Form 485BPOS LORD ABBETT MUNICIPAL

Exhibit - 99.(a)(xix)  

 

LORD ABBETT MUNICIPAL INCOME FUND, INC.

 

ARTICLES SUPPLEMENTARY

 

LORD ABBETT MUNICIPAL INCOME FUND, INC., a Maryland corporation (the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that:

 

FIRST: The Corporation presently has authority to issue 11,607,501,500 shares of capital stock, of the par value of $.001 each (the “Capital Stock”), having an aggregate par value of $11,607,501.50. The Board of Directors has previously classified and designated the Corporation’s shares of Capital Stock as follows:

 

Lord Abbett California Tax-Free Income Fund
Class A		115,000,000 shares
Class C		20,000,000 shares
Class F		67,500,000 shares
Class F3		67,500,000 shares
Class I		180,000,000 shares
Lord Abbett High Income Municipal Bond Fund
Class A		615,000,000 shares
Class C		200,000,000 shares
Class F		392,500,000 shares
Class F3		390,000,000 shares
Class I		390,000,000 shares
Lord Abbett Intermediate Tax Free Fund
Class A		778,000,000 shares
Class C		200,000,000 shares
Class F		489,000,000 shares
Class F3		489,000,000 shares
Class I		489,000,000 shares
Lord Abbett National Tax-Free Income Fund
Class A		587,500,000 shares
Class C		88,125,000 shares
Class F		176,250,000 shares
Class F3		146,875,000 shares
Class I		176,250,000 shares

Lord Abbett New Jersey Tax-Free Income Fund
Class A		225,000,000 shares
Class F		78,750,000 shares
Class F3		67,500,000 shares
Class I		78,750,000 shares
Lord Abbett New York Tax-Free Income Fund
Class A		126,250,000 shares
Class C		20,000,000 shares
Class F		67,500,000 shares
Class F3		78,750,000 shares
Class I		157,500,000 shares
Lord Abbett Short Duration High Income Municipal Bond Fund
Class A		872,500,000 shares
Class C		200,000,000 shares
Class F		292,500,000 shares
Class F3		292,500,000 shares
Class I		292,500,000 shares
Lord Abbett Short Duration Tax Free Fund
Class A		775,000,750 shares
Class C		200,000,000 shares
Class F		390,000,300 shares
Class F3		292,500,225 shares
Class I		292,500,225 shares
Lord Abbett Sustainable Municipal Bond Fund
Class A		400,000,000 shares
Class C		50,000,000 shares
Class F		100,000,000 shares
Class F3		100,000,000 shares
Class I		100,000,000 shares

 

SECOND: In accordance with § 2-105(c) of the Maryland General Corporation Law, the total number of shares of Capital Stock that the Corporation shall have the authority to issue is hereby increased from 11,607,501,500, of the par value of $.001 each, to 11,757,501,500, of the par value of $.001 each, having an aggregate par value of $11,757,501.50.

 

THIRD: Pursuant to the authority of the Board of Directors to classify and reclassify unissued shares of stock of the Corporation under Article V of the Articles of Incorporation of

the Corporation, as amended and supplemented (the “Articles”), the 150,000,000 newly authorized but unclassified and unissued shares of Capital Stock are hereby classified as follows:

 

Lord Abbett National Tax-Free Income Fund
Class I		75,000,000
Lord Abbett New Jersey Tax-Free Income Fund
Class I		75,000,000

 

FOURTH: Subject to the power of the Board of Directors to classify and reclassify unissued shares, all shares of the Corporation hereby classified as specified in Article Third above shall be invested in the same investment portfolio of the Corporation and shall have the preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications, and terms and conditions of redemption set forth in Article V of the Articles and shall be subject to all other provisions of the Articles relating to stock of the Corporation generally.

