0000809708-17-000011.txt : 20170501 0000809708-17-000011.hdr.sgml : 20170501 20170501125220 ACCESSION NUMBER: 0000809708-17-000011 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 9 CONFORMED PERIOD OF REPORT: 20170228 FILED AS OF DATE: 20170501 DATE AS OF CHANGE: 20170501 EFFECTIVENESS DATE: 20170501 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TEMPLETON EMERGING MARKETS FUND CENTRAL INDEX KEY: 0000809708 IRS NUMBER: 592767040 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-04985 FILM NUMBER: 17799542 BUSINESS ADDRESS: STREET 1: 300 S.E. 2ND STREET CITY: FORT LAUDERDALE STATE: FL ZIP: 33301-1923 BUSINESS PHONE: 954-527-7500 MAIL ADDRESS: STREET 1: 300 S.E. 2ND STREET CITY: FORT LAUDERDALE STATE: FL ZIP: 33301-1923 FORMER COMPANY: FORMER CONFORMED NAME: TEMPLETON EMERGING MARKETS FUND INC DATE OF NAME CHANGE: 19920703 N-CSRS 1 ncsrs_emf-022817.htm ncsrs_emf-022817.htm - Generated by SEC Publisher for SEC Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

 

FORM N-CSRS

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number 811-04985

 

Templeton Emerging Markets Fund

(Exact name of registrant as specified in charter)

 

300 S.E. 2nd Street, Fort Lauderdale, FL 33301-1923
(Address of principal executive offices)   (Zip code)

 

Craig S. Tyle, One Franklin Parkway, San Mateo, CA  94403-1906

(Name and address of agent for service)

 

Registrant's telephone number, including area code: (954) 527-7500_

 

Date of fiscal year end: _8/31__

 

Date of reporting period:  2/28/17_

 

Item 1. Reports to Stockholders.


 


Semiannual Report

February 28, 2017

Templeton Emerging Markets Fund



 

Franklin Templeton Investments

Gain From Our Perspective®

At Franklin Templeton Investments, we’re dedicated to one goal: delivering exceptional asset management for our clients. By bringing together multiple, world-class investment teams in a single firm, we’re able to offer specialized expertise across styles and asset classes, all supported by the strength and resources of one of the world’s largest asset managers. This has helped us to become a trusted partner to individual and institutional investors across the globe.

 

Visit franklintempleton.com/investor/

products/products/closed-end-funds for fund

updates, to access your account, or to find

helpful financial planning tools.

Not FDIC Insured | May Lose Value | No Bank Guarantee

franklintempleton.com

Not part of the semiannual report 1


 

Semiannual Report

Templeton Emerging Markets Fund

Dear Shareholder:

We are pleased to bring you Templeton Emerging Markets Fund’s semiannual report for the period ended February 28, 2017.

Your Fund’s Goal and Main Investments

The Fund seeks long-term capital appreciation by investing, under normal market conditions, at least 80% of its net assets in emerging country equity securities.

Performance Overview

The Fund delivered cumulative total returns of +8.66% based on market price and +10.60% based on net asset value for the six months under review.

Performance data represent past performance, which does not guarantee future results. Investment return and principal value will fluctuate, and you may have a gain or loss when you sell your shares. Current performance may differ from figures shown.

Economic and Market Overview

Emerging market economies in general continued to grow faster than developed market economies during the six months under review. China’s economy grew slightly faster in 2016’s fourth quarter, driven by consumer spending and a property market supported by robust bank lending, as full-year 2016 growth remained within the government’s targeted range. India’s economy expanded at a slower pace in the December quarter, as higher agricultural production and government spending were counterbalanced by moderating non-agricultural and non-government spending. Russia’s economic contraction eased in 2016, as mining, quarrying and agriculture grew in the third quarter. Brazil’s economic contraction deepened in 2016’s fourth quarter as household consumption and exports declined. South Africa’s economy grew in 2016, despite a contraction in the fourth quarter, compared to the third quarter, as mining, quarrying and manufacturing declines offset services and household consumption growth. Among other emerging markets, Mexico’s, South Korea’s and Taiwan’s economies continued to grow.

Several central banks, including those of Mexico and Turkey, raised their benchmark interest rates to control inflation and


support their currencies, while some, including those of Indonesia and Chile, lowered their benchmark interest rates to promote economic growth. The Reserve Bank of India cut its benchmark interest rate to a six-year low and increased monetary liquidity. The Bank of Russia reduced its key interest rate in September, citing lower inflation expectations amid an economic recession. Brazil’s central bank cut its benchmark interest rate several times during the period to spur economic growth. In January, the People’s Bank of China temporarily reduced the reserve requirement ratio for some banks, but kept its benchmark interest rate unchanged during the period.

Emerging market stocks rose for the six-month period, despite a decline in 2016’s fourth quarter caused largely by investor concerns about a strengthening U.S. dollar and the possibility of protectionist policies from the incoming U.S. presidential administration. However, emerging market stocks advanced in the first two months of 2017, amid strength in many emerging market currencies, investor optimism about President Donald Trump’s pro-growth policies and improving economic data in certain emerging markets. Further supporting stocks were higher oil prices and news that the January production levels by the Organization of the Petroleum Exporting Countries were closer than expected to compliance with targeted reduction levels. Additionally, many investors viewed the U.S. Federal Reserve’s communications regarding interest rate increases as indicative of an improving U.S. economy, which could benefit emerging markets. In this environment, emerging market

The dollar value, number of shares or principal amount, and names of all portfolio holdings are listed in the Fund’s Statement of Investments (SOI).

The SOI begins on page 10.

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stocks, as measured by the MSCI Emerging Markets Index, generated a +5.65% total return for the six months ended February 28, 2017.1

Investment Strategy

Our investment strategy employs a fundamental, value-oriented, long-term approach. We focus on the market price of a company’s securities relative to our evaluation of the company’s long-term earnings, asset value and cash flow potential. As we look for investments, we focus on specific companies and undertake in-depth research to construct an action list from which we make our buy decisions. Before we make a purchase, we look at the company’s potential for earnings and growth over a five-year horizon. During our analysis, we also consider the company’s position in its sector, the economic framework and political environment.

Manager’s Discussion

During the six months under review, key contributors to the Fund’s absolute performance included Brilliance China Automotive Holdings, Samsung Electronics and Itau Unibanco Holding.

Brilliance China Automotive Holdings is a major Chinese automobile manufacturer that has a joint venture with German luxury car manufacturer BMW to produce and sell BMW vehicles in China. Brilliance’s share price rallied during the reporting period, as sales volumes exceeded expectations and quarterly earnings improved. China’s resilient luxury automobile segment and the company’s solid new product lineup and cost savings from a new engine factory provided investors with additional reasons to remain positive on the stock.

Samsung Electronics is a major South Korea-based manufacturer of consumer electronics. It is one of the world’s largest manufacturers of mobile phones, smartphones, tablets and televisions. Early in the reporting period, the company implemented a global recall of its Galaxy Note 7 smartphones and discontinued production. Despite the anticipated costs associated with the incident, its shares recovered in the latter part of the period due to its strong fourth-quarter 2016 net profit growth, share buybacks, higher dividends and efforts to improve its governance structure.

TEMPLETON EMERGING MARKETS FUND

Top 10 Countries    
2/28/17    
  % of Total  
  Net Assets  
China 19.4 %
South Korea 14.1 %
Taiwan 10.0 %
Russia 9.0 %
Brazil 7.4 %
India 6.3 %
South Africa 5.9 %
Indonesia 5.3 %
Thailand 4.9 %
U.K. 4.1 %

 

Itau Unibanco Holding is one of Brazil’s largest financial conglomerates. It operates across a wide range of segments, including asset management, insurance, wholesale banking, full retail operations, credit card, and general corporate and personal lending. Itau Unibanco’s solid fourth-quarter 2016 results, reflecting improved asset quality, lower loan-loss provisions and higher payout ratio, boosted its stock price in the latter part of the reporting period. Above-consensus 2017 income guidance and expectations of continued improvement in credit quality also supported investor sentiment.

In contrast, key detractors from the Fund’s absolute performance included Siam Commercial Bank, Hyundai Development Co.–Engineering & Construction (Hyundai Development) and Fila Korea.

