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EX A(3)
THE GABELLI GLOBAL MULTIMEDIA TRUST INC.
CERTIFICATE OF CORRECTION
FIRST: The title of the document being corrected by this Certificate of
Correction is the Articles Supplementary of the Fund which created and
established the preferences, conversion or other rights, voting powers,
restrictions, limitations as to dividends, qualifications and terms and
conditions of redemption of the shares of the 7.92% Cumulative Preferred Stock
of the Fund.
SECOND: The name of the only party to such Articles Supplementary is: The
Gabelli Global Multimedia Trust Inc.
THIRD: The Articles Supplementary being corrected by this Certificate of
Correction were filed with and approved by the Department on June 4, 1997 and
corrected on June 5, 1997.
FOURTH: The fifth clause of the definition of "Moody's Eligible Assets"
in Article I of such Articles Supplementary as originally filed read as follows:
"v. common stocks (A) which are traded on the New York Stock
Exchange, the American Stock Exchange or in the over-the-counter market,
(B) which, if cash dividend paying, pay cash dividends in U.S. dollars,
(C) which may be sold without restriction by the Corporation; provided,
however, that (l) common stock which, while a Moody's Eligible Asset
owned by the Corporation, ceases paying any regular cash dividend will no
longer be considered a Moody's Eligible Asset until 71 days following the
date of the announcement of such cessation, unless the issuer of the
common stock has senior debt securities rated at least A3 by Moody's and
(2) the aggregate Market Value of the Corporation's holdings of the
common stock of any issuer in excess of 4% in the case of utility common
stock and 6% in the case of non-utility common stock of the number of
Outstanding shares times the Market Value of such common stock shall not
be a Moody's Eligible Asset and (D) which are securities denominated in
any currency other than the U.S. dollar or securities of issuers formed
under the laws of jurisdictions other
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than the United States, its states and the District of Columbia for which
there are dollar-denominated American Depository Receipts ("ADRs") or
their equivalents which are traded in the United States on exchanges or
over-the-counter and are issued by banks formed under the laws of the
United States, its states or the District of Columbia; provided, however,
that the aggregate Market Value of the Corporation's holdings of
securities denominated in currencies other than the U.S. dollar and ADRs
in excess of 6% of the aggregate Market Value of the Outstanding shares
of common stock of such issuer or in excess of 10% of the Market Value of
the Corporation's Moody's Eligible Assets with respect to issuers formed
under the laws of any single such non-U.S. jurisdiction shall not be a
Moody's Eligible Asset;"
The fifth clause of the definition of "Moody's Eligible Assets" in
Article I of such Articles Supplementary as corrected hereby should read as
follows:
"v. common stocks (A) which are traded on the New York Stock Exchange,
the American Stock Exchange or in the over-the-counter market and (B)
which may be sold without restriction by the Corporation; provided,
however, that (1) common stock which, while a Moody's Eligible Asset
owned by the Corporation, ceases paying any regular cash dividend will no
longer be considered a Moody's Eligible Asset until 71 days following the
date of the announcement of such cessation, unless the issuer of the
common stock has senior debt securities rated at least A3 by Moody's and
(2) the aggregate Market Value of the Corporation's holdings of the
common stock of any issuer in excess of 4% in the case of utility common
stock and 6% in the case of non-utility common stock of the number of
Outstanding shares times the Market Value of such common stock shall not
be a Moody's Eligible Asset or (C) which are securities denominated in
any currency other than the U.S. dollar or securities of issuers formed
under the laws of jurisdictions other than the United States, its states
and the District of Columbia for which there are dollar-denominated
American Depository Receipts ("ADRs") or their equivalents which are
traded in the United States on exchanges or over-the-counter
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and are issued by banks formed under the laws of the United States, its
states or the District of Columbia; provided, however, that the aggregate
Market Value of the Corporation's holdings of securities denominated in
currencies other than the U.S. dollar and ADRs in excess of 6% of the
aggregate Market Value of the Outstanding shares of common stock of such
issuer or in excess of l0% of the Market Value of the Corporation's
Moody's Eligible Assets with respect to issuers formed under the laws of
any single such non-U.S. jurisdiction shall not be a Moody's Eligible
Asset;"
FIFTH: The foregoing correction will not affect any right or liability
accrued or incurred before its filing.