 

FIFTH: Following the increase in authorized shares and classification of shares of Capital Stock as specified in Articles Second and Third above, the Corporation has authority to issue 11,757,501,500 shares of Capital Stock, of the par value of $.001 each, having an aggregate par value of $11,757,501.50. The authorized shares of Capital Stock are classified and designated as follows:

 

Lord Abbett California Tax-Free Income Fund
Class A		115,000,000 shares
Class C		20,000,000 shares
Class F		67,500,000 shares
Class F3		67,500,000 shares
Class I		180,000,000 shares
Lord Abbett High Income Municipal Bond Fund
Class A		615,000,000 shares
Class C		200,000,000 shares
Class F		392,500,000 shares
Class F3		390,000,000 shares
Class I		390,000,000 shares
Lord Abbett Intermediate Tax Free Fund
Class A		778,000,000 shares

Class C		200,000,000 shares
Class F		489,000,000 shares
Class F3		489,000,000 shares
Class I		489,000,000 shares
Lord Abbett National Tax-Free Income Fund
Class A		587,500,000 shares
Class C		88,125,000 shares
Class F		176,250,000 shares
Class F3		146,875,000 shares
Class I		251,250,000 shares
Lord Abbett New Jersey Tax-Free Income Fund
Class A		225,000,000 shares
Class F		78,750,000 shares
Class F3		67,500,000 shares
Class I		153,750,000 shares
Lord Abbett New York Tax-Free Income Fund
Class A		126,250,000 shares
Class C		20,000,000 shares
Class F		67,500,000 shares
Class F3		78,750,000 shares
Class I		157,500,000 shares
Lord Abbett Short Duration High Income Municipal Bond Fund
Class A		872,500,000 shares
Class C		200,000,000 shares
Class F		292,500,000 shares
Class F3		292,500,000 shares
Class I		292,500,000 shares
Lord Abbett Short Duration Tax Free Fund
Class A		775,000,750 shares
Class C		200,000,000 shares
Class F		390,000,300 shares
Class F3		292,500,225 shares
Class I		292,500,225 shares
Lord Abbett Sustainable Municipal Bond Fund
Class A		400,000,000 shares

Class C		50,000,000 shares
Class F		100,000,000 shares
Class F3		100,000,000 shares
Class I		100,000,000 shares

 

SIXTH: The Corporation is registered as an open-end company under the Investment Company Act of 1940, as amended. The total number of shares of Capital Stock that the Corporation has authority to issue has been increased by the Board of Directors in accordance with § 2-105(c) of the Maryland General Corporation Law. The shares of Capital Stock hereby classified or reclassified as specified above have been duly classified by the Board of Directors under the authority contained in the Articles.

 

SEVENTH: The undersigned officer of the Corporation acknowledges these Articles Supplementary to be the corporate act of the Corporation and, as to all matters or facts required to be verified under oath, the undersigned officer acknowledges that, to the best of such officer’s knowledge, information and belief, these matters and facts are true in all material respects and that this statement is made under the penalties for perjury.

 

-Signature page follows-

IN WITNESS WHEREOF, the Corporation has caused these presents to be signed in its name and on its behalf by its Vice President and Assistant Secretary and attested by its Assistant Secretary on December 23, 2021.

 

	LORD ABBETT MUNICIPAL INCOME FUND, INC.
	By:	/s/ Pamela P. Chen
		Pamela P. Chen
		Vice President and Assistant Secretary

 

ATTEST:

 

/s/ Denise A. Wilson
Denise A. Wilson
Assistant Secretary

Exhibit - 99.(d)(xii)

 

Expense Limitation Agreement

 

This Expense Limitation Agreement (the “Agreement”) is made and entered into this 12th day of November, 2021 between Lord, Abbett & Co. LLC (“Lord Abbett”) and Lord Abbett Municipal Income Fund, Inc. (the “Company”) with respect to Lord Abbett Short Duration Tax Free Fund (“Short Duration Tax Free Fund”), Lord Abbett Short Duration High Income Municipal Bond Fund (“Short Duration High Income Municipal Bond Fund”), and Lord Abbett New Jersey Tax-Free Income Fund (“New Jersey Tax Free Fund”).

 

In consideration of good and valuable consideration, receipt of which is hereby acknowledged, it is agreed as follows:

 

1.

