EX-99.(A.7) 2 dex99a7.txt ARTICLES SUPPLEMENTARY Exhibit (a.7) ISHARES, INC. ARTICLES SUPPLEMENTARY iShares, Inc., a Maryland corporation registered as an open-end management investment company under the Investment Company Act of 1940 (the "Corporation"), hereby certifies to the State Department of Assessments and Taxation of Maryland (the "SDAT") that: FIRST: Under a power contained in Article FIFTH of the charter (the "Charter") of the Corporation, and pursuant to Sections 2-105(c), 2-208 and 2-208.1 of the Maryland General Corporation Law, the Board of Directors of the Corporation, by resolutions duly adopted at a meeting duly called and held, increased the aggregate number of shares of stock of the Corporation from 14,650,000,000 shares of Common Stock, par value $.001 per share ("Common Stock"), to 16,350,000,000 shares of Common Stock, and classified and designated such additional 1,700,000,000 authorized but unissued shares of Common Stock as follows: 1. 500,000,000 of the additional authorized but unissued shares of Common Stock are classified and designated as additional shares of iShares MSCI Emerging Markets Index Fund, with the preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of shares of such series of Common Stock as set forth in the Charter. 2. 500,000,000 of the additional authorized but unissued shares of Common Stock are classified and designated as additional shares of iShares MSCI Pacific ex-Japan Index Fund, with the preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of shares of such series of Common Stock as set forth in the Charter. 3. 200,000,000 of the additional authorized but unissued shares of Common Stock are classified and designated as additional shares of iShares MSCI South Africa Index Fund, with the preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of shares of such series of Common Stock as set forth in the Charter. 4. 500,000,000 of the additional authorized but unissued shares of Common Stock are classified and designated as additional shares of iShares MSCI EMU Index Fund, with the preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of shares of such series of Common Stock as set forth in the Charter. SECOND: Immediately before these Articles Supplementary were accepted for record by the SDAT, the total number of number of authorized shares of Common Stock was 14,650,000,000, with an aggregate par value of $14,650,000, of which 30,975,000 were shares without further classification or designation and 14,619,025,000 were classified and designated as follows: Series Number of Shares ------ ---------------- iShares MSCI All Country Far East Ex Japan Index Fund 500,000,000 iShares MSCI Australia Index Fund 127,800,000 iShares MSCI Austria Investable Market Index Fund 100,000,000 iShares MSCI Belgium Investable Market Index Fund 136,200,000 iShares MSCI Brazil Index Fund 500,000,000 iShares MSCI BRIC Index Fund 500,000,000 iShares MSCI Canada Index Fund 340,200,000 iShares MSCI Chile Investable Market Index Fund 200,000,000 iShares MSCI Emerging Markets Eastern Europe Index Fund 200,000,000 iShares MSCI Emerging Markets Index Fund 500,000,000 iShares MSCI Emerging Markets Latin America Index Fund 500,000,000 iShares MSCI Emerging Markets Small Cap Index Fund 500,000,000 iShares MSCI EMU Index Fund 500,000,000 iShares MSCI Europe Index Fund 500,000,000 iShares MSCI France Index Fund 340,200,000 iShares MSCI Germany Index Fund 382,200,000 iShares MSCI Greece Index Fund 200,000,000 iShares MSCI Hong Kong Index Fund 250,000,000 iShares MSCI Indonesia Index Fund 200,000,000 iShares MSCI Israel Capped Investable Market Index Fund 500,000,000 iShares MSCI Italy Index Fund 63,600,000 iShares MSCI Japan Index Fund 2,124,600,000 iShares MSCI Japan Small Cap Index Fund 500,000,000 