Siam Commercial Bank is one of Thailand’s largest banks. It has a strong retail banking franchise and leading market positions in various industry segments, including automobile hire-purchase lending, wholesale lending, SME (small and medium-sized enterprises) lending, deposits, credit cards, mutual funds and mortgage lending. Although the company reported an increase in fourth-quarter 2016 net profits, investors were disappointed by higher-than-expected non-performing loans. Expectations of a gain from the divestment of the bank’s life insurance business and a gradual recovery in Thailand’s economy provided investors with reasons to remain positive, leading the bank’s share price to partially rebound in the latter part of the reporting period.

Hyundai Development is one of South Korea’s leading residential property developers. With its strong IPARK brand

1. Source: Morningstar.

The index is unmanaged and includes reinvestment of any income or distributions. It does not reflect any fees, expenses or sales charges. One cannot invest directly in an index, and an index is not representative of the Fund’s portfolio.

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Semiannual Report 3


 

TEMPLETON EMERGING MARKETS FUND

name, the company is one of the largest participants in the country’s residential construction business. The company reported below-consensus fourth-quarter 2016 operating profits mainly due to higher expenses. Earnings from the housing division, however, remained strong. New housing-market regulations and measures to curtail household-loan growth also affected investor sentiment.

Top 10 Holdings    
2/28/17    
Company % of Total  
Sector/Industry, Country Net Assets  
Brilliance China Automotive Holdings Ltd. 7.0 %
Automobiles, China    
Samsung Electronics Co. Ltd. 6.4 %
Technology Hardware, Storage & Peripherals,    
South Korea    
Taiwan Semiconductor Manufacturing Co. Ltd. 5.5 %
Semiconductors & Semiconductor Equipment, Taiwan    
Naspers Ltd. 4.9 %
Media, South Africa    
Unilever PLC 4.1 %
Personal Products, U.K.    
LUKOIL PJSC 3.8 %
Oil, Gas & Consumable Fuels, Russia    
Compania de Minas Buenaventura SA 3.1 %
Metals & Mining, Peru    
Astra International Tbk PT 2.8 %
Automobiles, Indonesia    
Alibaba Group Holding Ltd. 2.5 %
Internet Software & Services, China    
Itau Unibanco Holding SA 2.3 %
Banks, Brazil    

 

Fila Korea is a South Korean sporting goods manufacturer that produces a wide variety of products, including footwear, clothing and accessories. The company reported disappointing third-quarter 2016 results, driven by losses in its South Korean operations. A major driver of Fila’s share price was its stake in Acushnet, which makes golf equipment and accessories under the Titleist and FootJoy brands. In late 2016, Acushnet listed its shares in the U.S., but the lower-than-expected initial public offering price had a negative impact on Fila’s shares. During this process, Fila added to its existing holding in Acushnet.

During the period, our continued search for investments with fundamentals we considered attractive led us to increase the Fund’s investments in China, Mexico, South Africa, Taiwan and Indonesia. In sector terms, we significantly increased holdings in information technology (IT), made some additions in health care and financials, and initiated exposure to utilities.2 Key purchases included increasing the Fund’s investments in Naspers, a South Africa-listed media conglomerate with a portfolio of emerging market assets that include Internet services and online advertising companies; and Alibaba Group Holding, China’s biggest e-commerce company. Additionally, we initiated investment in Grupo Financiero Santander Mexico, one of Mexico’s largest financial services companies.

Conversely, we conducted some sales to raise funds for income and capital gain distributions, as well as to take advantage of opportunities we considered more attractively priced within our investment universe. We eliminated the Fund’s exposure to Turkey and reduced holdings in Brazil, Hong Kong, Thailand and India. In sector terms, we reduced holdings in energy, consumer staples, consumer discretionary and materials.3 Key sales included the aforementioned Itau Unibanco Holding; Oil & Natural Gas, an Indian oil and gas company; and Dairy Farm International Holdings, a Hong Kong-based regional supermarket, drug store and convenience store operator.

Thank you for your continued participation in Templeton Emerging Markets Fund. We look forward to serving your future investment needs.

Sincerely,


2. The IT sector comprises communications equipment; electronic equipment, instruments and components; Internet software and services; IT services; semiconductors and semiconductor equipment; software; and technology hardware, storage and peripherals in the SOI. The health care sector comprises pharmaceuticals in the SOI. The financials sector comprises banks, capital markets, insurance and diversified financial services in the SOI. The utilities sector comprises gas utilities in the SOI.

3. The energy sector comprises energy equipment and services and oil, gas and consumable fuels in the SOI. The consumer staples sector comprises beverages, food and staples retailing, food products and personal products in the SOI. The consumer discretionary sector comprises auto components; automobiles; hotels, restaurants and leisure; Internet and direct marketing retail; media; multiline retail; specialty retail; and textiles, apparel and luxury goods in the SOI. The materials sector comprises chemicals and metals and mining in the SOI.

See www.franklintempletondatasources.com for additional data provider information.

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TEMPLETON EMERGING MARKETS FUND

The foregoing information reflects our analysis, opinions and portfolio
holdings as of February 28, 2017, the end of the reporting period. The
way we implement our main investment strategies and the resulting
portfolio holdings may change depending on factors such as market
and economic conditions. These opinions may not be relied upon as
investment advice or an offer for a particular security. The information
is not a complete analysis of every aspect of any market, country,
industry, security or the Fund. Statements of fact are from sources
considered reliable, but the investment manager makes no
representation or warranty as to their completeness or accuracy.
Although historical performance is no guarantee of future results,
these insights may help you understand our investment management
philosophy.

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Semiannual Report 5


 

TEMPLETON EMERGING MARKETS FUND

Performance Summary as of February 28, 2017

Total return reflects reinvestment of the Fund’s dividends and capital gain distributions, if any, and any unrealized gains or losses. Total returns do not reflect any sales charges paid at inception or brokerage commissions paid on secondary market purchases. The performance table does not reflect any taxes that a shareholder would pay on Fund dividends, capital gains distributions, if any, or any realized gains on the sale of Fund shares. Your dividend income will vary depending on dividends or interest paid by securities in the Fund’s portfolio, adjusted for operating expenses. Capital gain distributions are net profits realized from the sale of portfolio securities.

Performance as of 2/28/171              
  Cumulative Total Return2   Average Annual Total Return2      
  Based on   Based on   Based on   Based on  
  NAV3   market price4   NAV3   market price4  
6-Month +10.60 % +8.66 % +10.60 % +8.66 %
1-Year +42.94 % +42.76 % +42.94 % +42.76 %
5-Year -7.70 % -10.98 % -1.59 % -2.30 %
10-Year +48.69 % +47.27 % +4.05 % +3.95 %

 

Performance data represent past performance, which does not guarantee future results. Investment return and principal value will fluctuate, and you may have a gain or loss when you sell your shares. Current performance may differ from figures shown.

Distributions (9/1/16–2/28/17)

Net Investment
Income

$0.1961

See page 7 for Performance Summary footnotes.

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TEMPLETON EMERGING MARKETS FUND
PERFORMANCE SUMMARY

All investments involve risks, including possible loss of principal. Special risks are associated with foreign investing, including currency volatility, economic instability, and social and political developments of countries where the Fund invests. Emerging markets are subject to all of the risks of foreign investing generally and involve heightened risks due to these markets’ smaller size and lesser liquidity, and lack of established legal, political, business and social frameworks to support securities markets. Some of these heightened risks may include political and social uncertainty (for example, regional conflicts and risk of war); pervasiveness of corruption and crime in these countries’ economic systems; delays in settling portfolio securities transactions; risk of loss arising out of the system of share registration and custody used in these countries; greater sensitivity to interest rate changes; currency and capital controls; currency exchange rate volatility; and inflation, deflation or currency devaluation. The Fund is actively managed but there is no guarantee that the manager’s investment decisions will produce the desired results.

The Fund may invest in eligible China A shares (“Stock Connect Securities”) listed and traded on the Shanghai Stock Exchange through the Shanghai-Hong Kong Stock Connect program, as well as eligible China A shares listed and traded on the Shenzhen Stock Exchange through the Shenzhen-Hong Kong Stock Connect program (collectively, “Stock Connect”). However, trading through Stock Connect is subject to a number of restrictions that may affect the Fund’s investments and returns. For example, investors in Stock Connect Securities are generally subject to Chinese securities regulations and the listing rules of the respective Exchange, among other restrictions. In addition, Stock Connect Securities generally may not be sold, purchased or otherwise transferred other than through Stock Connect in accordance with applicable rules. While Stock Connect is not subject to individual investment quotas, daily and aggregate investment quotas apply to all Stock Connect participants, which may restrict or preclude the Fund’s ability to invest in Stock Connect Securities. Trading in the Stock Connect program is subject to trading, clearance and settlement procedures that are untested in China, which could pose risks to the Fund. Finally, the withholding tax treatment of dividends and capital gains payable to overseas investors currently is unsettled. The application and interpretation of the laws and regulations of Hong Kong and China, and the rules, policies or guidelines published or applied by relevant regulators and exchanges in respect of the Stock Connect program, are uncertain, and they may have a detrimental effect on the Fund’s investments and returns.

