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Ashmore Funds, et al. – ‘N-1A/A’ on 11/23/10 – ‘EX-99.(I)’

On:  Tuesday, 11/23/10, at 9:57am ET   ·   Private-to-Public:  Document/Exhibit  –  Release Delayed   ·   Accession #:  1193125-10-267067   ·   File #s:  811-22468, 333-169226

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

11/23/10  Ashmore Funds                     N-1A/A¶               19:2.0M                                   Donnelley … Solutions/FAAshmore Emerging Markets Corporate Income Fund Institutional Class Shares (EMCIX)Ashmore Emerging Markets Currency Fund Institutional Class Shares (ECYIX)Ashmore Emerging Markets Hard Currency Debt Fund Institutional Class Shares (ESDIX)Ashmore Emerging Markets Local Currency Bond Fund Institutional Class Shares (ELBIX)Ashmore Emerging Markets Total Return Fund Institutional Class Shares (EMKIX)

Pre-Effective Amendment to Registration Statement by an Open-End Management Investment Company   —   Form N-1A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: N-1A/A      Ashmore Funds                                       HTML    992K 
19: CORRESP   ¶ Comment-Response or Other Letter to the SEC         HTML      6K 
 2: EX-99.(A)(2)  Amended & Restated Agreement and Declaration of   HTML     85K 
                          Trust of Registrant 11/16/2010                         
 3: EX-99.(B)(2)  Amended & Restated Bylaws of the Registrant       HTML     30K 
                          Dated November 16, 2010                                
 4: EX-99.(D)(1)  Form of Investment Management Agreement Between   HTML     45K 
                          Ashmore and the Registrant                             
 5: EX-99.(D)(2)  Form of Expense Limitation Agreement Between      HTML     27K 
                          Ashmore and the Registrant                             
 6: EX-99.(G)   Form of Custody Agreement Between the Northern      HTML     95K 
                          Trust Company and the Registrant                       
 7: EX-99.(H)(1)  Form of Fund Administration and Accounting        HTML     86K 
                          Services Agreement                                     
 8: EX-99.(H)(2)  Form of Transfer Agency and Service Agreement     HTML    145K 
 9: EX-99.(I)   Opinion and Consent of Counsel                      HTML     15K 
10: EX-99.(J)   Consent of Independent Registered Public            HTML      9K 
                          Accounting Firm                                        
11: EX-99.(L)   Form of Initial Capital and Subscription Agreement  HTML     13K 
12: EX-99.(P)(1)  Code of Ethics of the Registrant                  HTML     34K 
13: EX-99.(P)(2)  Code of Ethics of Ashmore                         HTML    149K 
14: EX-99.(Q)(1)  Power of Attorney for Yeelong Balladon            HTML      9K 
15: EX-99.(Q)(2)  Power of Attorney for George Gorman               HTML      9K 
16: EX-99.(Q)(3)  Power of Attorney for George Grunebaum            HTML      9K 
17: EX-99.(Q)(4)  Power of Attorney for Oliver Kane                 HTML      9K 
18: EX-99.(Q)(5)  Power of Attorney for Martin Tully                HTML      9K 


‘EX-99.(I)’   —   Opinion and Consent of Counsel


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  Opinion and Consent of Counsel  
LOGO   

ROPES & GRAY LLP

PRUDENTIAL TOWER

800 BOYLSTON STREET

BOSTON, MA 02199-3600

WWW.ROPESGRAY.COM

   Exhibit (i)

November 22, 2010

Ashmore Funds (the “Trust”)

c/o Ashmore Investment Management Limited

61 Aldwych

London WC2B 4AE

England

Dear Ladies and Gentlemen:

We are furnishing this opinion in connection with Pre-Effective Amendment No. 2 under the Securities Act of 1933, as amended (the “Securities Act”), and Post-Effective Amendment No. 2 under the Investment Company Act of 1940, as amended, to the Registration Statement on Form N-1A of Ashmore Funds (the “Trust”) for the registration of an indefinite number of shares of beneficial interest, $0.00001 par value (the “Shares”), of its Ashmore Emerging Markets Corporate Debt Fund, Ashmore Emerging Markets Local Currency Fund, Ashmore Emerging Markets Local Currency Bond Fund, Ashmore Emerging Markets Sovereign Debt Fund and Ashmore Emerging Markets Total Return Fund. We assume that each of the Shares will be sold for the consideration described in the Registration Statement of the Trust on Form N-1A, as amended to the date of such sale, and that such consideration will in each event be at least equal to the net asset value per Share of such Shares.

