EX-99.(A)(8) 3 a2145096zex-99_a8.txt EX-99.(A)(8) Exhibit 99.(a)(8) ING PARTNERS, INC. ARTICLES OF AMENDMENT ING PARTNERS, INC., a Maryland corporation having its principal office in Baltimore, Maryland (the "Corporation"), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: The Charter of the Corporation is hereby amended by renaming the classified shares of capital stock of the following series as follows:
OLD NAME NEW NAME -------- -------- ING UBS U.S. Allocation Portfolio - Initial ING Van Kampen Equity and Income Portfolio Class - Initial Class ING UBS U.S. Allocation Portfolio - Adviser ING Van Kampen Equity and Income Portfolio - Class Adviser Class ING UBS U.S. Allocation Portfolio - Service ING Van Kampen Equity and Income Portfolio - Class Service Class ING MFS Global Growth Portfolio - Initial ING Oppenheimer Global Portfolio - Initial Class Class ING MFS Global Growth Portfolio - Adviser ING Oppenheimer Global Portfolio - Adviser Class Class ING MFS Global Growth Portfolio - Service ING Oppenheimer Global Portfolio - Service Class Class ING Alger Aggressive Growth Portfolio - Initial ING T. Rowe Price Diversified Mid Cap Growth Class Portfolio - Initial Class ING Alger Aggressive Growth Portfolio - ING T. Rowe Price Diversified Mid Cap Growth Adviser Class Portfolio - Adviser Class ING Alger Aggressive Growth Portfolio - ING T. Rowe Price Diversified Mid Cap Growth Service Class Portfolio - Service Class ING Alger Growth Portfolio - Initial Class ING American Century Select Portfolio - Initial Class ING Alger Growth Portfolio - Adviser Class ING American Century Select Portfolio - Adviser Class
ING Alger Growth Portfolio - Service Class ING American Century Select Portfolio - Service Class ING Alger Capital Appreciation Portfolio - ING Salomon Brothers Large Cap Growth Initial Class Portfolio - Initial Class ING Alger Capital Appreciation Portfolio - ING Salomon Brothers Large Cap Growth Adviser Class Portfolio - Adviser Class ING Alger Capital Appreciation Portfolio - ING Salomon Brothers Large Cap Growth Service Class Portfolio - Service Class
SECOND: The foregoing amendment to the Charter was duly approved by a majority of the entire Board of Directors of the Corporation at a meeting held on August 13, 2004. THIRD: The foregoing amendment is limited to changes expressly permitted by Section 2-605 of the Maryland General Corporation Law to be made without action by stockholders. FOURTH: The foregoing amendment shall be effective on November 8, 2004. IN WITNESS WHEREOF, ING Partners, Inc. has caused these Articles of Amendment to be signed in its name and on its behalf by its President and witnessed by its Assistant Secretary on this 8th day of October, 2004. ING PARTNERS, INC. By: /s/ James M. Hennessy ----------------------------- James M. Hennessy President WITNESS: /s/ Huey P. Falgout -------------------------------- Huey P. Falgout Secretary CERTIFICATE THE UNDERSIGNED, President of ING PARTNERS, INC., who executed on behalf of said Corporation the foregoing Articles of Amendment, of which this certificate is made a part, hereby acknowledges, in the name and on behalf of said Corporation, the foregoing Articles of Amendment to be the corporate act of said Corporation and certifies that, to the best of his knowledge, information and belief, the matters and facts set forth therein with respect to the authorization and approval thereof are true in all material respects, under the penalties of perjury. /s/ James M. Hennessy --------------------------- James M. Hennessy President