N-CSR 1 a14-1309_1ncsr.htm N-CSR

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number

811-21677

 

Cohen & Steers International Realty Fund, Inc.

(Exact name of registrant as specified in charter)

 

280 Park Avenue, New York, NY

 

10017

(Address of principal executive offices)

 

(Zip code)

 

Tina M. Payne
Cohen & Steers Capital Management, Inc.
280 Park Avenue
New York, New York 10017

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

(212) 832-3232

 

 

Date of fiscal year end:

December 31

 

 

Date of reporting period:

December 31, 2013

 

 



 

Item 1. Reports to Stockholders.

 



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

To Our Shareholders:

We would like to share with you our report for the year ended December 31, 2013. The net asset values (NAV) per share at that date were $11.34, $11.23 and $11.40 for Class A, Class C and Class I shares, respectively.

The total returns, including income and change in NAV, for the Fund and its comparative benchmarks were:

    Six Months Ended
December 31, 2013
  Year Ended
December 31, 2013
 
Cohen & Steers International Realty
Fund—Class A
   

6.93

%

   

4.32

%

 
Cohen & Steers International Realty
Fund—Class C
   

6.62

%

   

3.64

%

 
Cohen & Steers International Realty
Fund—Class I
   

7.18

%

   

4.65

%

 
FTSE EPRA/NAREIT Developed Ex-U.S.
Real Estate Index—neta
   

7.06

%

   

5.79

%

 

S&P 500 Indexa

   

16.31

%

   

32.39

%

 

The performance data quoted represent past performance. Past performance is no guarantee of future results. The investment return and the principal value of an investment will fluctuate and shares, if redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Current total returns of the Fund can be obtained by visiting our website at cohenandsteers.com. All share class returns assume the reinvestment of all dividends and distributions at NAV. Fund performance figures reflect fee waivers and/or expense reimbursements, without which the performance would have been lower. Performance quoted does not reflect the deduction of the maximum 4.5% initial sales charge on Class A shares or the 1% maximum contingent deferred sales charge on Class C shares. The 1% maximum contingent deferred sales charge on Class C shares applies if redemption occurs less than one year from purchase. If such charges were included, returns would have been lower. Index performance does not reflect the deduction of any fees, taxes or expenses. An investor cannot invest directly in an index. Performance figures for periods shorter than one year are not annualized.

The Fund implements fair value pricing when the daily change in a specific U.S. market index exceeds a predetermined percentage. Fair value pricing adjusts the valuation of certain non-U.S. equity holdings to account for such index change following the close of foreign markets. This standard practice

a  The FTSE EPRA/NAREIT Developed Ex-U.S. Real Estate Index is an unmanaged market-weighted total return index which consists of 190 companies from 19 countries whose floats are larger than $100 million, derive more than half their total revenue from property-related activities and is net of dividend withholding taxes. The Standard and Poor's 500 Composite Stock Index (S&P 500 Index) is an unmanaged index of 500 large capitalization, publicly traded stocks representing a variety of industries that is frequently used as a general measure of stock market performance.


1



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

has been adopted by a majority of the fund industry. In the event fair value pricing is implemented on the first and/or last day of a performance measurement period, the Fund's return may diverge from the relative performance of its benchmark, which does not use fair value pricing.

Please note that distributions paid by the Fund to shareholders are subject to re-characterization for tax purposes and are taxable up to the amount of the Fund's investment company taxable income and net realized gains. Distributions in excess of the Fund's investment company taxable income and realized gains are a return of capital distributed from the Fund's assets.

Investment Review

International real estate securities rallied through the first several months of the year, lifted by improvements in U.S. jobs and housing data and signs of stabilization in China's economy. Stocks continued to climb in April after the Bank of Japan announced it would pursue aggressive monetary easing in an attempt to stimulate growth and lift the country's economy out of deflation. However, real estate securities encountered headwinds in May, when the Federal Reserve indicated that it could begin to taper its quantitative-easing (QE) program, sending sovereign debt yields across the globe sharply higher (real estate stocks were especially vulnerable to rising yield concerns). However when initial bond-purchase drawdowns of $10 billion a month were actually announced in December, investors responded positively to the long-awaited news. Concerns about less-accommodative policy were largely outweighed by improving economic prospects and the Fed's reassurance to keep target rates low.

Europe Broadly Outperformed

Most European markets had positive returns amid a pickup in broad economic activity. The U.K. (23.8% total return in the indexb) was a standout, aided by favorable relative valuations, resilient fundamentals and strong investment demand for London real estate. According to Cushman & Wakefield, commercial real estate investment in London hit a six-year high of £19.9 billion in 2013, up 47% from the previous year. Adding to the positive sentiment was better-than-expected economic growth, pointing to improved operating conditions for real estate companies. The country's manufacturing and construction industries joined the services sector in a recovery phase; by year end, for instance, the U.K. manufacturing Purchasing Managers' Index reading was one of the strongest in the world.

France (7.2%) benefited somewhat from improving economic conditions in neighboring Spain and Italy, even as the domestic French economy failed to spark. While the country avoided a recession in 2013, current and projected growth was not substantial enough to drive meaningful demand from tenants.

Germany (-1.9%) underperformed but saw merger activity; apartment owner Deutsche Wohnen announced it would acquire rival GSW Immobilien in a deal that would create one of Europe's largest listed real estate companies. Sweden (20.6%) was a strong performer even as its economy showed

b  Returns are in local currencies as measured by the FTSE EPRA/NAREIT Developed ex-U.S. Real Estate Index.


2



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

signs of deceleration. The country's central bank lowered interest rates late in the period, to 0.75%, in an effort to head off potential deflation.

In the Netherlands (7.1%), office REIT Nieuwe Steen had a €300 ($405) million equity placement that significantly deleveraged its balance sheet. The transaction may serve as a template for more recapitalizations in Europe, creating potential investment opportunities going forward.

Asia Pacific Had Split Performance

In Japan (60.5%), real estate developers surged along with other Japanese equities in 2013, benefiting from Prime Minister Shinzo Abe and the Bank of Japan's aggressive policies designed to stimulate economic growth and lift the country out of deflation. Developers were also coming off of extremely low valuations relative to their historical averages. With respect to fundamentals, data points suggested continued improvement, with the Tokyo office vacancy rate falling below 8% for the first time in four years (7.6% at year end) due to low supply.

Australian real estate stocks (6.6%) generally had gains in local-currency terms, although a series of interest-rate cuts and a decline in commodity prices caused a sharp devaluation in the Australian dollar, hindering net returns for most investors based in other currencies. Commonwealth Property Office had a sizable gain, having received competing takeover offers from rivals Dexus and GPT Group; at year end negotiations were ongoing.

Hong Kong (-9.3%) and Singapore (-7.6%) both struggled amid slowdowns in local economic growth and increasing restrictions on residential development and purchasing activity, which hindered developers; and U.S. tapering concerns, which weighed on higher-yielding REITs. In news, an advisory body to the Hong Kong government proposed relaxing REIT regulations, including exempting rental income from a profit tax and allowing REITs to invest in development projects, which they could hold and manage after completion.

Fund Performance

The Fund had a positive total return for the year, although it underperformed its benchmark. Our net underweight in Japan for the year detracted from relative performance, given that market's strength and its large representation in the index (25%). Our overweight in Norway (-12.6% total return in the index) also hindered returns, as did our out-of-index position in China. Stock selection in Hong Kong and Singapore detracted from relative performance as well, although the effects were offset by the benefit of our underweight in both markets.

Our overweight in the U.K. significantly contributed to relative performance, with several beneficial overweights in London-focused companies that had sizable gains. Our underweight in Switzerland (-7.9%) also helped performance, as did stock selection in Australia, Germany and the Netherlands, where our participation in Nieuwe Steen's equity placement was a positive factor.


3



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Investment Outlook

Seeking Opportunities in Europe

Although recent economic data have signaled a potential recovery in most European economies from a low base, we expect that real estate fundamentals will remain challenged. In this context, our focus remains on owners of high-quality real estate in major city centers, many of which we believe offer a reasonable dividend yield and trade at a discount to their underlying assets. In addition to the defensive characteristics of these markets, including high barriers to entry and relatively stable operating conditions, we believe they are also well-positioned to benefit from a recovery, as tenant demand typically accelerates first in the most-desirable areas before filtering into secondary markets. We also target companies experiencing a strategic transformation that we believe will extract shareholder value.

Specific markets we favor include Central London, where we believe interest from institutional investors remains strong given the demand for income and the need for diversification into real assets. From a sector standpoint, we are particularly positive on U.K. office, industrial, self storage and retail landlords.

Other areas of potential opportunity, in our view, include Scandinavia and Germany, which feature healthier economic growth, a better fiscal outlook and a more-active lending environment relative to other parts of Europe. At the same time, we continue to seek new investment opportunities in more distressed markets, such as the Netherlands, Spain, Italy and lower-tier U.K. assets, which we believe could be sources of added value in 2014.

We Favor Australia in Asia Pacific

Australia's central bank, having reduced interest rates by 2.25% since late 2011, may now be near the end of its cutting cycle, with less of an easing bias going forward, in our view. That said, with a sub-trend economy and subdued inflation outlook, we expect a lower-rate environment to persist for some time. We are positive on the outlook for the REIT sector, where longer-term fundamentals are improving. We also expect cyclical sectors to undergo a subdued recovery from a low base following the string of rate cuts and an improvement in the global outlook.

In Japan, we believe economic indicators should continue to improve, but could trail market expectations. Domestic capital spending and wage growth—two key factors—are still lagging, but we expect better trends in 2014. Office fundamentals should gradually improve in this environment, which along with some cap rate compression could bolster developers. For J-REITs, we favor companies that can expand their asset base or increase their dividends through external acquisitions or organic growth.

We are cautious toward Hong Kong's residential sector given the government's efforts to ease pricing pressures and deliver new supply. As well, it is uncertain to what extent volumes can rebound after developers reduce prices to clear markets. Among landlords, we are positive on office/retail companies that we believe have good quality assets, strong pricing power and growing earnings. In Singapore, we expect the residential sector to generally remain soft, with falling volumes and prices. Broadly, our favored companies include those with operations outside Singapore, with the potential to benefit from improving property markets in China and Japan.


