February 16, 2010 | |
Principal Funds, Inc. | |
Des Moines, Iowa 50392-2080 | |
RE: | Registration Statement on Form N-14 |
Pursuant to Securities Act of 1933 | |
Registration No. 333-_______________ | |
I am familiar with the organization of Principal Funds, Inc. (the "Fund") under the laws of the State | |
of Maryland and have reviewed the above-referenced Registration Statement (the "Registration | |
Statement") filed with the Securities and Exchange Commission relating to the offer and sale of a | |
number of shares of the Corporation's Common Stock, par value $.01 per share (the "Shares") in | |
connection with the Reorganization described in the Registration Statement. Based upon such | |
investigation as I have deemed necessary, I am of the following opinion: | |
1. | The Fund has been duly incorporated and is validly existing as a corporation in good standing |
under the laws of the State of Maryland. | |
2. | The Fund has authority to issue the number of shares of common stock necessary to |
complete the Reorganization and the shares, when issued in accordance with the terms | |
described in the Registration Statement, will be legally issued, fully paid and non-assessable. | |
I hereby consent to the filing of this opinion as an exhibit to the Registration Statement. | |
Very truly yours, | |
/s/ Michael D. Roughton | |
Michael D. Roughton | |
Counsel | |
Principal Funds, Inc. |
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N-14 Filing
Principal Funds N-14Registration statement for investment companies business combination
Filed: 16 Feb 10, 12:00am