamental investment objectives, policies and
         restrictions as the Portfolio.

The investment restrictions set forth above provide the Portfolio with the
ability to operate under new interpretations of the 1940 Act or pursuant to
exemptive relief from the SEC without receiving prior shareholder approval of
the change. Even though the Portfolio has this flexibility, the Board of
Directors of the Company has adopted internal guidelines for the Portfolio
relating to certain of these restrictions which the advisor must follow in
managing the Portfolio. Any changes to these guidelines, which are set forth
below, require the approval of the Board of Directors.

         1.    In complying with the fundamental restriction regarding issuer
               diversification, the Portfolio will not, with respect to 100% of
               its total assets, purchase securities of any issuer (other than
               securities issued or guaranteed by the U.S. Government or any of
               its agencies or instrumentalities), if, as a result, (i) more
               than 5% of the Portfolio's total assets would be invested in the
               securities of that issuer, except as permitted by Rule 2a-7 under
               the 1940 Act, or (ii) the Portfolio would hold more than 10% of
               the outstanding voting securities of that issuer. The Portfolio
               may (i) purchase securities of other investment companies as
               permitted by Section 12(d)(1) of the 1940 Act and (ii) invest its
               assets in securities of other money market funds and lend money
               to other investment companies and their series portfolios that
               have AIM as an investment advisor, subject to the terms and
               conditions of any exemptive orders issued by the SEC.

         2.    In complying with the fundamental restriction regarding borrowing
               money and issuing senior securities, the Portfolio may borrow
               money in an amount not exceeding 33 1/3% of its total assets
               (including the amount borrowed) less liabilities (other than
               borrowings). The Portfolio may borrow from banks, broker/dealers
               or other investment companies or their series portfolios that
               have AIM or an affiliate of AIM as an investment advisor (an AIM
               fund). The Portfolio may not borrow for leveraging, but may
               borrow for temporary or emergency purposes, in anticipation of or
               in response to adverse market conditions, or for cash management
               purposes. The Portfolio may not purchase additional securities
               when any borrowings from banks exceed 5% of the Portfolio's total
               assets.

         3.    In complying with the fundamental restriction regarding industry
               concentration, the Portfolio may invest up to 25% of its total
               assets in the securities of issuers whose principal business
               activities are in the same industry.

         4.    In complying with the fundamental restriction with regard to
               making loans, the Portfolio may lend up to 33 1/3% of its total
               assets and may lend money to another AIM fund, on such terms and
               conditions as the SEC may require in an exemptive order.

         5.    Notwithstanding the fundamental restriction on investing all of
               the Portfolio's assets in an open-end fund, the Portfolio may not
               invest all of its assets in the securities of a single open-end
               management investment company with the same fundamental
               investment objectives, policies and limitations as the Portfolio.



                                       2
<PAGE>   9

If a percentage restriction is adhered to at the time of investment, a later
change in percentage resulting from changes in values of assets will not be
considered a violation of the restriction.

Effective immediately, the following replaces in its entirety the paragraph with
the heading "INVESTMENT PROGRAM AND RESTRICTIONS - INVESTMENT IN OTHER
INVESTMENT COMPANIES" on page A-23 of the Statement of Additional Information:

               "INVESTMENT IN OTHER INVESTMENT COMPANIES. The Portfolio may
          invest in other investment companies to the extent permitted by the
          1940 Act, and rules and regulations thereunder, and if applicable,
          exemptive orders granted by the SEC. The following restrictions apply
          to investments in other investment companies other than Affiliated
          Money Market Funds (defined below): (i) the Portfolio may not purchase
          more than 3% of the total outstanding voting stock of another
          investment company; (ii) the Portfolio may not invest more than 5% of
          its total assets in securities issued by another investment company;
          and (iii) the Portfolio may not invest more than 10% of its total
          assets in securities issued by other investment companies other than
          Affiliated Money Market Funds. With respect to the Portfolio's
          purchase of shares of another investment company, including Affiliated
          Money Market Funds, the Portfolio will indirectly bear its
          proportionate share of the advisory fees and other operating expenses
          of such investment company. The Portfolio has obtained an exemptive
          order from the SEC allowing it to invest in money market funds that
          have AIM or an affiliate of AIM as an investment adviser (the
          "Affiliated Money Market Funds"), provided that investments in
          Affiliated Money Market Funds do not exceed 25% of the total assets of
          the Portfolio. With respect to the Portfolio's purchase of shares of
          the Affiliated Money Market Funds, the Portfolio will indirectly pay
          the advisory fees and other operating expenses of the Affiliated Money
          Market Funds."


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