4



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Sincerely,

       

 

 
       

MARTIN COHEN

 

ROBERT H. STEERS

 
       

Co-chairman

 

Co-chairman

 
       

 

 
       

JOSEPH M. HARVEY

 

JON CHEIGH

 
       

Portfolio Manager

 

Portfolio Manager

 
       

 

 
       

GERIOS J.M. ROVERS

 

LUKE SULLIVAN

 
       

Portfolio Manager

 

Portfolio Manager

 
       

 

 
       

ROGIER QUIRIJNS

 

WILLIAM LEUNG

 
       

Portfolio Manager

 

Portfolio Manager

 

The views and opinions in the preceding commentary are subject to change without notice and are as of the date of publication. There is no guarantee that any market forecast set forth in the commentary will be realized. This material represents an assessment of the market environment at a specific point in time, should not be relied upon as investment advice and is not intended to predict or depict performance of any investment.

Visit Cohen & Steers online at cohenandsteers.com

For more information about any of our funds, visit cohenandsteers.com, where you will find net asset values, fund fact sheets and portfolio highlights. You can also access newsletters, education tools and market updates covering real assets including real estate, listed infrastructure, MLPs and commodities, as well as large cap value and preferred securities.

In addition, our website contains comprehensive information about our firm, including our most recent press releases, profiles of our senior investment professionals and an overview of our investment approach.


5



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Performance Review (Unaudited)

Class A—Growth of a $10,000 Investment

Class C—Growth of a $10,000 Investment

Class I—Growth of a $100,000 Investment


6



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Performance Review (Unaudited)—(Continued)

Average Annual Total Returns—For Periods Ended December 31, 2013

   

Class A Shares

 

Class C Shares

 

Class I Shares

 

1 Year (with sales charge)

   

–0.37

%b

   

2.64

%c

   

   

1 Year (without sales charge)

   

4.32

%

   

3.64

%

   

4.65

%

 

5 Years (with sales charge)

   

11.31

%b

   

11.62

%

   

   

5 Years (without sales charge)

   

12.34

%

   

11.62

%

   

12.73

%

 

Since Inceptiond (with sales charge)

   

4.26

%b

   

4.14

%

   

   

Since Inceptiond (without sales charge)

   

4.81

%

   

4.14

%

   

5.17

%

 

The performance data quoted represent past performance. Past performance is no guarantee of future results. The investment return and principal value of an investment will fluctuate and shares, if redeemed, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted. Performance information current to the most recent month end can be obtained by visiting our website at cohenandsteers.com. All share class returns assume the reinvestment of all dividends and distributions at NAV. The performance graphs and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. During certain periods presented above, the advisor waived fees and/or reimbursed expenses. Without this arrangement, performance would have been lower.

The annualized gross and net expense ratios, respectively, for each class of shares as disclosed in the May 1, 2013 prospectuses were as follows: Class A—1.56% and 1.35%; Class C—2.21% and 2.00%; and Class I—1.27% and 1.00%. Through June 30, 2015, the advisor has contractually agreed to waive its fee and/or reimburse the Fund for expenses incurred (excluding acquired fund fees and expenses, and extraordinary expenses) to the extent necessary to maintain the Fund's total annual operating expenses as a percentage of average net assets at 1.35% for Class A shares, 2.00% for Class C shares and 1.00% for Class I shares. This contractual agreement can be amended at any time by agreement of the Fund and the advisor and will terminate automatically in the event of termination of the investment advisory agreement between the advisor and the Fund.

a  The comparative indexes are not adjusted to reflect expenses or other fees that the SEC requires to be reflected in the Fund's performance. Index performance does not reflect the deduction of any fees, taxes or expenses. An investor cannot invest directly in an index. The Fund's performance assumes the reinvestment of all dividends and distributions at NAV. For more information, including charges and expenses, please read the prospectus carefully before you invest.

b  Reflects a 4.50% front-end sales charge.

c  Reflects a contingent deferred sales charge of 1%.

d  Inception date of March 31, 2005.


7



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Expense Example (Unaudited)

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments; and (2) ongoing costs including investment advisory fees; distribution and/or service (12b-1) fees; and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period July 1, 2013—December 31, 2013.

Actual Expenses

The first line of the following table provides information about actual account values and expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The second line of the following table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing cost of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as sales charges (loads). Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

    Beginning
Account Value
July 1, 2013
  Ending
Account Value
December 31, 2013
  Expenses Paid
During Perioda
July 1, 2013–
December 31, 2013
 

Class A

 

Actual (6.93% return)

 

$

1,000.00

   

$

1,069.30

   

$

7.04

   
Hypothetical (5% annual return
before expenses)
 

$

1,000.00

   

$

1,018.40

   

$

6.87

   

Class C

 

Actual (6.62% return)

 

$

1,000.00

   

$

1,066.20

   

$

10.42

   
Hypothetical (5% annual return
before expenses)
 

$

1,000.00

   

$

1,015.12

   

$

10.16

   

Class I

 

Actual (7.18% return)

 

$

1,000.00

   

$

1,071.80

   

$

5.22

   
Hypothetical (5% annual return
before expenses)
 

$

1,000.00

   

$

1,020.16

   

$

5.09

   

a  Expenses are equal to the Fund's Class A, Class C and Class I annualized expense ratios of 1.35%, 2.00% and 1.00%, respectively, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). If the Fund had borne all of its expenses that were assumed by the advisor, the annualized expense ratios would have been 1.46%, 2.11% and 1.14%, respectively.


8



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

December 31, 2013

Top Ten Holdings
(Unaudited)

Security

 

Value

  % of
Net
Assets
 

Mitsubishi Estate Co., Ltd.

 

$

69,533,050

     

7.7

   

Mitsui Fudosan Co., Ltd.

   

61,697,082

     

6.8

   

Land Securities Group PLC

   

40,685,495

     

4.5

   

Unibail-Rodamco

   

38,044,141

     

4.2

   

Sun Hung Kai Properties Ltd.

   

32,488,966

     

3.6

   

Deutsche Wohnen AG

   

32,055,816

     

3.5

   

Sumitomo Realty & Development Co., Ltd.

   

27,984,001

     

3.1

   

Hongkong Land Holdings Ltd. (USD)

   

26,230,049

     

2.9

   

Mirvac Group

   

26,054,213

     

2.9

   

Goodman Group

   

25,829,888

     

2.9

   

Country Breakdown

(Based on Net Assets)
(Unaudited)


9




COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS

December 31, 2013

        Number
of Shares
 

Value

 

COMMON STOCK

 

99.2%

                 

AUSTRALIA

 

14.5%

                 

REAL ESTATE

 

DIVERSIFIED

 

9.5%

                 

BGP Holdings PLC (EUR)a,b,c

       

56,622,235

   

$

0

   

Cromwell Property Group

       

11,242,723

     

9,787,664

   

Dexus Property Group

       

19,663,411

     

17,645,251

   

Goodman Group

       

6,115,873

     

25,829,888

   

Mirvac Group

       

17,368,638

     

26,054,213

   

National Storage REITc

       

7,345,288

     

6,755,367

   
             

86,072,383

   

RETAIL

 

5.0%

                 

CFS Retail Property Trust

       

8,594,630

     

14,926,215

   

Federation Centres Ltd.

       

9,283,486

     

19,396,790

   

Westfield Group

       

1,183,705

     

10,664,428

   
             

44,987,433

   

TOTAL AUSTRALIA

           

131,059,816

   

BERMUDA

 

0.7%

                 

REAL ESTATE—HOTEL

 

Orient-Express Hotels Ltd., Class A (USD)c

       

387,294

     

5,852,012

   

CANADA

 

4.3%

                 

REAL ESTATE

 

DIVERSIFIED

 

2.5%

                 

Canadian Real Estate Investment Trust

       

171,730

     

7,011,467

   

Dundee Industrial Real Estate Investment Trust

       

797,970

     

6,648,185

   

Dundee Real Estate Investment Trust., Class A

       

154,575

     

4,193,788

   

H&R Real Estate Investment Trust

       

236,404

     

4,762,575

   
             

22,616,015

   

OFFICE

 

1.8%

                 

Allied Properties Real Estate Investment Trust

       

527,265

     

16,260,957

   

TOTAL CANADA

           

38,876,972

   

FINLAND

 

0.7%

                 

REAL ESTATE—DIVERSIFIED

 

Citycon Oyj

       

1,779,564

     

6,267,252

   

See accompanying notes to financial statements.
10



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS—(Continued)

December 31, 2013

        Number
of Shares
 

Value

 

FRANCE

 

6.1%

                 

REAL ESTATE—RETAIL

 

Klepierre

       

356,394

   

$

16,515,452

   

Unibail-Rodamco

       

148,480

     

38,044,141

   

TOTAL FRANCE

           

54,559,593

   

GERMANY

 

4.6%

                 

REAL ESTATE

 

OFFICE

 

1.1%

                 

Alstria Office REIT AGc

       

758,656

     

9,551,783

   

RESIDENTIAL

 

3.5%

                 

Deutsche Wohnen AG

       

1,660,240

     

32,055,816

   

TOTAL GERMANY

           

41,607,599

   

HONG KONG

 

15.4%

                 

REAL ESTATE

 

DIVERSIFIED

 

9.3%

                 

Hang Lung Properties Ltd.

       

1,897,000

     

6,018,106

   

New World Development Co., Ltd.

       

6,084,303

     

7,705,126

   

Shimao Property Holdings Ltd.

       

5,626,500

     

12,886,610

   

Sun Hung Kai Properties Ltd.

       

2,560,256

     

32,488,966

   

Wharf Holdings Ltd.

       

3,242,900

     

24,757,835

   
             

83,856,643

   

OFFICE

 

2.9%

                 

Hongkong Land Holdings Ltd. (USD)

       

4,445,771

     

26,230,049

   

RESIDENTIAL

 

2.1%

                 

China Overseas Land & Investment Ltd.

       

6,782,000

     

19,066,531

   

RETAIL

 

1.1%

                 

Link REIT

       

1,938,500

     

9,424,635

   

TOTAL HONG KONG

           

138,577,858

   

IRELAND

 

0.4%

                 

REAL ESTATE—DIVERSIFIED

 

Hibernia REIT PLCc

       

2,382,434

     

3,834,690

   

See accompanying notes to financial statements.
11



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS—(Continued)

December 31, 2013

        Number
of Shares
 

Value

 

JAPAN

 

27.2%

                 

REAL ESTATE

 

DIVERSIFIED

 

21.9%

                 

Activia Properties

       

1,942

   

$

15,287,418

   

Mitsubishi Estate Co., Ltd.