The Fund may also invest a portion of its assets in Russian securities. The U.S. and other nations have imposed and could impose additional sanctions on certain issuers in Russia due to regional conflicts. These sanctions could result in the devaluation of Russia’s currency, a downgrade in Russian issuers’ credit ratings, or a decline in the value and liquidity of Russian stocks or other securities. The Fund may be prohibited from investing in securities issued by companies subject to such sanctions. In addition, if the Fund holds the securities of an issuer that is subject to such sanctions, an immediate freeze of that issuer’s securities could result, impairing the ability of the Fund to buy, sell, receive or deliver those securities. There is also the risk that countermeasures could be taken by Russia’s government, which could involve the seizure of the Fund’s assets. Such sanctions could adversely affect Russia’s economy, possibly forcing the economy into a recession. These risks could affect the value of the Fund’s portfolio.

1. The Fund has a fee waiver associated with any investment it makes in a Franklin Templeton money fund and/or other Franklin Templeton fund, contractually guaranteed through its current fiscal year-end. Fund investment results reflect the fee waiver; without this waiver, the results would have been lower.

2. Total return calculations represent the cumulative and average annual changes in value of an investment over the periods indicated. Return for less than one year, if any, has not been annualized.

3. Assumes reinvestment of distributions based on net asset value.

4. Assumes reinvestment of distributions based on the dividend reinvestment and cash purchase plan.

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TEMPLETON EMERGING MARKETS FUND

Important Notice to Shareholders

Share Repurchase Program

The Fund’s Board previously authorized the Fund to repurchase up to 10% of the Fund’s outstanding shares in open-market transactions, at the discretion of management. This authorization remains in effect.

In exercising its discretion consistent with its portfolio management responsibilities, the investment manager will take into account various other factors, including, but not limited to, the level of the discount, the Fund’s performance, portfolio holdings, dividend history, market conditions, cash on hand, the availability of other attractive investments and whether the sale of certain portfolio securities would be undesirable because of liquidity concerns or because the sale might subject the Fund to adverse tax consequences. Any repurchases would be made on a national securities exchange at the prevailing market price, subject to exchange requirements, Federal securities laws and rules that restrict repurchases, and the terms of any outstanding leverage or borrowing of the Fund. If and when the Fund’s 10% threshold is reached, no further repurchases could be completed until authorized by the Board. Until the 10% threshold is reached, Fund management will have the flexibility to commence share repurchases if and when it is determined to be appropriate in light of prevailing circumstances.

In the Notes to Financial Statements section, please see note 2 (Shares of Beneficial Interest) for additional information regarding shares repurchased.

Changes to Portfolio Management Team

The Fund has announced that effective April 3, 2017, Chetan Sehgal, CFA, director of Global Emerging Markets/Small Cap Strategies for Templeton Emerging Markets Group (TEMG), assumed the role of lead portfolio manager for Templeton Emerging Markets Fund, replacing its four co-lead portfolio managers, Dr. Mobius, Allan Lam, director of Asia Strategy, Dennis Lim, emerging markets strategist, and Tom Wu, deputy director of research. While they have relinquished their portfolio management roles on the Fund, Mr. Lam and Mr. Wu will continue in their current roles with TEMG, and Dr. Mobius will remain as executive chairman for TEMG, contributing investment ideas and research for the group. Mr. Lim will retire from the firm.

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TEMPLETON EMERGING MARKETS FUND

Financial Highlights                                    
    Six Months Ended                                
    February 28, 2017           Year Ended August 31,        
    (unaudited)     2016     2015     2014     2013     2012  
Per share operating performance                                    
(for a share outstanding throughout the period)                                    
Net asset value, beginning of period $ 13.92   $ 13.34   $ 20.91   $ 18.98   $ 19.24   $ 21.97  
Income from investment operations:                                    
Net investment incomea   0.04     0.19     0.21     0.29 b   0.26     0.28  
Net realized and unrealized gains (losses)   1.39     1.67     (6.60 )   3.33     (0.06 )   (2.67 )
Total from investment operations   1.43     1.86     (6.39 )   3.62     0.20     (2.39 )
Less distributions from:                                    
Net investment income.   (0.20 )   (0.31 )   (0.31 )   (0.44 )   (0.29 )   (0.28 )
Net realized gains       (0.97 )   (0.87 )   (1.25 )   (0.17 )   (0.06 )
Total distributions   (0.20 )   (1.28 )   (1.18 )   (1.69 )   (0.46 )   (0.34 )
Repurchase of shares   0.03             c     c      
Net asset value, end of period $ 15.18   $ 13.92   $ 13.34   $ 20.91   $ 18.98   $ 19.24  
Market value, end of periodd $ 13.43   $ 12.56   $ 11.56   $ 19.13   $ 17.27   $ 17.50  
 
Total return (based on market value per                                    
share)e   8.66 %   22.57 %   (34.94 )%   21.47 %   0.96 %   (13.34 )%
 
Ratios to average net assetsf                                    
Expenses before waiver and payments by                                    
affiliates   1.37 %   1.39 %   1.37 %   1.36 %   1.37 %   1.37 %
Expenses net of waiver and payments by                                    
affiliates   1.36 %   1.38 %   1.37 %g   1.36 %g   1.37 %   1.37 %
Net investment income   0.59 %   1.49 %   1.19 %   1.49 %b   1.25 %   1.42 %
 
Supplemental data                                    
Net assets, end of period (000’s) $ 268,041   $ 250,642   $ 240,289   $ 376,574   $ 342,418   $ 347,999  
Portfolio turnover rate   13.72 %   42.16 %   18.92 %   12.42 %   6.21 %   2.10 %

 

aBased on average daily shares outstanding.
bNet investment income per share includes approximately $0.04 per share related to income received in the form of special dividends in connection with certain Fund
holdings. Excluding this amount, the ratio of net investment income to average net assets would have been 1.27%.
cAmount rounds to less than $0.01 per share.
dBased on the last sale on the New York Stock Exchange.
eTotal return is not annualized for periods less than one year.
fRatios are annualized for periods less than one year.
gBenefit of waiver and payments by affiliates rounds to less than 0.01%.

franklintempleton.com The accompanying notes are an integral part of these financial statements. | Semiannual Report 9


 

TEMPLETON EMERGING MARKETS FUND        
 
 
 
 
Statement of Investments, February 28, 2017 (unaudited)      
  Industry Shares   Value
 
