Agreement and Plan of Reorganization (2006)Full Document 

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                      AGREEMENT AND PLAN OF REORGANIZATION

      This Agreement and Plan of Reorganization dated as of June 1, 2005, is by
and among Columbia International Stock Fund, Inc. (the "Acquired Fund"), an
Oregon Corporation; Columbia Funds Series Trust I (the "Acquiring Trust"), a
Massachusetts business trust, on behalf of its Columbia International Stock Fund
series (the "Acquiring Fund"); and Columbia Management Advisors, Inc.
("Columbia").

      This Agreement is intended to be and is adopted as a plan of
reorganization and liquidation within the meaning of Sections 361(a) and Section
368(a) of the United States Internal Revenue Code of 1986, as amended (the
"Code"), and any successor provision. The reorganization will consist of the
transfer of all of the assets of the Acquired Fund attributable to each class of
its shares in exchange for shares of the same class of shares of the Acquiring
Fund (the "Acquisition Shares"), and the assumption by the Acquiring Fund of the
liabilities of the Acquired Fund and the distribution of the Acquisition Shares
to the relevant shareholders of the Acquired Fund in liquidation of the Acquired
Fund, all upon the terms and conditions set forth in this Agreement.

      In consideration of the premises and of the covenants and agreements
hereinafter set forth, the parties hereto covenant and agree as follows:

TRANSFER OF ASSETS OF ACQUIRED FUND IN EXCHANGE FOR ASSUMPTION OF LIABILITIES
      AND ACQUISITION SHARES AND LIQUIDATION OF ACQUIRED FUND.

      -     SUBJECT TO THE TERMS AND CONDITIONS HEREIN SET FORTH AND ON THE
            BASIS OF THE REPRESENTATIONS AND WARRANTIES CONTAINED HEREIN,

            i)    THE ACQUIRED FUND WILL TRANSFER AND DELIVER TO THE ACQUIRING
                  FUND, AND THE ACQUIRING FUND WILL ACQUIRE, ALL THE ASSETS OF
                  THE ACQUIRED FUND AS SET FORTH IN PARAGRAPH 1.2;

            ii)   THE ACQUIRING FUND WILL ASSUME ALL OF THE ACQUIRED FUND'S
                  LIABILITIES AND OBLIGATIONS OF ANY KIND WHATSOEVER, WHETHER
                  ABSOLUTE, ACCRUED, CONTINGENT OR OTHERWISE, IN EXISTENCE ON
                  THE CLOSING DATE (AS DEFINED IN PARAGRAPH 1.2 HEREOF) (THE
                  "OBLIGATIONS"); AND

            iii)  THE ACQUIRING FUND WILL ISSUE AND DELIVER TO THE ACQUIRED FUND
                  IN EXCHANGE FOR THE NET ASSETS ATTRIBUTABLE TO EACH CLASS OF
                  ITS SHARES THE NUMBER OF ACQUISITION SHARES OF THE
                  CORRESPONDING CLASS (INCLUDING FRACTIONAL SHARES, IF ANY)
                  DETERMINED BY DIVIDING THE VALUE OF SUCH NET ASSETS, COMPUTED
                  IN THE MANNER AND AS OF THE TIME AND DATE SET FORTH IN
                  PARAGRAPH 2.1, BY THE NET ASSET VALUE OF ONE ACQUISITION SHARE
                  OF THE APPLICABLE CLASS COMPUTED IN THE MANNER AND AS OF THE
                  TIME AND DATE SET FORTH IN PARAGRAPH 2.2. SUCH TRANSACTIONS
                  SHALL TAKE PLACE AT THE CLOSING PROVIDED FOR IN PARAGRAPH 3.1
                  (THE "CLOSING").

      -     THE ASSETS OF THE ACQUIRED FUND TO BE ACQUIRED BY THE ACQUIRING FUND
            SHALL CONSIST OF ALL CASH, SECURITIES, DIVIDENDS AND INTEREST
            RECEIVABLE, RECEIVABLES FOR SHARES SOLD AND ALL OTHER ASSETS WHICH
            ARE OWNED BY THE ACQUIRED FUND ON THE CLOSING DATE PROVIDED IN
            PARAGRAPH 3.1 (THE "CLOSING DATE") AND ANY DEFERRED EXPENSES, OTHER
            THAN UNAMORTIZED ORGANIZATIONAL EXPENSES, SHOWN AS AN ASSET ON THE
            BOOKS OF THE ACQUIRED FUND ON THE CLOSING DATE. THE ACQUIRING FUND
            AGREES THAT ALL RIGHTS TO INDEMNIFICATION AND ALL LIMITATIONS OF
            LIABILITY EXISTING IN FAVOR OF THE ACQUIRED FUND'S CURRENT AND
            FORMER DIRECTORS AND OFFICERS, ACTING IN THEIR CAPACITIES AS SUCH,
            UNDER THE ACQUIRED FUND'S ARTICLES OF INCORPORATION AND BYLAWS AS IN
            EFFECT AS OF THE DATE OF THIS AGREEMENT SHALL SURVIVE THE
            REORGANIZATION AS OBLIGATIONS OF THE ACQUIRING FUND AND SHALL
            CONTINUE IN FULL FORCE



            AND EFFECT, WITHOUT ANY AMENDMENT THERETO, AND SHALL CONSTITUTE
            RIGHTS WHICH MAY BE ASSERTED AGAINST THE ACQUIRING FUND, ITS
            SUCCESSORS OR ASSIGNS.

      -     AS PROVIDED IN PARAGRAPH 3.4, AS SOON AFTER THE CLOSING DATE AS IS
            CONVENIENTLY PRACTICABLE (THE "LIQUIDATION DATE"), THE ACQUIRED FUND
            WILL LIQUIDATE AND DISTRIBUTE PRO RATA TO SHAREHOLDERS OF RECORD OF
            EACH CLASS OF SHARES, DETERMINED AS OF THE CLOSE OF BUSINESS ON THE
            VALUATION DATE (AS DEFINED IN PARAGRAPH 2.1), THE ACQUISITION SHARES
            OF THE RELEVANT CLASS RECEIVED BY THE ACQUIRED FUND PURSUANT TO
            PARAGRAPH 1.1. SUCH LIQUIDATION AND DISTRIBUTION WILL BE
            ACCOMPLISHED BY THE TRANSFER OF THE ACQUISITION SHARES THEN CREDITED
            TO THE ACCOUNT OF THE ACQUIRED FUND ON THE BOOKS OF THE ACQUIRING
            FUND TO OPEN ACCOUNTS ON THE SHARE RECORDS OF THE ACQUIRING FUND IN
            THE NAMES OF THE ACQUIRED FUND SHAREHOLDERS AND REPRESENTING THE

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