       

2,328,307

     

69,533,050

   

Mitsui Fudosan Co., Ltd.

       

1,716,597

     

61,697,082

   

Nomura Real Estate Master Fund

       

9,757

     

10,043,289

   

Sumitomo Realty & Development Co., Ltd.

       

563,479

     

27,984,001

   

Tokyo Tatemono Co., Ltd.

       

567,000

     

6,288,634

   

Tokyu Fudosan Holdings Corp.c

       

708,200

     

6,657,658

   
             

197,491,132

   

INDUSTRIALS

 

2.3%

                 

Industrial & Infrastructure Fund Investment Corp.

       

1,476

     

12,291,824

   

Nippon Prologis REIT

       

911

     

8,702,555

   
             

20,994,379

   

OFFICE

 

1.3%

                 

Japan Real Estate Investment Corp.

       

2,076

     

11,118,260

   

RETAIL

 

1.7%

                 

AEON REIT Investment Corp.c

       

7,368

     

9,039,461

   

Japan Retail Fund Investment Corp.

       

3,203

     

6,514,885

   
             

15,554,346

   

TOTAL JAPAN

           

245,158,117

   

MEXICO

 

0.7%

                 

REAL ESTATE—OFFICE

 

Concentradora Fibra Danhos SA de CVc

       

3,336,997

     

6,415,090

   

NETHERLANDS

 

4.7%

                 

REAL ESTATE

 

DIVERSIFIED

 

0.5%

                 

Wereldhave NV

       

58,757

     

4,621,164

   

OFFICE

 

2.2%

                 

Nieuwe Steen Investments NV

       

3,089,038

     

19,548,103

   

RETAIL

 

2.0%

                 

Corio NV

       

410,754

     

18,407,286

   

TOTAL NETHERLANDS

           

42,576,553

   

See accompanying notes to financial statements.
12



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS—(Continued)

December 31, 2013

        Number
of Shares
 

Value

 

NORWAY

 

0.8%

                 

REAL ESTATE—OFFICE

 

Norwegian Property ASA

       

6,338,807

   

$

7,597,832

   

SINGAPORE

 

4.5%

                 

REAL ESTATE

 

DIVERSIFIED

 

2.5%

                 

Capitaland Ltd.

       

9,469,000

     

22,735,504

   

HOTEL

 

0.0%

                 

CDL Hospitality Trusts

       

798

     

1,037

   

INDUSTRIALS

 

1.6%

                 

Global Logistic Properties Ltd.

       

6,064,991

     

13,889,476

   

RETAIL

 

0.4%

                 

CapitaMall Trust

       

2,376,000

     

3,586,735

   

TOTAL SINGAPORE

           

40,212,752

   

SWEDEN

 

0.8%

                 

REAL ESTATE—DIVERSIFIED

 

Castellum AB

       

478,863

     

7,452,628

   

UNITED KINGDOM

 

13.8%

                 

REAL ESTATE

 

DIVERSIFIED

 

9.6%

                 

Hammerson PLC

       

2,266,331

     

18,839,712

   

Helical Bar PLC

       

923,681

     

4,994,044

   

Land Securities Group PLC

       

2,550,003

     

40,685,495

   

Londonmetric Property PLC

       

6,138,344

     

14,057,905

   

St. Modwen Properties PLC

       

1,362,641

     

8,287,997

   
             

86,865,153

   

INDUSTRIALS

 

0.9%

                 

Segro PLC

       

1,456,002

     

8,052,962

   

OFFICE

 

2.0%

                 

Derwent London PLC

       

221,405

     

9,147,558

   

Great Portland Estates PLC

       

912,068

     

9,046,930

   
             

18,194,488

   

RETAIL

 

0.2%

                 

Intu Properties PLC

       

344,716

     

1,769,009

   

See accompanying notes to financial statements.
13



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS—(Continued)

December 31, 2013

        Number
of Shares
 

Value

 

SELF STORAGE

   

1.1%

                   

Big Yellow Group PLC

       

1,245,173

   

$

9,856,093

   

TOTAL UNITED KINGDOM

           

124,737,705

   
TOTAL COMMON STOCK
(Identified cost—$717,154,447)
           

894,786,469

   

SHORT-TERM INVESTMENTS

   

0.2%

                   

MONEY MARKET FUNDS

 
State Street Institutional Treasury Money
Market Fund, 0.06%d
       

1,600,000

     

1,600,000

   
TOTAL SHORT-TERM INVESTMENTS
(Identified cost—$1,600,000)
           

1,600,000

   

TOTAL INVESTMENTS (Identified cost—$718,754,447)

   

99.4

%

           

896,386,469

   

OTHER ASSETS IN EXCESS OF LIABILITIES

   

0.6

             

5,235,760

   

NET ASSETS

   

100.0

%

         

$

901,622,229

   

Glossary of Portfolio Abbreviations

EUR  Euro Currency

REIT  Real Estate Investment Trust

USD  United States Dollar

Note: Percentages indicated are based on the net assets of the Fund.

a  Illiquid security. Aggregate holdings equal 0.0% of the net assets of the Fund.

b  Fair valued security. This security has been valued at its fair value as determined in good faith under procedures established by and under the general supervision of the Fund's Board of Directors. Aggregate fair valued securities represent 0.0% of the net assets of the Fund.

c  Non-income producing security.

d  Rate quoted represents the seven-day yield of the Fund.

See accompanying notes to financial statements.
14



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

SCHEDULE OF INVESTMENTS—(Continued)

December 31, 2013

Sector Summary

  % of
Net Assets
 
Diversified    

57.7

   
Retail    

16.5

   
Office    

12.8

   
Residential    

5.6

   
Indurstrials    

4.8

   
Self Storage    

1.1

   
Other    

0.8

   
Hotel    

0.7

   

   

100.0

   

See accompanying notes to financial statements.
15




COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

STATEMENT OF ASSETS AND LIABILITIES

December 31, 2013

ASSETS:

 

Investments in securities, at value (Identified cost—$718,754,447)

 

$

896,386,469

   

Cash

   

1,656,667

   

Foreign currency, at value (Identified cost—$256,637)

   

256,672

   

Receivable for:

 

Investment securities sold

   

12,013,928

   

Dividends

   

2,912,754

   

Fund shares sold

   

2,109,244

   

Other assets

   

11,555

   

Total Assets

   

915,347,289

   

LIABILITIES:

 

Payable for:

 

Investment securities purchased

   

10,300,473

   

Fund shares redeemed

   

2,032,757

   

Investment advisory fees

   

940,082

   

Shareholder servicing fees

   

48,709

   

Administration fees

   

45,142

   

Distribution fees

   

6,753

   

Directors' fees

   

1,106

   

Other liabilities

   

350,038

   

Total Liabilities

   

13,725,060

   

NET ASSETS

 

$

901,622,229

   

NET ASSETS consist of:

 

Paid-in capital

 

$

2,287,953,181

   

Dividends in excess of net investment income

   

(31,182,928

)

 

Accumulated net realized loss

   

(1,532,770,391

)

 
Net unrealized appreciation    

177,622,367

   
   

$

901,622,229

   

See accompanying notes to financial statements.
16



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

STATEMENT OF ASSETS AND LIABILITIES—(Continued)

December 31, 2013

CLASS A SHARES:

 

NET ASSETS

 

$

163,378,938

   
Shares issued and outstanding ($0.001 par value common
stock outstanding)
   

14,403,166

   

Net asset value and redemption price per share

 

$

11.34

   

Maximum offering price per share ($11.34 ÷ 0.955)a

 

$

11.87

   

CLASS C SHARES:

 

NET ASSETS

 

$

109,750,263

   
Shares issued and outstanding ($0.001 par value common
stock outstanding)
   

9,769,991

   

Net asset value and offering price per shareb

 

$

11.23

   

CLASS I SHARES:

 

NET ASSETS

 

$

628,493,028

   
Shares issued and outstanding ($0.001 par value common
stock outstanding)
   

55,117,520

   

Net asset value, offering and redemption price per share

 

$

11.40

   

a  On investments of $100,000 or more, the offering price is reduced.

b  Redemption price per share is equal to the net asset value per share less any applicable contingent deferred sales charge of 1% on shares held for less than one year.

See accompanying notes to financial statements.
17



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

STATEMENT OF OPERATIONS

For the Year Ended December 31, 2013

Investment Income:

 

Dividend income (net of $2,497,388 of foreign withholding tax)

 

$

27,472,266

   

Expenses:

 

Investment advisory fees

   

9,030,797

   

Distribution fees—Class A

   

479,592

   

Distribution fees—Class C

   

939,211

   

Shareholder servicing fees—Class A

   

191,837

   

Shareholder servicing fees—Class C

   

313,070

   

Shareholder servicing fees—Class I

   

359,986

   

Administration fees

   

750,672

   

Custodian fees and expenses

   

658,598

   

Transfer agent fees and expenses

   

332,145

   

Shareholder reporting expenses

   

117,521

   

Professional fees

   

108,446

   

Registration and filing fees

   

71,361

   

Directors' fees and expenses

   

53,002

   

Line of credit fees

   

13,427

   

Miscellaneous

   

75,317

   

Total Expenses

   

13,494,982

   

Reduction of Expenses (See Note 2)

   

(2,065,168

)

 

Net Expenses

   

11,429,814

   

Net Investment Income

   

16,042,452

   

Net Realized and Unrealized Gain (Loss):

 

Net realized gain (loss) on:

 

Investments

   

110,378,678

   

Foreign currency transactions

   

(642,246

)

 

Net realized gain

   

109,736,432

   

Net change in unrealized appreciation (depreciation) on:

 

Investments

   

(85,434,402

)

 

Foreign currency translations

   

19,209

   

Net change in unrealized appreciation (depreciation)

   

(85,415,193

)

 

Net realized and unrealized gain

   

24,321,239

   

Net Increase in Net Assets Resulting from Operations

 

$

40,363,691

   

See accompanying notes to financial statements.
18



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

STATEMENT OF CHANGES IN NET ASSETS

    For the
Year Ended
December 31, 2013
  For the
Year Ended
December 31, 2012
 

Change in Net Assets:

 

From Operations:

 

Net investment income

 

$

16,042,452

   

$

19,932,870

   

Net realized gain

   

109,736,432

     

61,018,605

   
Net change in unrealized appreciation
(depreciation)
   

(85,415,193

)

   

241,800,938

   
Net increase in net assets resulting
from operations
   

40,363,691

     

322,752,413

   

Dividends to Shareholders from:

                 

Net investment income:

 

Class A

   

(6,377,130

)

   

(14,129,434

)

 

Class C

   

(3,586,590

)

   

(7,918,425

)

 

Class I

   

(25,047,712

)

   

(45,594,934

)

 

Total dividends to shareholders

   

(35,011,432

)

   

(67,642,793

)

 

Capital Stock Transactions:

 
Decrease in net assets from Fund share
transactions
   

(115,993,963

)

   

(378,728,896

)

 

Total decrease in net assets

   

(110,641,704

)

   

(123,619,276

)

 

Net Assets:

 

Beginning of year

   

1,012,263,933

     

1,135,883,209

   

End of yeara

 

$

901,622,229

   

$

1,012,263,933

   

a  Includes dividends in excess of net investment income of $31,182,928 and $54,934,747, respectively.