Common Stocks 93.1%        
Argentina 0.2%        
MercadoLibre Inc Internet Software & Services 2,800 $ 590,436
Brazil 3.3%        
Cia Hering Specialty Retail 719,900   4,031,218
Lojas Americanas SA Multiline Retail 395,760   1,705,697
M Dias Branco SA Food Products 36,400   1,617,986
Mahle-Metal Leve SA Auto Components 104,000   732,225
Totvs SA Software 94,300   768,570
        8,855,696
Cambodia 0.1%        
NagaCorp Ltd Hotels, Restaurants & Leisure 730,000   398,714
China 19.4%        
a Alibaba Group Holding Ltd., ADR Internet Software & Services 63,820   6,567,078
a Baidu Inc., ADR. Internet Software & Services 16,172   2,816,030
Bloomage Biotechnology Corp. Ltd Chemicals 612,100   890,993
Brilliance China Automotive Holdings Ltd Automobiles 11,892,900   18,690,495
China Petroleum and Chemical Corp., H. Oil, Gas & Consumable Fuels 6,575,000   5,098,770
COSCO Shipping Ports Ltd Transportation Infrastructure 432,762   482,212
Guangzhou Automobile Group Co. Ltd., H Automobiles 378,034   634,038
Inner Mongolia Yitai Coal Co. Ltd., B Oil, Gas & Consumable Fuels 1,047,400   1,236,979
NetEase Inc., ADR. Internet Software & Services 10,989   3,352,304
Ping An Insurance (Group) Co. of China Ltd., A Insurance 506,690   2,674,459
Tencent Holdings Ltd Internet Software & Services 209,300   5,581,010
Uni-President China Holdings Ltd Food Products 2,788,000   1,903,452
Weifu High-Technology Co. Ltd., B Auto Components 173,449   413,349
Win Hanverky Holdings Ltd Textiles, Apparel & Luxury Goods 11,592,800   1,672,552
        52,013,721
Czech Republic 0.3%        
a Moneta Money Bank AS Banks 243,000   811,649
Hong Kong 1.3%        
Dairy Farm International Holdings Ltd Food & Staples Retailing 170,900   1,457,777
MGM China Holdings Ltd Hotels, Restaurants & Leisure 782,800   1,425,849
Victory City International Holdings Ltd Textiles, Apparel & Luxury Goods 17,772,160   595,232
        3,478,858
Hungary 1.2%        
Richter Gedeon Nyrt Pharmaceuticals 141,930   3,144,685
India 6.3%        
Bajaj Holdings & Investment Ltd Diversified Financial Services 27,329   845,653
Coal India Ltd Oil, Gas & Consumable Fuels 331,575   1,599,610
Glenmark Pharmaceuticals Ltd Pharmaceuticals 66,842   927,123
ICICI Bank Ltd Banks 1,377,750   5,706,125
Infosys Ltd IT Services 150,969   2,290,611
Oil & Natural Gas Corp. Ltd Oil, Gas & Consumable Fuels 290,370   842,280
Reliance Industries Ltd Oil, Gas & Consumable Fuels 101,200   1,877,717
Tata Chemicals Ltd Chemicals 171,500   1,440,497
Tata Motors Ltd., A Automobiles 333,003   1,377,427
        16,907,043
Indonesia 5.3%        
Astra International Tbk PT Automobiles 12,241,000   7,526,710
Bank Danamon Indonesia Tbk PT Banks 14,835,785   5,506,684
Perusahaan Gas Negara (Persero) Tbk PT Gas Utilities 5,316,500   1,128,201
        14,161,595

 

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TEMPLETON EMERGING MARKETS FUND
STATEMENT OF INVESTMENTS (UNAUDITED)

  Industry Shares   Value
 
Common Stocks (continued)        
Jordan 0.1%        
Arab Potash Co. PLC Chemicals 6,919 $ 168,566
Kenya 0.3%        
Equity Group Holdings Ltd Banks 2,939,100   721,208
Mexico 1.7%        
America Movil SAB de CV, L, ADR Wireless Telecommunication Services 101   1,284
Grupo Financiero Santander Mexico SAB de CV, B, ADR Banks 454,987   3,421,502
Nemak SAB de CV Auto Components 1,131,700   1,115,289
a Telesites SAB de CV Diversified Telecommunication Services 100   57
        4,538,132
Nigeria 0.0%        
Nigerian Breweries PLC Beverages 129,725   53,902
Pakistan 1.5%        
MCB Bank Ltd Banks 1,924,810   4,173,054
Peru 3.1%        
Compania de Minas Buenaventura SA, ADR. Metals & Mining 681,965   8,388,170
Philippines 0.2%        
BDO Unibank Inc Banks 260,750   599,282
Russia 9.0%        
Gazprom PAO, ADR Oil, Gas & Consumable Fuels 928,744   4,142,663
LUKOIL PJSC, ADR Oil, Gas & Consumable Fuels 101,006   5,353,318
LUKOIL PJSC, ADR (London Stock Exchange) Oil, Gas & Consumable Fuels 89,660   4,751,980
a,b Mail.ru Group Ltd., GDR, Reg S Internet Software & Services 140,028   3,080,616
MMC Norilsk Nickel PJSC, ADR Metals & Mining 116,200   1,853,971
Sberbank of Russia PJSC, ADR Banks 140,200   1,529,582
  b TMK PAO, GDR, Reg S Energy Equipment & Services 165,233   859,212
  a Yandex NV, A Internet Software & Services 109,621   2,466,472
        24,037,814
South Africa 5.9%        
Massmart Holdings Ltd Food & Staples Retailing 137,533   1,569,271
MTN Group Ltd Wireless Telecommunication Services 110,372   1,006,866
Naspers Ltd., N Media 82,414   13,165,291
        15,741,428
South Korea 14.1%        
Daelim Industrial Co. Ltd Construction & Engineering 46,770   3,448,266
Fila Korea Ltd Textiles, Apparel & Luxury Goods 8,190   540,995
Hankook Tire Co. Ltd Auto Components 17,600   928,199
Hanon Systems Auto Components 202,962   1,639,598
Hite Jinro Co. Ltd Beverages 51,520   958,706
Hyundai Development Co-Engineering & Construction Construction & Engineering 106,250   4,104,216
Hyundai Wia Corp Auto Components 13,400   790,602
iMarketkorea Inc Trading Companies & Distributors 51,372   536,874
Interpark Holdings Corp Internet & Direct Marketing Retail 110,746   466,856
KT Skylife Co. Ltd Media 59,360   876,871
POSCO Metals & Mining 2,700   675,061
Samsung Electronics Co. Ltd Technology Hardware, Storage & Peripherals 10,120   17,153,828
SK Hynix Inc Semiconductors & Semiconductor Equipment 91,400   3,764,352
SK Innovation Co. Ltd Oil, Gas & Consumable Fuels 9,597   1,307,649
Youngone Corp Textiles, Apparel & Luxury Goods 17,230   487,773
        37,679,846

 

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Semiannual Report 11


 

TEMPLETON EMERGING MARKETS FUND
STATEMENT OF INVESTMENTS (UNAUDITED)

  Industry Shares   Value
 
Common Stocks (continued)        
Taiwan 10.0%        
Catcher Technology Co. Ltd Technology Hardware, Storage & Peripherals 265,000 $ 2,218,801
Hon Hai Precision Industry Co. Ltd Electronic Equipment, Instruments      
  & Components 1,948,140   5,680,449
Largan Precision Co. Ltd Electronic Equipment, Instruments      
  & Components 16,000   2,376,973
Pegatron Corp Technology Hardware, Storage & Peripherals 707,000   1,858,799
Taiwan Semiconductor Manufacturing Co. Ltd Semiconductors & Semiconductor Equipment 2,376,000   14,630,113
        26,765,135
Thailand 4.9%        
Kasikornbank PCL, fgn Banks 583,800   3,185,732
Kiatnakin Bank PCL, fgn Banks 1,777,500   3,347,769
Land and Houses PCL, fgn Real Estate Management & Development 3,829,058   1,074,900
PTT Exploration and Production PCL, fgn Oil, Gas & Consumable Fuels 454,047   1,209,578
Siam Commercial Bank PCL, fgn Banks 493,200   2,175,675
Thai Beverage PCL, fgn Beverages 2,347,000   1,589,202
Univanich Palm Oil PCL, fgn Food Products 2,290,900   462,642
        13,045,498
United Kingdom 4.1%        
Unilever PLC Personal Products 234,416   11,097,777
United States 0.8%        
a IMAX Corp Media 66,782   2,160,398
Total Common Stocks (Cost $195,445,096)       249,532,607
 
c Participatory Notes (Cost $2,897,472) 1.2%        
Saudi Arabia 1.2%        
HSBC Bank PLC, Saudi Basic Industries Corp., 1/22/18 Chemicals 130,945   3,387,066
 
Preferred Stocks 4.1%        
Brazil 4.1%        
d Banco Bradesco SA, 3.744%, ADR, pfd Banks 447,651   4,731,671
d Itau Unibanco Holding SA, 4.386%, ADR, pfd Banks 487,598   6,236,378
Total Preferred Stocks (Cost $4,146,039)       10,968,049
Total Investments before Short Term        
Investments (Cost $202,488,607)       263,887,722
 
Short Term Investments (Cost $3,637,953) 1.4%      
Money Market Funds 1.4%        
United States 1.4%        
e,f Institutional Fiduciary Trust Money Market Portfolio, 0.17%   3,637,953   3,637,953
Total Investments (Cost $206,126,560) 99.8%.       267,525,675
Other Assets, less Liabilities 0.2%       515,353
Net Assets 100.0%     $ 268,041,028

 

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TEMPLETON EMERGING MARKETS FUND
STATEMENT OF INVESTMENTS (UNAUDITED)

See Abbreviations on page 22.

