EX-99.(A)(43) 33 c95302_ex99-a43.htm

EXHIBIT 99(a)(43)

 

THE LAZARD FUNDS, INC.

 

ARTICLES OF AMENDMENT

 

THE LAZARD FUNDS, INC., a Maryland corporation having its principal office in the State of Maryland (hereinafter called the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that:

 

FIRST: The Articles of Incorporation of the Corporation (the “Charter”) are hereby amended to change the name of the Corporation’s Lazard US Equity Select Portfolio to Lazard US Equity Focus Portfolio, with the effect that the one-hundred million (100,000,000) issued and unissued authorized shares of Common Stock known as Institutional Shares of Lazard US Equity Select Portfolio are redesignated as Institutional Shares of Lazard US Equity Focus Portfolio, the one-hundred million (100,000,000) issued and unissued authorized shares of Common Stock known as Open Shares of Lazard US Equity Select Portfolio are redesignated as Open Shares of Lazard US Equity Focus Portfolio and the fifty million (50,000,000) issued and unissued authorized shares of Common Stock known as R6 Shares of Lazard US Equity Select Portfolio are redesignated as R6 Shares of Lazard US Equity Focus Portfolio.

SECOND: The foregoing amendment to the Charter has been approved by a majority of the entire Board of Directors and is limited to changes expressly permitted by Section 2-605 of the Maryland General Corporation Law to be made without action by the stockholders.

THIRD: The foregoing amendment does not increase the total number of authorized shares of the Corporation or the aggregate par value thereof. Giving effect to the redesignations in the foregoing amendment, the total number of shares of stock that the Corporation has authority to issue remains at six billion nine hundred million (6,900,000,000) shares, all of which are shares of Common Stock, with a par value of one tenth of one cent ($.001) per share, having an aggregate par value of six million nine hundred thousand dollars ($6,900,000.00), classified as follows:

 

 

Portfolio

Shares

Authorized

 

Lazard US Equity Concentrated Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard US Equity Focus Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

100,000,000

100,000,000

50,000,000

   

Lazard US Small-Mid Cap Equity Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

150,000,000

50,000,000

50,000,000

   

Lazard International Equity Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

150,000,000

50,000,000

50,000,000

 

 

Portfolio

Shares

Authorized

 

Lazard International Equity Advantage Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard International Equity Concentrated Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard International Quality Growth Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard International Equity Value Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard International Equity Select Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard International Strategic Equity Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

100,000,000

50,000,000

50,000,000

   

Lazard International Small Cap Equity Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Global Equity Select Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Managed Equity Volatility Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

2

 

Portfolio

Shares

Authorized

 

Lazard Global Strategic Equity Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Equity Franchise Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Global Listed Infrastructure Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Emerging Markets Core Equity Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Emerging Markets Equity Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

700,000,000

200,000,000

500,000,000

   

Lazard Developing Markets Equity Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Emerging Markets Equity Advantage Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Emerging Markets Equity Blend Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Emerging Markets Debt Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Emerging Markets Income Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

3

 

Portfolio

Shares

Authorized

 

Lazard Explorer Total Return Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Emerging Markets Multi-Asset Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard US Realty Equity Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

100,000,000

100,000,000

100,000,000

   

Lazard Global Realty Equity Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Real Assets and Pricing Opportunities Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard US Corporate Income Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard US Short Duration Fixed Income Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Global Fixed Income Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Global Dynamic Multi-Asset Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   

Lazard Enhanced Opportunities Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

4

 

Portfolio

Shares

Authorized

 

Lazard Opportunistic Strategies Portfolio

Institutional Common Stock

Open Common Stock

R6 Common Stock

 

50,000,000

50,000,000

50,000,000

   
Unclassified

50,000,000

   
Total 6,900,000,000

 

FOURTH: These Articles of Amendment to the Charter of the Corporation shall become effective at 9:01 a.m. on October 31, 2019.

 

The undersigned Vice President of the Corporation acknowledges these Articles of Amendment to be the corporate act of the Corporation and states that to the best of his knowledge, information and belief, the matters and facts with respect to authorization and approval set forth in these Articles of Amendment are true in all material respects and that this statement is made under penalties of perjury.

IN WITNESS WHEREOF, The Lazard Funds, Inc. has caused these Articles of Amendment to be signed in its name and on its behalf by its Vice President and witnessed by its Assistant Secretary as of October __, 2019.

  THE LAZARD FUNDS, INC.
       
  By:    
    Name:  Mark R. Anderson  
    Title:  Vice President  

 

WITNESS:  
   
   
Name:  Shari Soloway  
Title:  Assistant Secretary  
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