See accompanying notes to financial statements.
19




COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

FINANCIAL HIGHLIGHTS

The following table includes selected data for a share outstanding throughout each year and other performance information derived from the financial statements. It should be read in conjunction with the financial statements and notes thereto.

   

Class A

 
   

For the Year Ended December 31,

 

Per Share Operating Performance:

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net asset value, beginning of year

 

$

11.30

   

$

8.98

   

$

11.08

   

$

10.48

   

$

8.41

   

Income (loss) from investment operations:

 

Net investment incomea

   

0.18

     

0.18

     

0.21

     

0.22

b

   

0.18

   

Net realized and unrealized gain (loss)

   

0.29

     

2.87

     

(2.08

)

   

1.13

     

2.77

   

Total from investment operations

   

0.47

     

3.05

     

(1.87

)

   

1.35

     

2.95

   
Less dividends and distributions to shareholders
from:
 

Net investment income

   

(0.43

)

   

(0.73

)

   

(0.23

)

   

(0.75

)

   

(0.88

)

 

Tax return of capital

   

     

     

(0.00

)c

   

     

   
Total dividends and distributions to
shareholders
   

(0.43

)

   

(0.73

)

   

(0.23

)

   

(0.75

)

   

(0.88

)

 

Redemption fees retained by the Fund

   

     

     

0.00

c

   

0.00

c

   

0.00

c

 

Net increase (decrease) in net asset value

   

0.04

     

2.32

     

(2.10

)

   

0.60

     

2.07

   

Net asset value, end of year

 

$

11.34

   

$

11.30

   

$

8.98

   

$

11.08

   

$

10.48

   

Total investment returnd,e

   

4.32

%

   

34.50

%

   

–17.06

%

   

13.48

%

   

35.48

%

 

Ratios/Supplemental Data:

 

Net assets, end of year (in millions)

 

$

163.4

   

$

219.1

   

$

212.4

   

$

330.3

   

$

423.1

   
Ratio of expenses to average daily net assets
(before expense reduction)
   

1.53

%

   

1.56

%f

   

1.61

%f

   

1.61

%f

   

1.66

%f

 
Ratio of expenses to average daily net assets
(net of expense reduction)
   

1.35

%

   

1.56

%f

   

1.61

%f

   

1.61

%f

   

1.66

%f

 
Ratio of net investment income to average daily
net assets (before expense reduction)
   

1.37

%

   

1.75

%f

   

1.96

%f

   

2.10

%f

   

1.92

%

 
Ratio of net investment income to average daily
net assets (net of expense reduction)
   

1.55

%

   

1.75

%f

   

1.96

%f

   

2.10

%f

   

1.92

%

 

Portfolio turnover rate

   

93

%

   

76

%

   

106

%

   

84

%

   

190

%

 

a  Calculation based on average shares outstanding.

b  25.2% of gross income was attributable to dividends paid by Unibail-Rodamco.

c  Amount is less than $0.005.

d  Return assumes the reinvestment of all dividends and distributions at NAV.

e  Does not reflect sales charges, which would reduce return.

f  Non-class specific expenses are calculated at the Fund level and class specific expenses are calculated at the class level.

See accompanying notes to financial statements.
20



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

FINANCIAL HIGHLIGHTS—(Continued)

   

Class C

 
   

For the Year Ended December 31,

 

Per Share Operating Performance:

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net asset value, beginning of year

 

$

11.19

   

$

8.90

   

$

10.97

   

$

10.42

   

$

8.36

   

Income (loss) from investment operations:

 

Net investment incomea

   

0.10

     

0.11

     

0.14

     

0.14

b

   

0.12

   

Net realized and unrealized gain (loss)

   

0.29

     

2.84

     

(2.05

)

   

1.13

     

2.75

   

Total from investment operations

   

0.39

     

2.95

     

(1.91

)

   

1.27

     

2.87

   
Less dividends and distributions to shareholders
from:
 

Net investment income

   

(0.35

)

   

(0.66

)

   

(0.16

)

   

(0.72

)

   

(0.81

)

 

Tax return of capital

   

     

     

(0.00

)c

   

     

   
Total dividends and distributions to
shareholders
   

(0.35

)

   

(0.66

)

   

(0.16

)

   

(0.72

)

   

(0.81

)

 

Redemption fees retained by the Fund

   

     

     

0.00

c

   

0.00

c

   

0.00

c

 

Net increase (decrease) in net asset value

   

0.04

     

2.29

     

(2.07

)

   

0.55

     

2.06

   

Net asset value, end of year

 

$

11.23

   

$

11.19

   

$

8.90

   

$

10.97

   

$

10.42

   

Total investment returnd,e

   

3.64

%

   

33.59

%

   

–17.57

%

   

12.72

%

   

34.69

%

 

Ratios/Supplemental Data:

 

Net assets, end of year (in millions)

 

$

109.8

   

$

134.1

   

$

135.4

   

$

220.5

   

$

254.6

   
Ratio of expenses to average daily net assets
(before expense reduction)
   

2.18

%

   

2.21

%f

   

2.26

%f

   

2.26

%f

   

2.31

%f

 
Ratio of expenses to average daily net assets
(net of expense reduction)
   

2.00

%

   

2.21

%f

   

2.26

%f

   

2.26

%f

   

2.31

%f

 
Ratio of net investment income to average daily
net assets (before expense reduction)
   

0.70

%

   

1.07

%f

   

1.29

%f

   

1.40

%f

   

1.29

%

 
Ratio of net investment income to average daily
net assets (net of expense reduction)
   

0.88

%

   

1.07

%f

   

1.29

%f

   

1.40

%f

   

1.29

%

 

Portfolio turnover rate

   

93

%

   

76

%

   

106

%

   

84

%

   

190

%

 

a  Calculation based on average shares outstanding.

b  25.2% of gross income was attributable to dividends paid by Unibail-Rodamco.

c  Amount is less than $0.005.

d  Return assumes the reinvestment of all dividends and distributions at NAV.

e  Does not reflect sales charges, which would reduce return.

f  Non-class specific expenses are calculated at the Fund level and class specific expenses are calculated at the class level.

See accompanying notes to financial statements.
21



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

FINANCIAL HIGHLIGHTS—(Continued)

   

Class I

 
   

For the Year Ended December 31,

 

Per Share Operating Performance:

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net asset value, beginning of year

 

$

11.36

   

$

9.02

   

$

11.14

   

$

10.51

   

$

8.43

   

Income (loss) from investment operations:

 

Net investment incomea

   

0.22

     

0.21

     

0.24

     

0.25

b

   

0.21

   

Net realized and unrealized gain (loss)

   

0.29

     

2.90

     

(2.09

)

   

1.15

     

2.78

   

Total from investment operations

   

0.51

     

3.11

     

(1.85

)

   

1.40

     

2.99

   
Less dividends and distributions to shareholders
from:
 

Net investment income

   

(0.47

)

   

(0.77

)

   

(0.27

)

   

(0.77

)

   

(0.91

)

 

Tax return of capital

   

     

     

(0.00

)c

   

     

   
Total dividends and distributions to
shareholders
   

(0.47

)

   

(0.77

)

   

(0.27

)

   

(0.77

)

   

(0.91

)

 

Redemption fees retained by the Fund

   

     

     

0.00

c

   

0.00

c

   

0.00

c

 

Net increase (decrease) in net asset value

   

0.04

     

2.34

     

(2.12

)

   

0.63

     

2.08

   

Net asset value, end of year

 

$

11.40

   

$

11.36

   

$

9.02

   

$

11.14

   

$

10.51

   

Total investment returnd

   

4.65

%

   

34.97

%

   

–16.83

%

   

13.95

%

   

35.96

%

 

Ratios/Supplemental Data:

 

Net assets, end of year (in millions)

 

$

628.5

   

$

659.1

   

$

788.1

   

$

826.5

   

$

686.9

   
Ratio of expenses to average daily net assets
(before expense reduction)
   

1.23

%

   

1.27

%e

   

1.26

%e

   

1.26

%e

   

1.31

%e

 
Ratio of expenses to average daily net assets
(net of expense reduction)
   

1.00

%

   

1.27

%e

   

1.26

%e

   

1.26

%e

   

1.31

%e

 
Ratio of net investment income to average daily
net assets (before expense reduction)
   

1.65

%

   

2.04

%e

   

2.30

%e

   

2.41

%e

   

2.23

%

 
Ratio of net investment income to average daily
net assets (net of expense reduction)
   

1.89

%

   

2.04

%e

   

2.30

%e

   

2.41

%e

   

2.23

%

 

Portfolio turnover rate

   

93

%

   

76

%

   

106

%

   

84

%

   

190

%

 

a  Calculation based on average shares outstanding.

b  25.2% of gross income was attributable to dividends paid by Unibail-Rodamco.

c  Amount is less than $0.005.

d  Return assumes the reinvestment of all dividends and distributions at NAV.

e  Non-class specific expenses are calculated at the Fund level and class specific expenses are calculated at the class level.

See accompanying notes to financial statements.
22




COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS

Note 1. Organization and Significant Accounting Policies

Cohen & Steers International Realty Fund, Inc. (the Fund) was incorporated under the laws of the State of Maryland on November 23, 2004 and is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a non-diversified, open-end management investment company. The Fund's investment objective is total return. The authorized shares of the Fund are divided into three classes designated Class A, C and I shares. Each of the Fund's shares has equal dividend, liquidation and voting rights (except for matters relating to distributions and shareholder servicing of such shares).