Rounds to less than 0.1% of net assets.
aNon-income producing.
bSecurity was purchased pursuant to Regulation S under the Securities Act of 1933, which exempts from registration securities offered and sold outside of the United States.
Such a security cannot be sold in the United States without either an effective registration statement filed pursuant to the Securities Act of 1933, or pursuant to an exemption
from registration. These securities have been deemed liquid under guidelines approved by the Fund’s Board of Trustees. At February 28, 2017, the aggregate value of these
securities was $3,939,828, representing 1.5% of net assets.
cSee Note 1(c) regarding Participatory Notes.
dVariable rate security. The rate shown represents the yield at period end.
eSee Note 3(c) regarding investments in affiliated management investment companies.
fThe rate shown is the annualized seven-day yield at period end.

franklintempleton.com The accompanying notes are an integral part of these financial statements. | Semiannual Report 13


 

TEMPLETON EMERGING MARKETS FUND

Financial Statements

Statement of Assets and Liabilities
February 28, 2017 (unaudited)

Assets:      
Investments in securities:      
Cost - Unaffiliated issuers $ 202,488,607  
Cost - Non-controlled affiliates (Note 3c)   3,637,953  
Total cost of investments $ 206,126,560  
Value - Unaffiliated issuers $ 263,887,722  
Value - Non-controlled affiliates (Note 3c)   3,637,953  
Total value of investments   267,525,675  
Foreign currency, at value (cost $9,326)   9,345  
Receivables:      
Investment securities sold   128,745  
Dividends   972,721  
Foreign tax   8,654  
Total assets   268,645,140  
Liabilities:      
Payables:      
Investment securities purchased   117,804  
Capital shares redeemed   48,475  
Management fees   254,525  
Professional fees   36,012  
Deferred tax   123,259  
Accrued expenses and other liabilities   24,037  
Total liabilities   604,112  
Net assets, at value $ 268,041,028  
Net assets consist of:      
Paid-in capital $ 206,679,830  
Distributions in excess of net investment income   (2,198,899 )
Net unrealized appreciation (depreciation)   61,271,891  
Accumulated net realized gain (loss)   2,288,206  
Net assets, at value $ 268,041,028  
Shares outstanding   17,660,916  
Net asset value per share. $ 15.18  

 

14 Semiannual Report | The accompanying notes are an integral part of these financial statements. franklintempleton.com


 

    TEMPLETON EMERGING MARKETS FUND  
    FINANCIAL STATEMENTS  
 
 
Statement of Operations      
for the six months ended February 28, 2017 (unaudited)      
 
Investment income:      
Dividends: (net of foreign taxes of $281,739)      
Unaffiliated issuers $ 2,459,932  
Non-controlled affiliates (Note 3c)   1,679  
Total investment income   2,461,611  
Expenses:      
Management fees (Note 3a)   1,579,803  
Transfer agent fees   25,282  
Custodian fees (Note 4)   39,260  
Reports to shareholders   18,926  
Registration and filing fees   12,595  
Professional fees.   36,364  
Trustees’ fees and expenses.   8,424  
Other   11,107  
Total expenses   1,731,761  
Expenses waived/paid by affiliates (Note 3c)   (14,048 )
Net expenses   1,717,713  
Net investment income   743,898  
Realized and unrealized gains (losses):      
Net realized gain (loss) from:      
Investments   8,888,750  
Foreign currency transactions   144,787  
Net realized gain (loss)   9,033,537  
Net change in unrealized appreciation (depreciation) on:      
Investments   15,380,776  
Translation of other assets and liabilities      
denominated in foreign currencies   8,066  
Change in deferred taxes on unrealized appreciation   119,879  
Net change in unrealized appreciation (depreciation)   15,508,721  
Net realized and unrealized gain (loss)   24,542,258  
Net increase (decrease) in net assets resulting from operations $ 25,286,156  

 

franklintempleton.com The accompanying notes are an integral part of these financial statements. | Semiannual Report 15


 

TEMPLETON EMERGING MARKETS FUND            
FINANCIAL STATEMENTS            
 
 
Statements of Changes in Net Assets            
 
    Six Months Ended        
    February 28, 2017     Year Ended  
    (unaudited)     August 31, 2016  
Increase (decrease) in net assets:            
Operations:            
Net investment income $ 743,898   $ 3,339,598  
Net realized gain (loss)   9,033,537     (3,190,442 )
Net change in unrealized appreciation (depreciation)   15,508,721     33,212,048  
Net increase (decrease) in net assets resulting from operations   25,286,156     33,361,204  
Distributions to shareholders from:            
Net investment income   (3,501,659 )   (5,627,956 )
Net realized gains       (17,380,930 )
Total distributions to shareholders   (3,501,659 )   (23,008,886 )
Capital share transactions from - repurchase of shares (Note 2)   (4,385,151 )    
Net increase (decrease) in net assets   17,399,346     10,352,318  
Net assets:            
Beginning of period   250,641,682     240,289,364  
End of period $ 268,041,028   $ 250,641,682  
Undistributed net investment income included in net assets:            
End of period $   $ 558,862  
Distributions in excess of net investment income included in net assets:            
End of period $ (2,198,899 ) $  

 

16 Semiannual Report | The accompanying notes are an integral part of these financial statements. franklintempleton.com


 

TEMPLETON EMERGING MARKETS FUND

Notes to Financial Statements (unaudited)

1. Organization and Significant Accounting Policies

Templeton Emerging Markets Fund (Fund) is registered under the Investment Company Act of 1940 (1940 Act) as a closed-end management investment company and applies the specialized accounting and reporting guidance in U.S. Generally Accepted Accounting Principles (U.S. GAAP).

The following summarizes the Fund’s significant accounting policies.

a. Financial Instrument Valuation

The Fund’s investments in financial instruments are carried at fair value daily. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. The Fund calculates the net asset value (NAV) per share as of 4 p.m. Eastern time each day the New York Stock Exchange (NYSE) is open for trading. Under compliance policies and procedures approved by the Fund’s Board of Trustees (the Board), the Fund’s administrator has responsibility for oversight of valuation, including leading the cross-functional Valuation Committee (VC). The VC provides administration and oversight of the Fund’s valuation policies and procedures, which are approved annually by the Board. 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.

Equity securities listed on an exchange or on the NASDAQ National Market System are valued at the last quoted sale price or the official closing price of the day, respectively. Foreign equity securities are valued as of the close of trading on the foreign stock exchange on which the security is primarily traded or as of 4 p.m. Eastern time. The value is then converted into its U.S. dollare equivalent at the foreign exchange rate in effect at 4 p.m. Eastern time on the day that the value of the security is determined. Over-the-counter (OTC) securities are valued within the range of the most recent quoted bid and ask prices. Securities that trade in multiple markets or on multiple exchanges are valued according to the broadest and most representative market. Certain equity securities are valued based upon fundamental characteristics or relationships to similar securities.

Investments in open-end mutual funds are valued at the closing NAV.

The Fund has procedures to determine the fair value of financial instruments for which market prices are not reliable or readily available. Under these procedures, the VC convenes on a regular basis to review such financial instruments and considers a number of factors, including significant unobservable valuation inputs, when arriving at fair value. The VC primarily employs a market-based approach which may use related or comparable assets or liabilities, recent transactions, market multiples, book values, and other relevant information for the investment to determine the fair value of the investment. An income-based valuation approach may also be used in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Due to the inherent uncertainty of valuations of such investments, the fair values may differ significantly from the values that would have been used had an active market existed. The VC employs various methods for calibrating these valuation approaches including a regular review of key inputs and assumptions, transactional back-testing or disposition analysis, and reviews of any related market activity.

Trading in securities on foreign securities stock exchanges and OTC markets may be completed before 4 p.m. Eastern time. In addition, trading in certain foreign markets may not take place on every Fund’s business day. Occasionally, events occur between the time at which trading in a foreign security is completed and 4 p.m. Eastern time that might call into question the reliability of the value of a portfolio security held by the Fund. As a result, differences may arise between the value of the Fund’s portfolio securities as determined at the foreign market close and the latest indications of value at 4 p.m. Eastern time. In order to minimize the potential for these differences, the VC monitors price movements following the close of trading in foreign stock markets through a series of country specific market proxies (such as baskets of American Depositary Receipts, futures contracts and exchange traded funds). These price movements are measured against established trigger thresholds for each specific market proxy to assist in determining if an event has occurred that may call into question the reliability of the values of the foreign securities held by the Fund. If such an event occurs, the securities may be valued using fair value procedures, which may include the use of independent pricing services.