iShares MSCI Malaysia Index Fund 300,000,000 iShares MSCI Mexico Investable Market Index Fund 255,000,000 iShares MSCI Netherlands Investable Market Index Fund 255,000,000 iShares MSCI Pacific ex-Japan Index Fund 500,000,000 iShares MSCI Portugal Index Fund 200,000,000 iShares MSCI Singapore Index Fund 300,000,000 iShares MSCI South Africa Index Fund 200,000,000 iShares MSCI South Korea Index Fund 200,000,000 iShares MSCI Spain Index Fund 127,800,000 iShares MSCI Sweden Index Fund 63,600,000 iShares MSCI Switzerland Index Fund 318,625,000 iShares MSCI Taiwan Index Fund 400,000,000 iShares MSCI Thailand Investable Market Index Fund 200,000,000 iShares MSCI Turkey Investable Market Index Fund 200,000,000 iShares MSCI United Kingdom Index Fund 934,200,000 iShares MSCI USA Index Fund 500,000,000 2 THIRD: Immediately after these Articles Supplementary are accepted for record by the SDAT, the total number of authorized shares of Common Stock is 16,350,000,000, with an aggregate par value of $16,350,000, of which 30,975,000 are shares without further classification or designation and 16,319,025,000 are classified and designated as follows: Series Number of Shares ------ ---------------- iShares MSCI All Country Far East Ex Japan Index Fund 500,000,000 iShares MSCI Australia Index Fund 127,800,000 iShares MSCI Austria Investable Market Index Fund 100,000,000 iShares MSCI Belgium Investable Market Index Fund 136,200,000 iShares MSCI Brazil Index Fund 500,000,000 iShares MSCI BRIC Index Fund 500,000,000 iShares MSCI Canada Index Fund 340,200,000 iShares MSCI Chile Investable Market Index Fund 200,000,000 iShares MSCI Emerging Markets Eastern Europe Index Fund 200,000,000 iShares MSCI Emerging Markets Index Fund 1,000,000,000 iShares MSCI Emerging Markets Latin America Index Fund 500,000,000 iShares MSCI Emerging Markets Small Cap Index Fund 500,000,000 iShares MSCI EMU Index Fund 1,000,000,000 iShares MSCI Europe Index Fund 500,000,000 iShares MSCI France Index Fund 340,200,000 iShares MSCI Germany Index Fund 382,200,000 iShares MSCI Greece Index Fund 200,000,000 iShares MSCI Hong Kong Index Fund 250,000,000 iShares MSCI Indonesia Index Fund 200,000,000 iShares MSCI Israel Capped Investable Market Index Fund 500,000,000 iShares MSCI Italy Index Fund 63,600,000 iShares MSCI Japan Index Fund 2,124,600,000 iShares MSCI Japan Small Cap Index Fund 500,000,000 iShares MSCI Malaysia Index Fund 300,000,000 iShares MSCI Mexico Investable Market Index Fund 255,000,000 iShares MSCI Netherlands Investable Market Index Fund 255,000,000 iShares MSCI Pacific ex-Japan Index Fund 1,000,000,000 iShares MSCI Portugal Index Fund 200,000,000 iShares MSCI Singapore Index Fund 300,000,000 iShares MSCI South Africa Index Fund 400,000,000 iShares MSCI South Korea Index Fund 200,000,000 iShares MSCI Spain Index Fund 127,800,000 iShares MSCI Sweden Index Fund 63,600,000 iShares MSCI Switzerland Index Fund 318,625,000 iShares MSCI Taiwan Index Fund 400,000,000 iShares MSCI Thailand Investable Market Index Fund 200,000,000 iShares MSCI Turkey Investable Market Index Fund 200,000,000 iShares MSCI United Kingdom Index Fund 934,200,000 iShares MSCI USA Index Fund 500,000,000 3 FOURTH: The undersigned President 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 President acknowledges that, to the best of his 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] 4 IN WITNESS WHEREOF, the Corporation has caused these Articles Supplementary to be signed in its name and on its behalf by its President and attested to by its Secretary on this 19 day of June, 2008. ATTEST: ISHARES, INC. /s/ Eilleen M. Clavere BY: /s/ Michael A. Latham (SEAL) ------------------------------------------ -------------------------- Eilleen M. Clavere Michael A. Latham Secretary President 5