The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements. The policies are in conformity with accounting principles generally accepted in the United States of America (GAAP). The preparation of the financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

Portfolio Valuation: Investments in securities that are listed on the New York Stock Exchange (NYSE) are valued, except as indicated below, at the last sale price reflected at the close of the NYSE on the business day as of which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the closing bid and ask prices on such day or, if no ask price is available, at the bid price.

Securities not listed on the NYSE but listed on other domestic or foreign securities exchanges are valued in a similar manner. Securities traded on more than one securities exchange are valued at the last sale price reflected at the close of the exchange representing the principal market for such securities on the business day as of which such value is being determined. If after the close of a foreign market, but prior to the close of business on the day the securities are being valued, market conditions change significantly, certain non-U.S. equity holdings may be fair valued pursuant to procedures established by the Board of Directors.

Readily marketable securities traded in the over-the-counter market, including listed securities whose primary market is believed by Cohen & Steers Capital Management, Inc. (the advisor) to be over-the-counter, are valued at the last sale price on the valuation date as reported by sources deemed appropriate by the Board of Directors to reflect their fair market value. If there has been no sale on such day, the securities are valued at the mean of the closing bid and ask prices on such day or, if no ask price is available, at the bid price.

Short-term debt securities with a maturity date of 60 days or less are valued at amortized cost, which approximates fair value. Investments in open-end mutual funds are valued at their closing net asset value.

The policies and procedures approved by the Fund's Board of Directors delegate authority to make fair value determinations to the advisor, subject to the oversight of the Board of Directors. The advisor has established a valuation committee (Valuation Committee) to administer, implement and oversee the fair valuation process according to the policies and procedures approved annually by the


23



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

Board of Directors. Among other things, these procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.

Securities for which market prices are unavailable, or securities for which the advisor determines that the bid and/or ask price or a counterparty valuation does not reflect market value, will be valued at fair value, as determined in good faith by the Valuation Committee, pursuant to procedures approved by the Fund's Board of Directors. Circumstances in which market prices may be unavailable include, but are not limited to, when trading in a security is suspended, the exchange on which the security is traded is subject to an unscheduled close or disruption or material events occur after the close of the exchange on which the security is principally traded. In these circumstances, the Fund determines fair value in a manner that fairly reflects the market value of the security on the valuation date based on consideration of any information or factors it deems appropriate. These may include, but are not limited to, recent transactions in comparable securities, information relating to the specific security and developments in the markets.

Foreign equity fair value pricing procedures utilized by the Fund may cause certain non-U.S. equity holdings to be fair valued on the basis of fair value factors provided by a pricing service to reflect any significant market movements between the time the Fund values such securities and the earlier closing of foreign markets.

The Fund's use of fair value pricing may cause the net asset value of Fund shares to differ from the net asset value that would be calculated using market quotations. Fair value pricing involves subjective judgments and it is possible that the fair value determined for a security may be materially different than the value that could be realized upon the sale of that security.

Fair value is defined as the price that the Fund would expect to receive upon the sale of an investment or expect to pay to transfer a liability in an orderly transaction with an independent buyer in the principal market or, in the absence of a principal market, the most advantageous market for the investment or liability. The hierarchy of inputs that are used in determining the fair value of the Fund's investments is summarized below.

•  Level 1—quoted prices in active markets for identical investments

•  Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, credit risk, etc.)

•  Level 3—significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments)

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

For movements between the levels within the fair value hierarchy, the Fund has adopted a policy of recognizing the transfer at the end of the period in which the underlying event causing the movement occurred. Changes in valuation techniques may result in transfers into or out of an assigned level within the disclosure hierarchy. As of December 31, 2013, there were $609,117,286 of securities transferred


24



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

between Level 1 and Level 2, which resulted from the Fund not utilizing foreign equity fair value pricing procedures as of December 31, 2013.

The following is a summary of the inputs used as of December 31, 2013 in valuing the Fund's investments carried at value:

   

Total

  Quoted Prices
In Active
Markets for
Identical
Investments
(Level 1)
  Other
Significant
Observable
Inputs
(Level 2)
  Significant
Unobservable
Inputs
(Level 3)
 

Common Stock—Australia

 

$

131,059,816

   

$

131,059,816

   

$

   

$

a

 
Common Stock—
Other Countries
   

763,726,653

     

763,726,653

     

     

   

Money Markets Funds

   

1,600,000

     

     

1,600,000

     

   

Total Investmentsb

 

$

896,386,469

   

$

894,786,469

   

$

1,600,000

   

$

   

a  BGP Holdings PLC was acquired via a spinoff and has been fair valued, by the Valuation Committee, at zero pursuant to the Fund's fair value procedures and classified as a Level 3 security.

b  Portfolio holdings are disclosed individually on the Schedule of Investments.

Security Transactions, Investment Income and Expense Allocations: Security transactions are recorded on trade date. Realized gains and losses on investments sold are recorded on the basis of identified cost. Interest income is recorded on the accrual basis. Discounts are accreted and premiums are amortized over the life of the respective securities. Dividend income is recorded on the ex-dividend date, except for certain dividends on foreign securities, which are recorded as soon as the Fund is informed after the ex-dividend date. Distributions from Real Estate Investment Trusts (REITs) are recorded as ordinary income, net realized capital gain or return of capital based on information reported by the REITs and management's estimates of such amounts based on historical information. These estimates are adjusted when the actual source of distributions is disclosed by the REITs and actual amounts may differ from the estimated amounts. Income, expenses (other than expenses attributable to a specific class) and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

Foreign Currency Translation: The books and records of the Fund are maintained in U.S. dollars. Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based upon prevailing exchange rates on the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated into U.S. dollars based upon prevailing exchange rates on the respective dates of such transactions. The Fund does not isolate that portion of the results of operations resulting from fluctuations in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.


25



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

Net realized foreign exchange gains or losses arise from sales of foreign currencies, including gains and losses on forward foreign currency exchange contracts, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the values of assets and liabilities, other than investments in securities, on the date of valuation, resulting from changes in exchange rates. Pursuant to U.S. federal income tax regulations, certain foreign currency gains/losses included in realized and unrealized gains/losses are included in or are a reduction of ordinary income for federal income tax purposes.

Foreign Securities: The Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible revaluation of currencies, the ability to repatriate funds, less complete financial information about companies and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than securities of comparable U.S. issuers.

Dividends and Distributions to Shareholders: Dividends from net investment income and capital gain distributions are determined in accordance with U.S. federal income tax regulations, which may differ from GAAP. Dividends from net investment income, if any, are declared and paid semi-annually. Net realized capital gains, unless offset by any available capital loss carryforward, are typically distributed to shareholders at least annually. Dividends and distributions to shareholders are recorded on the ex-dividend date and are automatically reinvested in full and fractional shares of the Fund based on the net asset value per share at the close of business on the payable date, unless the shareholder has elected to have them paid in cash. Distributions paid by the Fund are subject to recharacterization for tax purposes.

Income Taxes: It is the policy of the Fund to continue to qualify as a regulated investment company, if such qualification is in the best interest of the shareholders, by complying with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies, and by distributing substantially all of its taxable earnings to its shareholders. Accordingly, no provision for federal income or excise tax is necessary. Dividend and interest income from holdings in non-U.S. securities is recorded net of non-U.S. taxes paid. Security and foreign currency transactions and any gains realized by the Fund on the sale of securities in certain non-U.S. markets are subject to non-U.S. taxes. The Fund records a liability based on any unrealized gains on securities held in these markets in order to estimate the potential non-U.S. taxes due upon the sale of these securities. Management has analyzed the Fund's tax positions taken on federal income tax returns as well as its tax positions in non-U.S. jurisdictions in which it trades for all open tax years and has concluded that as of December 31, 2013, no additional provisions for income tax are required in the Fund's financial statements. The Fund's tax positions for the tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service, state departments of revenue and by foreign tax authorities.


26



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

Note 2. Investment Advisory, Administration Fees and Other Transactions with Affiliates

Investment Advisory Fees: The advisor serves as the Fund's investment advisor pursuant to an investment advisory agreement (the investment advisory agreement). Under the terms of the investment advisory agreement, the advisor provides the Fund with day-to-day investment decisions and generally manages the Fund's investments in accordance with the stated policies of the Fund, subject to the supervision of the Board of Directors.

For the services provided to the Fund, the advisor receives a fee, accrued daily and paid monthly, at the annual rate of 0.95% of the average daily net assets of the Fund up to and including $1.5 billion and 0.85% of the average daily net assets above $1.5 billion.

Beginning January 1, 2013, and through June 30, 2015, the advisor has contractually agreed to waive its fee and/or reimburse the Fund for expenses incurred (excluding acquired fund fees and expenses, and extraordinary expenses) to the extent necessary to maintain the Fund's total annual operating expenses as a percentage of average net assets at 1.35% for Class A shares, 2.00% for Class C shares and 1.00% for Class I shares. This contractual agreement can be amended at any time by agreement of the Fund and the advisor and will terminate automatically in the event of termination of the investment advisory agreement between the advisor and the Fund. For the year ended December 31, 2013, fees waived and/or expenses reimbursed totaled $2,065,168.

Under subadvisory agreements between the advisor and each of Cohen & Steers Asia Limited and Cohen & Steers UK Limited (collectively, the subadvisors), affiliates of the advisor, the subadvisors are responsible for managing the Fund's investments in certain non-U.S. real estate securities. For their services provided under the subadvisory agreements, the advisor (not the Fund) pays the subadvisors. The advisor allocates 50% of the advisory fee received from the Fund among itself and each subadvisor based on the portion of the Fund's average daily assets managed by the advisor and each subadvisor.

Administration Fees: The Fund has entered into an administration agreement with the advisor under which the advisor performs certain administrative functions for the Fund and receives a fee, accrued daily and paid monthly, at the annual rate of 0.06% of the average daily net assets of the Fund. For the year ended December 31, 2013, the Fund incurred $570,366 in fees under this administration agreement. Additionally, the Fund pays State Street Bank and Trust Company as co-administrator under a fund accounting and administration agreement.

Distribution Fees: Shares of the Fund are distributed by Cohen & Steers Securities, LLC (the distributor), an affiliated entity of the advisor. The Fund has adopted a distribution plan (the plan) pursuant to Rule 12b-1 under the 1940 Act. The plan provides that the Fund will pay the distributor a fee, accrued daily and paid monthly, at an annual rate of up to 0.25% of the average daily net assets attributable to Class A shares and up to 0.75% of the average daily net assets attributable to Class C shares.