SIXTH: The undersigned has executed this Certificate of Correction in the
manner in which the Articles Supplementary being corrected by this Certificate
of Correction were required to be executed.
[THIS SPACE INTENTIONALLY LEFT BLANK]
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IN WITNESS WHEREOF, THE GABELLI GLOBAL MULTIMEDIA TRUST INC. Inc has caused
these presents to be signed in its name and on its behalf by a duly authorized
officer, and its corporate seal to be hereunto affixed and attested by its
Secretary, and the said officers of the Corporation further acknowledge said
instrument to be the corporate act of the Corporation, and state that to the
best of their knowledge, information and belief the matters and facts herein set
forth with respect to approval are true in all material respects, all on July
25, 1997, under the penalties of perjury.
THE GABELLI GLOBAL MULTIMEDIA
TRUST INC.
By /s/ BRUCE N. ALPERT
---------------------------------
Name: Bruce N. Alpert
Title: Vice President
and Treasurer
Attest:
/s/ JAMES E. MCKEE
-----------------------------
Name: James E. McKee
Title: Secretary
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THE GABELLI GLOBAL MULTIMEDIA TRUST INC.
CERTIFICATE OF CORRECTION
FIRST: The title of the document being corrected by this Certificate of
Correction is the Articles Supplementary of the Fund which created and
established the preferences, conversion or other rights, voting powers,
restrictions, limitations as to dividends, qualifications and terms and
conditions of redemption of the shares of the 7.92% Cumulative Preferred Stock
of the Fund.
SECOND: The name of the only party to such Articles Supplementary is: The
Gabelli Global Multimedia Trust Inc.
THIRD: The Articles Supplementary being corrected by this Certificate of
Correction were filed with and approved by the Department on June 4, 1997.
FOURTH: The third clause of Article II, Section 4(e) of such Articles
Supplementary as origina1ly filed read as follows:
"(iii) The terms of office of all persons who are directors of the
Corporation at the time of a special meeting of holders of Preferred
Stock, including Cumulative Preferred Stock, to elect directors shall
continue, notwithstanding the election at such meeting by such holders of
the number of directors that they are entitled to elect, and the persons
so elected by such holders, together with the two incumbent directors
elected by the holders of Preferred Stock, including Cumulative Preferred
Stock, and the remaining incumbent directors elected by the holders of
the Common Stock and Preferred Stock, shall constitute the duly elected
directors of the Corporation."
The third clause of Article II, Section 4(e) of such Articles
Supplementary hereby should read as follows:
"(iii) Unless inconsistent with the provisions of paragraph 4(b) of
Article II hereof, the terms of office of all persons who are directors of the
Corporation at the time of a special meeting of holders of Preferred Stock,
including Cumulative Preferred Stock, to elect
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directors shall continue, and the persons so elected by such holders of
Cumulative Preferred Stock, together with the two incumbent directors elected by
the holders of Preferred Stock, including Cumulative Preferred Stock, and the
remaining incumbent directors elected by the holders of the Common Stock and
Preferred Stock, shall constitute the duly elected directors of the
Corporation."
FIFTH: The foregoing correction will not affect any right or liability
accrued or incurred before its filing.
SIXTH: The undersigned has executed this Certificate of Correction in
the manner in which the Articles Supplementary being corrected by this
Certificate of Correction were required to be executed.
[THIS SPACE INTENTIONALLY LEFT BLANK]
2
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IN WITNESS WHEREOF, THE GABELLI GLOBAL MULTIMEDIA TRUST INC. Inc has
caused these presents to be signed in its name and on its behalf by a duly
authorized officer, and its corporate seal to be hereunto affixed and attested
by its Secretary, and the said officers of the Corporation further acknowledge
said instrument to be the corporate act of the Corporation, and state that to
the best of their knowledge, information and belief the matters and facts herein
set forth with respect to approval are true in all material respects, all on
June 2, 1997.
THE GABELLI GLOBAL MULTIMEDIA
TRUST INC.
By /s/ BRUCE N. ALPERT
--------------------------
Name: Bruce N. Alpert
Title: Vice President
and Treasurer
Attest:
/s/ JAMES E. MCKEE
---------------------------
Name: James E. McKee
Title: Secretary
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