We have examined an executed copy of your Amended and Restated Agreement and Declaration of Trust, as amended to the date hereof (the “Declaration of Trust”), on file in the offices of the Secretary of The Commonwealth of Massachusetts and the Clerk of the City of Boston, and the Amended and Restated Bylaws of the Trust, as amended to the date hereof, and are familiar with the actions taken by your trustees to authorize the issue and sale to the public from time to time of authorized and unissued Shares. We have further examined such other documents and records as we have deemed necessary for the purpose of this opinion.

Based on the foregoing, we are of the opinion that:

1. The beneficial interests in the Ashmore Emerging Markets Corporate Debt Fund, Ashmore Emerging Markets Local Currency Fund, Ashmore Emerging Markets Local Currency


Ashmore Funds   - 2 -   November 22, 2010

 

Bond Fund, Ashmore Emerging Markets Sovereign Debt Fund and Ashmore Emerging Markets Total Return Fund series are divided into an unlimited number of Shares.

2. The issue and sale of the authorized but unissued Shares has been duly authorized under Massachusetts law. Upon the original issue and sale of any of such authorized but unissued Shares and upon receipt of the authorized consideration therefor in an amount not less than the applicable net asset value, the Shares so issued and sold will be validly issued, fully paid and, except as described in the following paragraph, nonassessable by the Trust.

The Trust is an entity of the type commonly known as a “Massachusetts business trust.” Under Massachusetts law, shareholders could, under certain circumstances, be held personally liable for the obligations of the Trust. However, the Declaration of Trust disclaims shareholder liability for acts or obligations of the Trust and requires that notice of such disclaimer be given in every note, bond, contract, instrument, certificate or undertaking made or issued on behalf of the Trust. The Declaration of Trust provides for indemnification out of the property of the particular series of shares for all loss and expense of any shareholder or former shareholder of such series (or his or her heirs, executors, administrators or other legal representatives, or, in the case of a corporation or other entity, its corporate or other general successor) held personally liable solely by reason of his or her being or having been a shareholder. Thus, the risk of a shareholder incurring financial loss on account of shareholder liability is limited to circumstances in which the series itself would be unable to meet its obligations.

We understand that this opinion is to be used in connection with the registration of an indefinite number of Shares for offering and sale pursuant to the Securities Act. We consent to the filing of this opinion with and as part of your Registration Statement on Form N-1A (File Nos. 333-169226 and 811-22468) relating to such offering and sale.

 

Very truly yours,
/s/ Ropes & Gray LLP
Ropes & Gray LLP

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘N-1A/A’ Filing    Date    Other Filings
Filed on:11/23/10CORRESP,  N-18F1
11/22/10
 List all Filings 


8 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 3/08/24  Ashmore Funds                     485APOS                1:1.5M                                   Donnelley … Solutions/FA
 2/27/24  Ashmore Funds                     485BPOS     2/28/24   27:15M                                    Donnelley … Solutions/FA
12/21/23  Ashmore Funds                     485APOS                8:5.6M                                   Donnelley … Solutions/FA
 2/24/23  Ashmore Funds                     485BPOS     2/28/23   27:13M                                    Donnelley … Solutions/FA
 2/25/22  Ashmore Funds                     485BPOS     2/28/22   30:12M                                    Donnelley … Solutions/FA
 2/26/21  Ashmore Funds                     485BPOS     2/28/21  107:18M                                    Donnelley … Solutions/FA
12/15/20  Ashmore Funds                     485APOS                1:1.3M                                   Donnelley … Solutions/FA
 9/11/20  Ashmore Funds                     485BPOS     9/14/20    8:1.7M                                   Donnelley … Solutions/FA
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Filing Submission 0001193125-10-267067   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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