There is a maximum initial sales charge of 4.50% for Class A shares. There is a contingent deferred sales charge (CDSC) of 1.00% on purchases of $1 million or more of Class A shares, which applies if redemption occurs within one year from purchase. There is a CDSC of 1% on Class C shares, which applies if redemption occurs within one year from purchase. For the year ended December 31, 2013, the Fund has been advised that the distributor received $8,121 in sales commissions from the sale of


27



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

Class A shares and $0 and $4,592 of CDSC relating to redemptions of Class A and Class C shares, respectively. The distributor has advised the Fund that proceeds from the CDSC on these classes are used by the distributor to defray its expenses related to providing distribution-related services to the Fund in connection with the sale of these classes, including payments to dealers and other financial intermediaries for selling these classes.

Shareholder Servicing Fees: For shareholder services, the Fund pays the distributor or its affiliates a fee, accrued daily and paid monthly, at an annual rate of up to 0.10% of the average daily net assets of the Fund's Class A and Class I shares and up to 0.25% of the average daily net assets of the Fund's Class C shares. The distributor is responsible for paying qualified financial institutions for shareholder services.

Directors' and Officers' Fees: Certain directors and officers of the Fund are also directors, officers and/or employees of the advisor. The Fund does not pay compensation to directors and officers affiliated with the advisor except for the Chief Compliance Officer, who received compensation from the advisor, which was reimbursed by the Fund, in the amount of $11,532 for the year ended December 31, 2013.

Note 3. Purchases and Sales of Securities

Purchases and sales of securities, excluding short-term investments, for the year ended December 31, 2013, totaled $877,248,021 and $1,023,863,672, respectively.

Note 4. Income Tax Information

The tax character of dividends paid was as follows:

    For the Year Ended
December 31,
 
   

2013

 

2012

 

Ordinary income

 

$

35,011,432

   

$

67,642,793

   

Total dividends

 

$

35,011,432

   

$

67,642,793

   

As of December 31, 2013, the tax-basis components of accumulated earnings and the federal tax cost were as follows:

Cost for federal income tax purposes

 

$

790,170,421

   

Gross unrealized appreciation

 

$

122,185,326

   

Gross unrealized depreciation

   

(15,969,278

)

 

Net unrealized appreciation

 

$

106,216,048

   

As of December 31, 2013, the Fund had a net capital loss carryforward of $1,479,318,970, which may be used to offset future capital gains. These losses are a short-term capital loss carryover of $3,269,755, which under current federal income tax rules, may offset capital gains recognized in any


28



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

future period but must be utilized prior to using the balance of its short-term capital loss carryovers, of which $844,140,318 will expire on December 31, 2016, $572,102,309 will expire on December 31, 2017 and $59,806,588 will expire on December 31, 2018. Included in the net capital loss carryforward is $1,433,327 of capital loss carryforwards that were acquired from the Fund's merger with Cohen & Steers European Realty Shares, Inc. Federal tax rules limit the Fund's use of these capital loss carryforwards. In addition, the Fund incurred short-term capital losses of $3,183,283 and net ordinary losses of $10,029,509 after October 31, 2013, that it has elected to treat as arising in the following fiscal year.

During the year ended December 31, 2013, the Fund utilized net capital loss carryforwards of $45,084,423.

As of December 31, 2013, the Fund had temporary book/tax differences primarily attributable to wash sales on portfolio securities and unrealized gains on passive foreign investment companies and permanent book/tax differences primarily attributable to foreign currency transactions and sales of passive foreign investment companies. To reflect reclassifications arising from the permanent differences, paid-in capital was charged $68,201, accumulated net realized loss was charged $42,652,598 and dividends in excess of net investment income was credited $42,720,799. Net assets were not affected by this reclassification.

Note 5. Capital Stock

The Fund is authorized to issue 800 million shares of capital stock, at a par value of $0.001 per share. The Board of Directors of the Fund may increase or decrease the aggregate number of shares of common stock that the Fund has authority to issue. Transactions in Fund shares were as follows:

    For the
Year Ended
December 31, 2013
  For the
Year Ended
December 31, 2012
 
   

Shares

 

Amount

 

Shares

 

Amount

 

Class A:

 

Sold

   

2,574,644

   

$

29,635,707

     

3,975,936

   

$

40,333,695

   
Issued as reinvestment
of dividends
   

503,126

     

5,482,358

     

1,124,177

     

12,068,376

   

Redeemed

   

(8,060,340

)

   

(93,929,454

)

   

(9,376,008

)

   

(95,550,526

)

 

Net decrease

   

(4,982,570

)

 

$

(58,811,389

)

   

(4,275,895

)

 

$

(43,148,455

)

 

Class C:

 

Sold

   

568,693

   

$

6,436,301

     

610,297

   

$

6,288,018

   
Issued as reinvestment
of dividends
   

219,338

     

2,367,559

     

476,067

     

5,085,364

   

Redeemed

   

(2,997,888

)

   

(34,020,992

)

   

(4,323,804

)

   

(43,774,471

)

 

Net decrease

   

(2,209,857

)

 

$

(25,217,132

)

   

(3,237,440

)

 

$

(32,401,089

)

 


29



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

NOTES TO FINANCIAL STATEMENTS—(Continued)

    For the
Year Ended
December 31, 2013
  For the
Year Ended
December 31, 2012
 
   

Shares

 

Amount

 

Shares

 

Amount

 

Class I:

 

Sold

   

12,813,007

   

$

148,382,324

     

13,115,267

   

$

132,081,431

   
Issued as reinvestment
of dividends
   

1,930,778

     

21,148,737

     

3,557,985

     

38,240,509

   

Redeemed

   

(17,663,588

)

   

(201,496,503

)

   

(45,999,740

)

   

(473,501,292

)

 

Net decrease

   

(2,919,803

)

 

$

(31,965,442

)

   

(29,326,488

)

 

$

(303,179,352

)

 

Note 6. Borrowings

The Fund, in conjunction with other Cohen & Steers open-end funds, is a party to a $200,000,000 syndicated credit agreement (the credit agreement) with State Street Bank and Trust Company, as administrative agent and operations agent, and the lenders identified in the credit agreement, which expires January 24, 2014. The Fund pays a commitment fee of 0.10% per annum on its proportionate share of the unused portion of the credit agreement. Effective January 24, 2014, the credit agreement was renewed under similar terms and expires January 23, 2015.

During the year ended December 31, 2013, the Fund did not borrow under the credit agreement.

Note 7. Other

In the normal course of business, the Fund enters into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is dependent on claims that may be made against the Fund in the future and, therefore, cannot be estimated; however, based on experience, the risk of material loss from such claims is considered remote.

Note 8. Subsequent Events

Management has evaluated events and transactions occurring after December 31, 2013 through the date that the financial statements were issued, and has determined that no additional disclosure in the financial statements is required.


30




COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of
Cohen & Steers International Realty Fund, Inc.

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Cohen & Steers International Realty Fund, Inc. (the "Fund") at December 31, 2013, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2013 by correspondence with the custodian, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
New York, New York
February 18, 2014


31



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

TAX INFORMATION—2013 (Unaudited)

Pursuant to the Jobs and Growth Relief Reconciliation Act of 2003, the Fund designates qualified dividend income of $11,265,360.

The Fund has elected, pursuant to section 853 of the Internal Revenue Code, to pass through foreign taxes of $2,104,427. The Fund generated net foreign source income of $29,971,655 with respect to this election.

OTHER INFORMATION

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available (i) without charge, upon request, by calling 800-330-7348, (ii) on our website at cohenandsteers.com or (iii) on the Securities and Exchange Commission's (the SEC) website at http://www.sec.gov. In addition, the Fund's proxy voting record for the most recent 12-month period ended June 30 is available by August 31 of each year (i) without charge, upon request, by calling 800-330-7348 or (ii) on the SEC's website at http://www.sec.gov.

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Fund's Forms N-Q are available (i) without charge, upon request, by calling 800-330-7348 or (ii) on the SEC's website at http://www.sec.gov. In addition, the Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

Please note that distributions paid by the Fund to shareholders are subject to recharacterization for tax purposes. The Fund may also pay distributions in excess of the Fund's net investment company taxable income and this excess could be a tax free return of capital distributed from the Fund's assets. The final tax treatment of all distributions is reported to shareholders on their 1099-DIV forms, which are mailed after the close of each calendar year.


32




COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

MANAGEMENT OF THE FUND

The business and affairs of the Fund are managed under the direction of the Board of Directors. The Board of Directors approves all significant agreements between the Fund and persons or companies furnishing services to it, including the Fund's agreements with its advisor, administrator, co-administrator, custodian and transfer agent. The management of the Fund's day-to-day operations is delegated to its officers, the advisor, administrator and co-administrator, subject always to the investment objective and policies of the Fund and to the general supervision of the Board of Directors.

The Board of Directors and officers of the Fund and their principal occupations during at least the past five years are set forth below. The statement of additional information (SAI) includes additional information about fund directors and is available, without charge, upon request by calling 800-330-7348.

Name, Address1 and Age

  Position(s) Held
With Fund
  Term of
Office2
  Principal Occupation
During At Least
The Past 5 Years
(Including Other
Directorships Held)
  Number of
Funds Within
Fund
Complex
Overseen by
Director
(Including
the Fund)
  Length
of Time
Served3
 

Interested Directors4

 
Robert H. Steers5
Age: 60
 

Director and Co-Chairman

 

Until next election of directors

 

Co-Chairman and Co-Chief Executive Officer of Cohen & Steers Capital Management, Inc. (CSCM or the Advisor) since 2003 and its parent, Cohen & Steers, Inc. (CNS) since 2004. Prior to that, Chairman of the Advisor; Vice President of Cohen & Steers Securities, LLC.

 

22

  1991 to present  
Martin Cohen5,6
Age: 65
 

Director and Co-Chairman

 

Until next election of directors

 

Co-Chairman and Co-Chief Executive Officer of CSCM since 2003 and CNS since 2004. Prior to that, President of the Advisor; Vice President of Cohen & Steers Securities, LLC.

 

22

  1991 to present  

Disinterested Directors

 
Michael G. Clark
Age: 48
 

Director

 

Until next election of directors

 

From May 2006 to June 2011, President and Chief Executive Officer of DWS Funds and Managing Director of Deutsche Asset Management.

