EX-99.(D)(11) 5 d342066dex99d11.htm ADVISORY FEE WAIVER AND EXPENSE REIMBURSEMENT AGREEMENT Advisory Fee Waiver and Expense Reimbursement Agreement

Exhibit No. 99.(d)(11)

FEE WAIVER AND EXPENSE REIMBURSEMENT AGREEMENT

HARDING, LOEVNER FUNDS, INC.

400 Crossing Boulevard, Fourth Floor

Bridgewater, New Jersey 08807

February 28, 2017

Harding Loevner LP

400 Crossing Boulevard, Fourth Floor

Bridgewater, New Jersey 08807

Ladies and Gentlemen:

1. Global Equity Portfolio, International Equity Portfolio, International Small Companies Portfolio, Institutional Emerging Markets Portfolio, Emerging Markets Portfolio, Frontier Emerging Markets Portfolio, International Equity Research Portfolio, Global Equity Research Portfolio and Emerging Markets Research Portfolio (each, a “Fund”) are series of Harding, Loevner Funds, Inc., a Maryland corporation (“Company”). Operating expenses of each Fund are annual rates expressed as a percentage of average daily net assets.

2. Harding Loevner LP (“you”) is the Adviser to the Global Equity Portfolio, International Equity Portfolio, International Small Companies Portfolio, Institutional Emerging Markets Portfolio, Emerging Markets Portfolio and Frontier Emerging Markets Portfolio pursuant to an Investment Advisory Agreement dated August 26, 2009. You are the Adviser to the International Equity Research Portfolio pursuant to an Investment Advisory Agreement dated December 17, 2015. You are the Adviser to the Global Equity Research Portfolio and Emerging Markets Research Portfolio pursuant to an Investment Advisory Agreement dated December 19, 2016.

3. You hereby agree that you will waive a portion of the applicable management fee payable to you by each Fund and/or reimburse the Fund for its other operating expenses to the extent that the aggregate operating expenses through February 28, 2018 otherwise would exceed the applicable percentage shown in the chart below (each, a “Maximum Permitted Rate”):

 

Fund Name

  

Share Class

  

Maximum Permitted Rate

 

Global Equity Portfolio

  

Advisor

Institutional

Institutional Class Z

    

1.25

0.95

0.95


International Equity Portfolio

  

Investor

Institutional

Institutional Class Z

    

1.25

1.00

0.90



Fund Name

  

Share Class

  

Maximum Permitted Rate

 

International Small Companies Portfolio

  

Investor

Institutional

    

1.40

1.15


Institutional Emerging Markets Portfolio

   Class I      1.30
   Class II*      1.15

Emerging Markets Portfolio

   Advisor      1.75
   Investor      1.75

Frontier Emerging Markets Portfolio

  

Investor

Institutional Class I

Institutional Class II**

    

2.00

1.75

1.35


International Equity Research Portfolio

  

Investor

Institutional

Institutional Class Z

    

1.15

0.90

0.90


Global Equity Research Portfolio

  

Investor

Institutional

    

1.15

0.90


Emerging Markets Research Portfolio

  

Investor

Institutional

    

1.55

1.30


 

* With respect to Class II of the Institutional Emerging Markets Portfolio, you agree that you will waive the applicable management fee payable to you by the Fund and/or reimburse the Fund for its other operating expenses to the extent that the aggregate operating expenses of Class II exceed the applicable contractual management fee, currently 1.15% on the first $1 billion of average daily net assets, 1.13% on the next $1 billion, 1.11% on the next $1 billion and 1.09% for average daily net assets over $3 billion, through February 28, 2018.
** With respect to Class II of the Frontier Emerging Markets Portfolio, you agree that you will waive the applicable management fee payable to you by the Fund and/or reimburse the Fund for its other operating expenses to the extent that the aggregate operating expenses of Class II exceed the applicable contractual management fee, currently 1.35% of average daily net assets, through February 28, 2018.

4. You further agree that you will continue the applicable management fee waiver and/or expense reimbursement under Paragraph 3 above until the later of February 28, 2018 or the date on which the Fund’s prospectuses are updated to reflect superseding waiver/reimbursement arrangements, if any, or the termination thereof.


5. Each Maximum Permitted Rate does not include any expenses attributable to (1) dividend expense, borrowing costs, and interest expense relating to short sales and (2) interest, taxes, brokerage commissions and extraordinary expenses, and you are not obligated to waive administrative fees or reimburse operating expenses to the extent that the Fund’s aggregate operating expenses exceed the Maximum Permitted Rate because of the aforesaid.

6. This Agreement shall terminate automatically upon the termination of the Investment Advisory Agreement between you and the Company.

7. You understand that you shall look only to the assets of the relevant Fund for performance of this Agreement and for payment of any claim you may have hereunder, and neither any other Fund of the Company, nor any of the Company’s directors, officers, employees, agents, or shareholders, whether past, present or future, shall be personally liable therefore.

8. This Agreement shall be governed by, and construed and enforced in accordance with, the internal laws of the State of New Jersey, except (a) Paragraph 7 shall be governed by, construed and enforced in accordance with the laws of the State of Maryland and (b) insofar as the Investment Company Act of 1940, as amended, or other federal laws and regulations may be controlling. Any amendment to this Agreement shall be in writing signed by the parties hereto.

If you are in agreement with the foregoing, please sign the form of acceptance on the enclosed counterpart hereof and return the same to us.


HARDING, LOEVNER FUNDS, INC.    
By:   /s/ Richard T. Reiter     By:   /s/ Charles S. Todd

Name:

  Richard T. Reiter     Name:   Charles S. Todd

Title:

  President     Title:   Chief Financial Officer and Treasurer

 

The foregoing Agreement is hereby

accepted as of [date]

   
Harding Loevner LP     Harding Loevner LP
By:   /s/ David R. Loevner     By:   /s/ Brian D. Simon
Name:   David R. Loevner     Name:   Brian D. Simon
Title:   President and Chief Executive Officer     Title:   General Counsel