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Semiannual Report 17


 

TEMPLETON EMERGING MARKETS FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

1. Organization and Significant Accounting

Policies (continued)

a. Financial Instrument Valuation (continued)

When the last day of the reporting period is a non-business day, certain foreign markets may be open on those days that the Fund’s NAV is not calculated, which could result in differences between the value of the Fund’s portfolio securities on the last business day and the last calendar day of the reporting period. Any significant security valuation changes due to an open foreign market are adjusted and reflected by the Fund for financial reporting purposes.

b. Foreign Currency Translation

Portfolio securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollars based on the exchange rate of such currencies against U.S. dollars on the date of valuation. The Fund may enter into foreign currency exchange contracts to facilitate transactions denominated in a foreign currency. Purchases and sales of securities, income and expense items denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date. Portfolio securities and assets and liabilities denominated in foreign currencies contain risks that those currencies will decline in value relative to the U.S. dollar. Occasionally, events may impact the availability or reliability of foreign exchange rates used to convert the U.S. dollar equivalent value. If such an event occurs, the foreign exchange rate will be valued at fair value using procedures established and approved by the Board.

The Fund does not separately report the effect of changes in foreign exchange rates from changes in market prices on securities held. Such changes are included in net realized and unrealized gain or loss from investments in the Statement of Operations.

Realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions and the difference between the recorded amounts of dividends, interest, and foreign withholding taxes and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in foreign exchange rates on foreign denominated assets and liabilities other than investments in securities held at the end of the reporting period.

c. Participatory Notes

The Fund invests in Participatory Notes (P-Notes). P-Notes are promissory notes that are designed to offer a return linked to the performance of a particular underlying equity security or market. P-Notes are issued by banks or broker-dealers and allow the Fund to gain exposure to common stocks in markets where direct investment is not allowed. Income received from P-Notes is recorded as dividend income in the Statement of Operations. P-Notes may contain various risks including the potential inability of the counterparty to fulfill their obligations under the terms of the contract. These securities may be more volatile and less liquid than other investments held by the Fund.

d. Income and Deferred Taxes

It is the Fund’s policy to qualify as a regulated investment company under the Internal Revenue Code. The Fund intends to distribute to shareholders substantially all of its taxable income and net realized gains to relieve it from federal income and excise taxes. As a result, no provision for U.S. federal income taxes is required

The Fund may be subject to foreign taxation related to income received, capital gains on the sale of securities and certain foreign currency transactions in the foreign jurisdictions in which it invests. Foreign taxes, if any, are recorded based on the tax regulations and rates that exist in the foreign markets in which the Fund invests. When a capital gain tax is determined to apply, the Fund records an estimated deferred tax liability in an amount that would be payable if the securities were disposed of on the valuation date.

The Fund may recognize an income tax liability related to its uncertain tax positions under U.S. GAAP when the uncertain tax position has a less than 50% probability that it will be sustained upon examination by the tax authorities based on its technical merits. As of February 28, 2017, the Fund has determined that no tax liability is required in its financial statements related to uncertain tax positions for any open tax years (or expected to be taken in future tax years). Open tax years are those that remain subject to examination and are based on each tax jurisdiction’s statute of limitation.

e. Security Transactions, Investment Income, Expenses and Distributions

Security transactions are accounted for on trade date. Realized gains and losses on security transactions are determined on a specific identification basis. Estimated expenses are accrued

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TEMPLETON EMERGING MARKETS FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

daily. Dividend income is recorded on the ex-dividend date except for certain dividends from securities where the dividend rate is not available. In such cases, the dividend is recorded as soon as the information is received by the Fund. Distributions to shareholders are recorded on the ex-dividend date and are determined according to income tax regulations (tax basis). Distributable earnings determined on a tax basis may differ from earnings recorded in accordance with U.S. GAAP. These differences may be permanent or temporary. Permanent differences are reclassified among capital accounts to reflect their tax character. These reclassifications have no impact on net assets or the results of operations. Temporary differences are not reclassified, as they may reverse in subsequent periods.

f. Accounting Estimates

The preparation of financial statements in accordance with U.S. 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 amounts of income and expenses during the reporting period. Actual results could differ from those estimates.

g. Guarantees and Indemnifications

Under the Fund’s organizational documents, its officers and trustees are indemnified by the Fund against certain liabilities arising out of the performance of their duties to the Fund. Additionally, in the normal course of business, the Fund enters into contracts with service providers that contain general indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. Currently, the Fund expects the risk of loss to be remote.

2. Shares of Beneficial Interest

At February 28, 2017, there were an unlimited number of shares authorized (without par value). During the periods ended February 28, 2017 and August 31, 2016 there were no shares issued; all reinvested distributions were satisfied with previously issued shares purchased in the open market.

Under the Board approved open-market share repurchase program, the Fund may purchase, from time to time, Fund shares in open-market transactions, at the discretion of management. Since the inception of the program, the Fund has repurchased a total of 424,191 shares. Transactions in the Fund’s shares were as follows:

  Six Months Ended   Year Ended
  February 28, 2017   August 31, 2016
  Shares     Amount   Shares Amount
Shares repurchased (348,544 ) $ (4,385,151 ) $—
Weighted average discount of market price to net asset value of shares              
repurchased       12.38 %   —%

 

3. Transactions with Affiliates

Franklin Resources, Inc. is the holding company for various subsidiaries that together are referred to as Franklin Templeton Investments. Certain officers and trustees of the Fund are also officers and/or directors of the following subsidiaries:

Subsidiary Affiliation
Templeton Asset Management Ltd. (TAML) Investment manager
Franklin Templeton Services, LLC (FT Services) Administrative manager

 

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Semiannual Report 19


 

TEMPLETON EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

3.      Transactions with Affiliates (continued)
a.      Management Fees

The Fund pays an investment management fee to TAML based on the average daily net assets of the Fund as follows:

Annualized Fee Rate   Net Assets
1.250 % Up to and including $1 billion
1.200 % Over $1 billion, up to and including $5 billion
1.150 % Over $5 billion, up to and including $10 billion
1.100 % Over $10 billion, up to and including $15 billion
1.050 % Over $15 billion, up to and including $20 billion
1.000 % In excess of $20 billion

 

For the period ended February 28, 2017, the annualized effective investment management fee rate was 1.250% of the Fund’s average daily net assets.

b. Administrative Fees

Under an agreement with TAML, FT Services provides administrative services to the Fund. The fee is paid by TAML based on the Fund’s average daily net assets, and is not an additional expense of the Fund.

c. Investments in Affiliated Management Investment Companies

The Fund invests in one or more affiliated management investment companies for purposes other than exercising a controlling influence over the management or policies. Management fees paid by the Fund are waived on assets invested in the affiliated management investment companies, as noted in the Statement of Operations, in an amount not to exceed the management and administrative fees paid directly or indirectly by each affiliate. Prior to September 1, 2013, the waiver was accounted for as a reduction to management fees. During the period ended February 28, 2017, the Fund held investments in affiliated management investment companies as follows:

                      % of
                      Affiliated
  Number of       Number of           Fund Shares
  Shares Held       Shares   Value       Outstanding
  at Beginning Gross Gross   Held at End   at End   Investment Realized Held at End
  of Period Additions Reductions   of Period   of Period   Income Gain (Loss) of Period
 
Non-Controlled Affiliates                      
Institutional Fiduciary Trust Money Market                      
Portfolio, 0.17% 11,481,700 20,987,197 (28,830,944 ) 3,637,953 $ 3,637,953 $ 1,679 $ – –%a
 
aRounds to less than 0.1%.                      

 

4. Expense Offset Arrangement

The Fund has entered into an arrangement with its custodian whereby credits realized as a result of uninvested cash balances are used to reduce a portion of the Fund’s custodian expenses. During the period ended February 28, 2017, there were no credits earned.

5. Income Taxes

For tax purposes, capital losses may be carried over to offset future capital gains, if any. At August 31, 2016, the Fund had short-term capital loss carryforwards of $5,736,495.

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TEMPLETON EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

At February 28, 2017, the cost of investments and net unrealized appreciation (depreciation) for income tax purposes were as follows:

Cost of investments $ 209,282,839  
 
Unrealized appreciation $ 79,133,330  
Unrealized depreciation   (20,890,494 )
Net unrealized appreciation (depreciation) $ 58,242,836  

 

Differences between income and/or capital gains as determined on a book basis and a tax basis are primarily due to differing treatment of corporate actions.