 

22

  2011 to present  

  (table continued on next page)


33



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

(table continued from previous page)

Name, Address1 and Age

  Position(s) Held
With Fund
  Term of
Office2
  Principal Occupation
During At Least
The Past 5 Years
(Including Other
Directorships Held)
  Number of
Funds Within
Fund
Complex
Overseen by
Director
(Including
the Fund)
  Length
of Time
Served3
 
Bonnie Cohen6
Age: 71
 

Director

 

Until next election of directors

 

Consultant. Board Member DC Public Library Foundation since 2012, President since 2014; Board Member, United States Department of Defense Business Board, 2010-2014; Board Member, Teluride Mountain Film Festival since 2010; Advisory Board Member, Posse Foundation, 2004-2013; Trustee, H. Rubenstein Foundation since 1996; Trustee, District of Columbia Public Libraries since 2004.

 

22

  2001 to present  
George Grossman
Age: 60
 

Director

 

Until next election of directors

 

Attorney-at-law

 

22

  1993 to present  
Richard E. Kroon
Age: 71
 

Director

 

Until next election of directors

 

Member of Investment Committee, Monmouth University since 2004; Former Director, Retired Chairman and Managing Partner of Sprout Group venture capital funds, then an affiliate of Donaldson, Lufkin and Jenrette Securities Corporation from 1981 to 2001. Former chairman of the National Venture Capital Association for the year 2000.

 

22

  2004 to present  

  (table continued on next page)


34



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

(table continued from previous page)

Name, Address1 and Age

  Position(s) Held
With Fund
  Term of
Office2
  Principal Occupation
During At Least
The Past 5 Years
(Including Other
Directorships Held)
  Number of
Funds Within
Fund
Complex
Overseen by
Director
(Including
the Fund)
  Length
of Time
Served3
 
Richard J. Norman
Age: 70
 

Director

 

Until next election of directors

 

Private Investor. Member, District of Columbia Department of Corrections Chaplains Corps from 2008 to February 2010; Member, Montgomery County, Maryland Department of Corrections Volunteer Corps since February 2010; Liason for Business Leadership, Salvation Army World Service Organization (SAWSO) since 2010; Advisory Board Member, The Salvation Army since 1985; Financial Education Fund Chair, The Foundation Board of Maryland Public Television since 2009; Former President, Executive Committee, Chair of Investment Committee, The Foundation Board of Maryland Public Television from 1997 to 2008. Prior thereto, Investment Representative of Morgan Stanley Dean Witter from 1966 to 2000.

 

22

  2001 to present  
Frank K. Ross
Age: 70
 

Director

 

Until next election of directors

 

Visiting Professor of Accounting, Howard University School of Business since 2004; Board member and Audit Committee Chair and Human Resources and Compensation Committee Member, Pepco Holdings, Inc. (electric utility) since 2004. Formerly, Midatlantic Area Managing Partner for Assurance Services at KPMG LLP and Managing Partner of its Washington, DC offices from 1977 to 2003.

 

22

  2004 to present  

  (table continued on next page)


35



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

(table continued from previous page)

Name, Address1 and Age

  Position(s) Held
With Fund
  Term of
Office2
  Principal Occupation
During At Least
The Past 5 Years
(Including Other
Directorships Held)
  Number of
Funds Within
Fund
Complex
Overseen by
Director
(Including
the Fund)
  Length
of Time
Served3
 
C. Edward Ward Jr.
Age: 67
 

Director

 

Until next election of directors

 

Member of The Board of Trustees of Manhattan College, Riverdale, New York since 2004. Formerly Director of closed-end fund management for the New York Stock Exchange, where he worked from 1979 to 2004.

 

22

  2004 to present  

1  The address for each director is 280 Park Avenue, New York, NY 10017.

2  On March 12, 2008, the Board of Directors adopted a mandatory retirement policy stating a Director must retire from the Board on December 31st of the year in which he or she turns 75 years of age.

3  The length of time served represents the year in which the director was first elected or appointed to any fund in the Cohen & Steers fund complex.

4  "Interested person", as defined in the 1940 Act, of the Fund because of affiliation with CSCM (Interested Directors).

5  Effective January 1, 2014, Martin Cohen, currently co-Chairman and co-CEO, became Executive Chairman of the Advisor. Robert Steers, currently co-Chairman and co-CEO, became the sole CEO, responsible for day-to-day leadership and management of the Advisor.

6  Martin Cohen and Bonnie Cohen are not related.


36



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

The officers of the Fund (other than Messrs. Cohen and Steers, whose biographies are provided above), their address, their ages and their principal occupations for at least the past five years are set forth below.

Name, Address and Age1

  Position(s) Held
With Fund
 

Principal Occupation During At Least the Past 5 Years

  Length
of Time
Served2
 
Adam M. Derechin
Age: 49
 

President and Chief Executive Officer

 

Chief Operating Officer of CSCM (since 2003) and CNS (since 2004). Prior to that, Senior Vice President of CSCM and Vice President and Assistant Treasurer of the Cohen & Steers funds.

 

Since 2005

 
Joseph M. Harvey
Age: 50
 

Vice President

 

President and Chief Investment Officer of CSCM (since 2003) and President of CNS (since 2004). Prior to that, Senior Vice President and Director of Investment Research of CSCM.

 

Since 2004

 
Jon Cheigh
Age: 41
 

Vice President

 

Executive Vice President (since 2012). Prior to that, Senior Vice President of CSCM.

 

Since 2007

 
Francis C. Poli
Age: 51
 

Secretary

 

Executive Vice President, Secretary and General Counsel of CSCM and CNS since March 2007. Prior thereto, General Counsel of Allianz Global Investors of America LP.

 

Since 2007

 
James Giallanza
Age: 47
 

Treasurer and Chief Financial Officer

 

Senior Vice President of CSCM since September 2006.

 

Since 2006

 
Lisa D. Phelan
Age: 45
 

Chief Compliance Officer

 

Senior Vice President of CSCM since 2008. Chief Compliance Officer of CSCM, the Cohen & Steers funds, Cohen & Steers Asia Limited and CSSL since 2007, 2006, 2005 and 2004, respectively. Vice President of CSCM from 2006-2008.

 

Since 2006

 

  (table continued on next page)


37



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

(table continued from previous page)

Name, Address and Age1

  Position(s) Held
With Fund
 

Principal Occupation During At Least the Past 5 Years

  Length
of Time
Served2
 
Tina M. Payne
Age: 39
 

Assistant Secretary

 

Senior Vice President and Associate General Counsel of CSCM since 2010 and prior to that Vice President and Associate General Counsel since July 2007. Prior thereto, Vice President and Counsel at PFPC Inc, (financial services company) from 2003 to 2007. Associate at Stradley, Ronon, Stevens & Young, LLP (law firm) from 2001 to 2003.

 

Since 2007

 
Neil Bloom
Age: 43
 

Assistant Treasurer

 

Vice President of CSCM since August 2008. Prior thereto, Senior Tax Manager at KPMG, LLP (accounting firm) since 2004.

 

Since 2009

 

1  The address of each officer is 280 Park Avenue, New York, NY 10017.

2  Officers serve one-year terms. The length of time served represents the year in which the officer was first elected to that position in any fund in the Cohen & Steers fund complex. All of the officers listed above are officers of one or more of the other funds in the complex.


38




COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Cohen & Steers Privacy Policy

Facts

 

What Does Cohen & Steers Do With Your Personal Information?

 

Why?

 

Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.

 

What?

  The types of personal information we collect and share depend on the product or service you have with us. This information can include:
• Social Security number and account balances
• Transaction history and account transactions
• Purchase history and wire transfer instructions
 

How?

 

All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons Cohen & Steers chooses to share; and whether you can limit this sharing.

 

 

Reasons we can share your personal information

  Does Cohen & Steers
share?
  Can you limit this
sharing?
 
For our everyday business purposes—
such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or reports to credit bureaus
 

Yes

 

No

 
For our marketing purposes—
to offer our products and services to you
 

Yes

 

No

 

For joint marketing with other financial companies—

 

No

 

We don't share

 
For our affiliates' everyday business purposes—
information about your transactions and experiences
 

No

 

We don't share

 
For our affiliates' everyday business purposes—
information about your creditworthiness
 

No

 

We don't share

 

For our affiliates to market to you—

 

No

 

We don't share

 

For non-affiliates to market to you—

 

No

 

We don't share

 

Questions?  Call 800-330-7348


39



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Cohen & Steers Privacy Policy—(Continued)

Who we are

     

Who is providing this notice?

 

Cohen & Steers Capital Management, Inc., Cohen & Steers Asia Limited, Cohen & Steers UK Limited, Cohen & Steers Securities, LLC, Cohen & Steers Private Funds and Cohen & Steers Open- and Closed-End Funds (collectively, Cohen & Steers).

 

What we do

     

How does Cohen & Steers protect my personal information?

 

To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We restrict access to your information to those employees who need it to perform their jobs, and also require companies that provide services on our behalf to protect your information.

 

How does Cohen & Steers collect my personal information?

  We collect your personal information, for example, when you:
• Open an account or buy securities from us
• Provide account information or give us your contact information
• Make deposits or withdrawals from your account
We also collect your personal information from other companies.
 

Why can't I limit all sharing?

  Federal law gives you the right to limit only:
• sharing for affiliates' everyday business purposes—information about your creditworthiness
• affiliates from using your information to market to you
• sharing for non-affiliates to market to you
State law and individual companies may give you additional rights to limit sharing.
 

Definitions

     

Affiliates

  Companies related by common ownership or control. They can be financial and nonfinancial companies.
• Cohen & Steers does not share with affiliates.
 

Non-affiliates

  Companies not related by common ownership or control. They can be financial and nonfinancial companies.
• Cohen & Steers does not share with non-affiliates.
 

Joint marketing

  A formal agreement between non-affiliated financial companies that together market financial products or services to you.
• Cohen & Steers does not jointly market.
 