With respect to Short Duration Tax Free Fund, Lord Abbett agrees for the time period set forth in paragraph 5 below to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding 12b-1 fees, acquired fund fees and expenses, and interest-related expenses, taxes, expenses related to litigation and potential litigation, and extraordinary expenses, to an annual rate of 0.45% for each class other than Class F3. For the same period, Lord Abbett agrees to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding acquired fund fees and expenses and interest-related expenses, taxes, expenses related to litigation and potential litigation, and extraordinary expenses, to an annual rate of 0.41% for Class F3.

 

2.

With respect to Short Duration High Income Municipal Bond Fund, Lord Abbett agrees for the time period set forth in paragraph 5 below to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding 12b-1 fees, acquired fund fees and expenses, and interest-related expenses, taxes, expenses related to litigation and potential litigation, and extraordinary expenses, to an annual rate of 0.50% for each class other than Class F3. For the same period, Lord Abbett agrees to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding acquired fund fees and expenses and interest related expenses, taxes, expenses related to litigation and potential litigation, and extraordinary expenses, to an annual rate of 0.44% for Class F3.

3.

With respect to New Jersey Tax Free Fund, Lord Abbett agrees for the time period set forth in paragraph 5 below to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding 12b-1 fees, acquired fund fees and expenses, and interest related expenses, taxes, expenses related to litigation and potential litigation, and extraordinary expenses, to an annual rate of 0.62% for each class other than Class F3. For the same period, Lord Abbett agrees to waive all or a portion of its management and administrative services fees and reimburse the Fund’s other expenses to the extent necessary to limit total net annual operating expenses, excluding acquired fund fees and expenses and interest related expenses, taxes, expenses related to litigation and potential litigation, and extraordinary expenses, to an annual rate of 0.58% for Class F3.

 

4.

To limit each Fund’s total net annual operating expenses as specified above, Lord Abbett will waive the same amount of management and administrative services fees for each share class, but may reimburse different amounts of shareholder servicing expenses for each share class in its sole discretion.

 

5.

This Agreement will be effective from February 1, 2022 through January 31, 2023. This Agreement may be terminated only by the Board of Directors of the Company upon written notice to Lord Abbett.

 

[Signatures follow on next page]

IN WITNESS WHEREOF, Lord Abbett and the Company have caused this Agreement to be executed by a duly authorized member and officer, respectively, to become effective as of the day and year first above written.

 

Lord Abbett Municipal Income Fund, Inc.

 

	By:	/s/ John T. Fitzgerald
		John T. Fitzgerald
		Vice President and Assistant Secretary
	Lord, Abbett & Co. llc
	By:	/s/ Lawrence B. Stoller
		Lawrence B. Stoller
		Member and General Counsel

Exhibit - 99.(j)

 

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

We consent to the incorporation by reference in this Post-Effective Amendment to Registration Statement No. 002-88912 on Form N-1A of our report dated November 23, 2021, relating to the financial statements and financial highlights of Lord Abbett Short Duration Tax Free Fund, Lord Abbett Intermediate Tax Free Fund, Lord Abbett National Tax-Free Income Fund, Lord Abbett High Income Municipal Bond Fund (formerly High Yield Municipal Bond Fund), Lord Abbett Short Duration High Income Municipal Bond Fund (formerly Short Duration High Yield Municipal Bond Fund), Lord Abbett California Tax-Free Income Fund, Lord Abbett New Jersey Tax-Free Income Fund, and Lord Abbett New York Tax-Free Income Fund, each a series of Lord Abbett Municipal Income Fund, Inc., appearing in the Annual Report on Form N-CSR of Lord Abbett Municipal Income Fund, Inc. for the year ended September 30, 2021, and to the references to us under the headings "Financial Highlights" in the Prospectus and "Independent Registered Public Accounting Firm" and "Financial Statements" in the Statement of Additional Information, which are part of such Registration Statement.

 

/s/ DELOITTE & TOUCHE LLP

New York, New York

January 24, 2022

 

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