6. Investment Transactions

Purchases and sales of investments (excluding short term securities) for the period ended February 28, 2017, aggregated $34,387,866 and $33,918,305, respectively.

7. Concentration of Risk

Investing in foreign securities may include certain risks and considerations not typically associated with investing in U.S. securities, such as fluctuating currency values and changing local and regional economic, political and social conditions, which may result in greater market volatility. In addition, certain foreign securities may not be as liquid as U.S. securities.

The United States and other nations have imposed and could impose additional sanctions on certain issuers in Russia due to regional conflicts. These sanctions could result in the devaluation of Russia’s currency, a downgrade in Russian issuers’ credit ratings, or a decline in the value and liquidity of Russian stocks or other securities. Such sanctions could also adversely affect Russia’s economy, possibly forcing the economy into a recession. The Fund may be prohibited from investing in securities issued by companies subject to such sanctions. In addition, if the Fund holds the securities of an issuer that is subject to such sanctions, an immediate freeze of that issuer’s securities could result, impairing the ability of the Fund to buy, sell, receive or deliver those securities. There is also the risk that countermeasures could be taken by Russia’s government, which could involve the seizure of the Fund’s assets. These risks could affect the value of the Fund’s portfolio. While the Fund holds securities of certain companies impacted by the sanctions, the restrictions do not impact the existing investments in those issuers. At February 28, 2017, the Fund had 9% of its net assets invested in Russia.

8. Fair Value Measurements

The Fund follows a fair value hierarchy that distinguishes between market data obtained from independent sources (observable inputs) and the Fund’s own market assumptions (unobservable inputs). These inputs are used in determining the value of the Fund’s financial instruments and are summarized in the following fair value hierarchy:

  • Level 1 – quoted prices in active markets for identical financial instruments
  • Level 2 – other significant observable inputs (including quoted prices for similar financial instruments, interest rates, prepayment speed, credit risk, etc.)
  • Level 3 – significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of financial instruments)

The input levels are not necessarily an indication of the risk or liquidity associated with financial instruments at that level.

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Semiannual Report 21


 

TEMPLETON EMERGING MARKETS FUND
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

8. Fair Value Measurements (continued)

For movements between the levels within the fair value hierarchy, the Fund has adopted a policy of recognizing the transfers as of the date of the underlying event which caused the movement.

A summary of inputs used as of February 28, 2017, in valuing the Fund’s assets carried at fair value, is as follows:

    Level 1   Level 2   Level 3   Total
Assets:                
  Investments in Securities:                
Equity Investmentsa,b $ 260,500,656 $ $ $ 260,500,656
Participatory Notes     3,387,066     3,387,066
Short Term Investments   3,637,953       3,637,953
Total Investments in Securities $ 264,138,609 $ 3,387,066 $ $ 267,525,675

 

aIncludes common and preferred stocks.
bFor detailed categories, see the accompanying Statement of Investments.

A reconciliation of assets in which Level 3 inputs are used in determining fair value is presented when there are significant Level 3 financial instruments at the end of the period.

9. Investment Company Reporting Modernization

In October 2016, the U.S. Securities and Exchange Commission adopted new rules and amended existing rules (together, final rules) intended to modernize the reporting and disclosure of information by registered investment companies. In part, the final rules amend Regulation S-X and require standardized, enhanced disclosures about derivatives in investment company financial statements, as well as other amendments. The compliance date for the amendments to Regulation S-X is August 1, 2017. Management is currently evaluating the impact that the adoption of the amendments to Regulation S-X will have on the Fund’s financial statements and related disclosures.

10. Subsequent Events

The Fund has evaluated subsequent events through the issuance of the financial statements and determined that no events have occurred that require disclosure.

Abbreviations
Selected Portfolio
ADR American Depositary Receipt
GDR Global Depositary Receipt

 

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TEMPLETON EMERGING MARKETS FUND

Annual Meeting of Shareholders, March 1, 2017 (unaudited)

The Annual Meeting of Shareholders of Templeton Emerging Markets Fund (the “Fund”) was held at the Fund’s offices, 300 S.E. 2nd Street, Fort Lauderdale, Florida, on March 1, 2017. The purpose of the meeting was to elect four Trustees of the Fund and to ratify the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Fund for the fiscal year ending August 31, 2017. At the meeting, the following persons were elected by the shareholders to serve as Trustees of the Fund: Harris J. Ashton, Mary C. Choksi, Edith E. Holiday and J. Michael Luttig.* Shareholders also ratified the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Fund for the fiscal year ending August 31, 2017. No other business was transacted at the meeting with respect to the Fund.

The results of the voting at the Annual Meeting are as follows:                
 
1. Election of four Trustees:                    
    % of         % of      
    Outstanding   % of Shares     Outstanding   % of Shares  
Term Expiring 2020 For Shares   Present   Withheld Shares   Present  
Harris J. Ashton 13,104,669 73.39 % 78.58 % 3,572,226 20.01 % 21.42 %
Mary C. Choksi 13,158,079 73.69 % 78.90 % 3,518,815 19.71 % 21.10 %
Edith E. Holiday 13,105,989 73.40 % 78.59 % 3,570,905 20.00 % 21.41 %
J. Michael Luttig 13,242,035 74.16 % 79.40 % 3,434,859 19.24 % 20.60 %

 

There were no broker non-votes received with respect to this item.

2. Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Fund for the fiscal year ending August 31, 2017:

    % of      
  Shares Outstanding   % of Shares  
  Voted Shares   Present  
For 16,511,118 92.47 % 99.01 %
Against 78,393 0.44 % 0.47 %
Abstain 87,383 0.49 % 0.52 %

 

*Ann Torre Bates, Gregory E. Johnson, Rupert H. Johnson, Jr., David W. Niemiec, Larry D. Thompson, Constantine D. Tseretopoulos, and Robert E. Wade are Trustees of the Fund who are currently serving and whose terms of office continued after the Annual Meeting of Shareholders.

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Semiannual Report 23


 

TEMPLETON EMERGING MARKETS FUND

Dividend Reinvestment and Cash Purchase Plan

The Fund offers a Dividend Reinvestment and Cash Purchase Plan (the “Plan”) with the following features:

Shareholders must affirmatively elect to participate in the Plan. If you decide to use this service, share dividends and capital gains distributions will be reinvested automatically in shares of the Fund for your account.

Whenever the Fund declares dividends in either cash or shares of the Fund, if the market price is equal to or exceeds net asset value at the valuation date, the participant will receive the dividends entirely in new shares at a price equal to the net asset value, but not less than 95% of the then current market price of the Fund’s shares. If the market price is lower than net asset value or if dividends and/or capital gains distributions are payable only in cash, the participant will receive shares purchased on the New York Stock Exchange or otherwise on the open market.

A participant has the option of submitting additional cash payments to the Plan Administrator, in any amounts of at least $100, up to a maximum of $5,000 per month, for the purchase of Fund shares for his or her account. These payments can be made by check payable to American Stock Transfer and Trust Company LLC (the “Plan Administrator”) and sent to American Stock Transfer and Trust Company LLC, P.O. Box 922, Wall Street Station, New York, NY 10269-0560 Attention: Templeton Emerging Markets Fund. The Plan Administrator will apply such payments (less a $5.00 service charge and less a pro rata share of trading fees) to purchases of Fund shares on the open market.

The automatic reinvestment of dividends and/or capital gains does not relieve the participant of any income tax that may be payable on dividends or distributions.

Whenever shares are purchased on the New York Stock Exchange or otherwise on the open market, each participant will pay a pro rata portion of trading fees. Trading fees will be deducted from amounts to be invested. The Plan Administrator’s fee for a sale of shares through the Plan is $15.00 per transaction plus a $0.12 per share trading fee.

A participant may withdraw from the Plan without penalty at any time by written notice to the Plan Administrator sent to American Stock Transfer and Trust Company LLC, P.O. Box 922, Wall Street Station, New York, NY 10269-0560. Upon withdrawal, the participant will receive, without charge, share certificates issued in the participant’s name for all full shares held by the Plan Administrator; or, if the participant wishes, the Plan Administrator will sell the participant’s shares and send the proceeds to the participant, less a service charge of $15.00 and less trading fees of $0.12 per share. The Plan Administrator will convert any fractional shares held at the time of withdrawal to cash at the current market price and send a check to the participant for the net proceeds.

For more information, please see the Plan’s Terms & Conditions located at the back of this report.