40



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

Cohen & Steers Investment Solutions

COHEN & STEERS GLOBAL REALTY SHARES

  •  Designed for investors seeking total return, investing primarily in global real estate equity securities

  •  Symbols: CSFAX, CSFBX*, CSFCX, CSSPX

COHEN & STEERS INSTITUTIONAL REALTY SHARES

  •  Designed for institutional investors seeking total return, investing primarily in REITs

  •  Symbol: CSRIX

COHEN & STEERS REALTY INCOME FUND

  •  Designed for investors seeking total return, investing primarily in real estate securities with an emphasis on both income and capital appreciation

  •  Symbols: CSEIX, CSBIX*, CSCIX, CSDIX

COHEN & STEERS INTERNATIONAL REALTY FUND

  •  Designed for investors seeking total return, investing primarily in international real estate securities

  •  Symbols: IRFAX, IRFCX, IRFIX

COHEN & STEERS
EMERGING MARKETS REAL ESTATE FUND

  •  Designed for investors seeking total return, investing primarily in emerging market real estate securities

  •  Symbols: APFAX, APFCX, APFIX

COHEN & STEERS REALTY SHARES

  •  Designed for investors seeking total return, investing primarily in REITs

  •  Symbol: CSRSX

COHEN & STEERS
INSTITUTIONAL GLOBAL REALTY SHARES

  •  Designed for institutional investors seeking total return, investing primarily in global real estate securities

  •  Symbol: GRSIX

COHEN & STEERS GLOBAL INFRASTRUCTURE FUND

  •  Designed for investors seeking total return, investing primarily in global infrastructure securities

  •  Symbols: CSUAX, CSUBX*, CSUCX, CSUIX

COHEN & STEERS DIVIDEND VALUE FUND

  •  Designed for investors seeking long-term growth of income and capital appreciation, investing primarily in dividend paying common stocks and preferred stocks

  •  Symbols: DVFAX, DVFCX, DVFIX

COHEN & STEERS
PREFERRED SECURITIES AND INCOME FUND

  •  Designed for investors seeking total return (high current income and capital appreciation), investing primarily in preferred and debt securities

  •  Symbols: CPXAX, CPXCX, CPXIX

COHEN & STEERS REAL ASSETS FUND

  •  Designed for investors seeking total return and the maximization of real returns during inflationary environments by investing primarily in real assets

  •  Symbols: RAPAX, RAPCX, RAPIX, RAPRX, RAPZX

COHEN & STEERS
MLP & ENERGY OPPORTUNITY FUND

  •  Designed for investors seeking total return, investing primarily in midstream energy master limited partnership (MLP) units and related stocks

  •  Symbols: MLOAX, MLOCX, MLOIX, MLOZX

Distributed by Cohen & Steers Securities, LLC.

COHEN & STEERS GLOBAL REALTY MAJORS ETF

  •  Designed for investors who seek a relatively low-cost "passive" approach for investing in a portfolio of real estate equity securities of companies in a specified index

  •  Symbol: GRI

Distributed by ALPS Distributors, Inc.

ISHARES COHEN & STEERS
REALTY MAJORS INDEX FUND

  •  Designed for investors who seek a relatively low-cost "passive" approach for investing in a portfolio of real estate equity securities of companies in a specified index

  •  Symbol: ICF

Distributed by SEI Investments Distribution Co.

*  Class B shares are no longer offered except through dividend reinvestment and permitted exchanges by existing Class B shareholders.

  Please consider the investment objectives, risks, charges and expenses of the fund carefully before investing. A summary prospectus and prospectus containing this and other information can be obtained by calling 800-330-7348 or by visiting cohenandsteers.com. Please read the summary prospectus and prospectus carefully before investing.


41



COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

OFFICERS AND DIRECTORS

Robert H. Steers
Director and Co-Chairman

Martin Cohen
Director and Co-Chairman

Michael G. Clark
Director

Bonnie Cohen
Director

George Grossman
Director

Richard E. Kroon
Director

Richard J. Norman
Director

Frank K. Ross
Director

C. Edward Ward, Jr.
Director

Adam M. Derechin
President and Chief Executive Officer

Joseph M. Harvey
Vice President

Jon Cheigh
Vice President

Francis C. Poli
Secretary

James Giallanza
Treasurer and Chief Financial Officer

Lisa D. Phelan
Chief Compliance Officer

Tina M. Payne
Assistant Secretary

Neil Bloom
Assistant Treasurer

KEY INFORMATION

Investment Advisor

Cohen & Steers Capital Management, Inc.
280 Park Avenue
New York, NY 10017
(212) 832-3232

Co-administrator and Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, MA 02111

Transfer Agent

Boston Financial Data Services, Inc.
30 Dan Road
Canton, MA 02021
(800) 437-9912

Legal Counsel

Ropes & Gray LLP
1211 Avenue of the Americas
New York, NY 10036

Distributor

Cohen & Steers Securities, LLC
280 Park Avenue
New York, NY 10017

Nasdaq Symbol: Class  A—IRFAX
C—IRFCX
I—IRFIX

Website: cohenandsteers.com

This report is authorized for delivery only to shareholders of Cohen & Steers International Realty Fund, Inc. unless accompanied or preceded by the delivery of a currently effective prospectus setting forth details of the Fund. Performance data quoted represent past performance. Past performance is no guarantee of future results and your investment may be worth more or less at the time you sell your shares.


42




COHEN & STEERS

INTERNATIONAL REALTY FUND

280 PARK AVENUE

NEW YORK, NY 10017

eDelivery NOW AVAILABLE

Stop traditional mail delivery; receive your shareholder reports and prospectus online.

Sign up at cohenandsteers.com

IRFAXAR

Annual Report December 31, 2013

Cohen & Steers International Realty Fund




 

Item 2. Code of Ethics.

 

The Registrant has adopted an Amended and Restated Code of Ethics that applies to its Principal Executive Officer and Principal Financial Officer.  The Code of Ethics was in effect during the reporting period.  The Registrant has not amended the Code of Ethics as described in Form N-CSR during the reporting period.  The Registrant has not granted any waiver, including an implicit waiver, from a provision of the Code of Ethics as described in Form N-CSR during the reporting period.  A current copy of the Code of Ethics is available on the Registrant’s website at www.cohenandsteers.com/assets/content/uploads/code_of_ethics_exec_and_senior.pdf.  Upon request, a copy of the Code of Ethics can be obtained free of charge by calling 800-330-7348 or writing to the Secretary of the Registrant, 280 Park Avenue, 10th floor, New York, NY 10017.

 

Item 3. Audit Committee Financial Expert.

 

The registrant’s board has determined that Michael G. Clark and Frank K. Ross, each a member of the board’s audit committee, are each an “audit committee financial expert”.  Mr. Clark and Mr. Ross are each “independent,” as such term is defined in Form N-CSR.

 

Item 4. Principal Accountant Fees and Services.

 

(a) — (d) Aggregate fees billed to the registrant for the last two fiscal years for professional services rendered by the registrant’s principal accountant were as follows:

 

 

 

2013

 

2012

 

Audit Fees

 

$

54,080

 

$

54,080

 

Audit-Related Fees

 

$

0

 

$

0

 

Tax Fees

 

$

6,400

 

$

6,400

 

All Other Fees

 

$

0

 

$

0

 

 

Tax fees were billed in connection with the preparation of tax returns, calculation and designation of dividends and other miscellaneous tax services.

 

(e)(1)                   The audit committee is required to pre-approve audit and non-audit services performed for the registrant by the principal accountant. The audit committee also is required to pre-approve non-audit services performed by the registrant’s principal accountant for the registrant’s investment advisor and any sub-advisor (not including any sub-advisor whose role is primarily portfolio management and is subcontracted with or overseen by another investment advisor) and/or to any entity controlling, controlled by or under common control with the registrant’s investment advisor that provides ongoing services to the registrant, if the engagement for services relates directly to the operations and financial reporting of the registrant.

 

The audit committee may delegate pre-approval authority to one or more of its members who are independent members of the board of directors of the registrant. The member or members to whom such authority is delegated shall report any pre-approval decisions to the audit committee at its next scheduled meeting.  The audit committee may not delegate its responsibility to pre-

 



 

approve services to be performed by the registrant’s principal accountant to the investment advisor.

 

(e)(2)                   No services included in (b) — (d) above were approved by the audit committee pursuant to paragraphs (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f)                                   Not applicable.

 

(g)                                  For the fiscal years ended December 31, 2013 and December 31, 2012, the aggregate fees billed by the registrant’s principal accountant for non-audit services rendered to the registrant and for non-audit services rendered to the registrant’s investment advisor (not including any sub-advisor whose role is primarily portfolio management and is subcontracted with or overseen by another investment advisor) and/or to any entity controlling, controlled by or under common control with the registrant’s investment advisor that provides ongoing services to the registrant were:

 

 

 

2013

 

2012

 

Registrant

 

$

6,400

 

$

6,400

 

Investment Advisor

 

$

15,000

 

$

15,000

 

 

(h)                                 The registrant’s audit committee considered whether the provision of non-audit services that were rendered to the registrant’s investment advisor (not including any sub-advisor whose role is primarily portfolio management and is subcontracted with or overseen by another investment advisor) and/or to any entity controlling, controlled by or under common control with the registrant’s investment advisor that provides ongoing services to the registrant that were not required to be pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X was compatible with maintaining the principal accountant’s independence.

 

Item 5. Audit Committee of Listed Registrants.

 

Not applicable.

 

Item 6. Schedule of Investments.

 

Included in Item 1 above.

 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable.

 

Item 8.  Portfolio Managers of Closed-End Investment Companies.

 

Not applicable.

 



 

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

Not applicable.

 

Item 10. Submission of Matters to a Vote of Security Holders.

 

None.

 

Item 11. Controls and Procedures.

 

(a) The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, based upon such officers’ evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

 

(b) There were no changes in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 12. Exhibits.

 

(a)(1) Not Applicable.

 

(a)(2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.

 

(a)(3) Not applicable.

 

(b) Certifications of chief executive officer and chief financial officer as required by Rule 30a- 2(b) under the Investment Company Act of 1940.

 



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

COHEN & STEERS INTERNATIONAL REALTY FUND, INC.

 

 

By:  

/s/ Adam M. Derechin

 

 

     Name: Adam M. Derechin

 

 

     Title: President and Chief Executive Officer

 

 

 

Date: February 28, 2014

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

 

By:

/s/ Adam M. Derechin

 

 

     Name:

Adam M. Derechin

 

 

     Title:

President and Chief Executive Officer

 

 

 

(Principal Executive Officer)

 

 

By:

/s/ James Giallanza

 

 

     Name:

James Giallanza

 

 

     Title:

Treasurer and Chief Financial Officer

 

 

 

(Principal Financial Officer)

 

 

 

Date: February 28, 2014