24 Semiannual Report

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TEMPLETON EMERGING MARKETS FUND

Transfer Agent

American Stock Transfer and Trust Company LLC
P.O. Box 922, Wall Street Station
New York, NY 10269-560

(800) 416-5585
www.astfinancial.com

Direct Deposit Service for Registered Shareholders

Cash distributions can now be electronically credited to a checking or saving account at any financial institution that participates in the Automated Clearing House (“ACH”) system. The Direct Deposit service is provided for registered shareholders at no charge. To enroll in the service, access your account online by going to www.astfinancial.com or dial (800) 416-5585 (toll free) and follow the instructions. Direct Deposit will begin with the next scheduled distribution payment date following enrollment in the service.

Direct Registration

If you are a registered shareholder of the Fund, purchases of shares of the Fund can be electronically credited to your Fund account at American Stock Transfer and Trust Company LLC through Direct Registration. This service provides shareholders with a convenient way to keep track of shares through book entry transactions, electronically move book-entry shares between broker-dealers, transfer agents and DRS eligible issuers, and eliminate the possibility of lost certificates. For additional information, please contact American Stock Transfer and Trust Company LLC at (800) 416-5585.

Shareholder Information

Shares of Templeton Emerging Markets Fund are traded on the New York Stock Exchange under the symbol “EMF.” Information about the net asset value and the market price is available at franklintempleton.com.

For current information about dividends and shareholder accounts, call (800) 416-5585. Registered shareholders can access their Fund account on-line. For information go to American Stock Transfer and Trust Company LLC’s web site at www.astfinancial.com and follow the instruction.

The daily closing net asset value as of the previous business day may be obtained when available by calling Franklin Templeton Fund Information after 7 a.m. Pacific time any business day at (800) DIAL BEN/342-5236. The Fund’s net asset value and dividends are also listed on the NASDAQ Stock Market, Inc.’s Mutual Fund Quotation Service (“NASDAQ MFQS”).

Shareholders not receiving copies of reports to shareholders because their shares are registered in the name of a broker or a custodian can request that they be added to the Fund’s mailing list, by writing Templeton Emerging Markets Fund, 100 Fountain Parkway, P.O. Box 33030, St. Petersburg, FL 33733-8030.

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Semiannual Report 25


 

TEMPLETON EMERGING MARKETS FUND

Shareholder Information

Proxy Voting Policies and Procedures

The Fund’s investment manager has established Proxy Voting Policies and Procedures (Policies) that the Fund uses to determine how to vote proxies relating to portfolio securities. Shareholders may view the Fund’s complete Policies online at franklintempleton.com. Alternatively, shareholders may request copies of the Policies free of charge by calling the Proxy Group collect at (954) 527-7678 or by sending a written request to: Franklin Templeton Companies, LLC, 300 S.E. 2nd Street, Fort Lauderdale, FL 33301, Attention: Proxy Group. Copies of the Fund’s proxy voting records are also made available online at franklintempleton.com and posted on the U.S. Securities and Exchange Commission’s website at sec.gov and reflect the most recent 12-month period ended June 30.

Quarterly Statement of Investments

The Fund files a complete statement of investments with the U.S. Securities and Exchange Commission for the first and third quarters for each fiscal year on Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission’s website at sec.gov. The filed form may also be viewed and copied at the Commission’s Public Reference Room in Washington, DC. Information regarding the operations of the Public Reference Room may be obtained by calling (800) SEC-0330.

26 Semiannual Report

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Transfer Agent
American Stock Transfer & Trust Co., LLC
6201 15th Avenue
Brooklyn, NY 11219
Toll Free Number: (800) 416-5585
Hearing Impaired Number: (866) 703-9077
International Phone Number: (718) 921-8124
www.astfinancial.com

Fund Information
(800) DIAL BEN® / 342-5236

Investors should be aware that the value of investments made for the Fund may go down as well as up. Like any investment in securities, the value of the Fund’s portfolio will be subject to the risk of loss from market, currency, economic, political and other factors. The Fund and its investors are not protected from such losses by the investment manager. Therefore, investors who cannot accept this risk should not invest in shares of the Fund.

To help ensure we provide you with quality service, all calls to and from our service areas are monitored and/or recorded.

© 2017 Franklin Templeton Investments. All rights reserved. TLEMF S 04/17

 


 

 

Item 2. Code of Ethics. 

 

(a) The Registrant has adopted a code of ethics that applies to its principal executive officers and principal financial and accounting officer.

 

(c) N/A

 

(d) N/A

 

(f) Pursuant to Item 12(a)(1), the Registrant is attaching as an exhibit a copy of its code of ethics that applies to its principal executive officers and principal financial and accounting officer.

 

 

Item 3. Audit Committee Financial Expert.

 

(a)(1) The Registrant has an audit committee financial expert serving on its audit committee.

 

(2) The audit committee financial expert is David W. Niemiec and he is "independent" as defined under the relevant Securities and Exchange Commission Rules and Releases.

 

Item 4. Principal Accountant Fees and Services.       N/A

 

 

Item 5. Audit Committee of Listed Registrants.

 

Members of the Audit Committee are:  Frank J. Crothers, David W. Niemiec, Ann Torre Bates and Constantine D. Tseretopoulos.

 

 

Item 6. Schedule of Investments.  N/A

 

 

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

 

The investment manager has delegated its administrative duties with respect to the voting of proxies for securities to the Proxy Group within Franklin Templeton Companies, LLC (Proxy Group), an affiliate and wholly owned subsidiary of Franklin Resources, Inc. All proxies received by the Proxy Group will be voted based upon the investment manager’s instructions and/or policies. The investment manager votes proxies solely in the best interests of the Fund and its shareholders.

To assist it in analyzing proxies of equity securities, the investment manager subscribes to Institutional Shareholder Services, Inc. (ISS), an unaffiliated third-party corporate governance research service that provides in-depth analyses of shareholder meeting agendas, vote recommendations, vote execution services, ballot reconciliation services, recordkeeping and vote disclosure services. In addition, the investment manager subscribes to Glass, Lewis & Co., LLC (Glass Lewis), an unaffiliated third-party analytical research firm, to receive analyses and vote recommendations on the shareholder meetings of publicly held U.S. companies, as well as a limited subscription to its international research. Also, the investment manager has a supplemental subscription to Egan-Jones Proxy Services (Egan-Jones), an unaffiliated third party proxy advisory firm, to receive analyses and vote recommendations. Although analyses provided by ISS, Glass Lewis, Egan-Jones, and/or another independent third party proxy service provider (each a Proxy Service) are thoroughly reviewed and considered in making a final voting decision, the investment manager does not consider recommendations from a Proxy Service or any third party to be determinative of the investment manager's ultimate decision. Rather, the investment manager exercises its independent judgment in making voting decisions. As a matter of policy, the officers, directors/trustees and employees of the investment manager and the Proxy Group will not be influenced by outside sources whose interests conflict with the interests of the Fund and its shareholders. Efforts are made to resolve all conflicts in the best interests of the investment manager’s clients. Material conflicts of interest are identified by the Proxy Group based upon analyses of client, distributor, broker-dealer and vendor lists, information periodically gathered from directors and officers, and information derived from other sources, including public filings. In situations where a material conflict of interest is identified, the Proxy Group may vote consistent with the voting recommendation of a Proxy Service; or send the proxy directly to the Fund's board or a committee of the board with the investment manager's recommendation regarding the vote for approval.


 

Where a material conflict of interest has been identified, but the items on which the investment manager’s vote recommendations differ from a Proxy Service and relate specifically to (1) shareholder proposals regarding social or environmental issues, (2) “Other Business” without describing the matters that might be considered, or (3) items the investment manager wishes to vote in opposition to the recommendations of an issuer’s management, the Proxy Group may defer to the vote recommendations of the investment manager rather than sending the proxy directly to the Fund's board or a board committee for approval.

To avoid certain potential conflicts of interest, the investment manager will employ echo voting, if possible, in the following instances: (1) when the Fund invests in an underlying fund in reliance on any one of Sections 12(d) (1) (E), (F), or (G) of the 1940 Act, the rules thereunder, or pursuant to a SEC exemptive order thereunder; (2) when the Fund invests uninvested cash in affiliated money market funds pursuant to the rules under the 1940 Act or any exemptive orders thereunder (“cash sweep arrangement”); or (3) when required pursuant to the Fund’s governing documents or applicable law. Echo voting means that the investment manager will vote the shares in the same proportion as the vote of all of the other holders of the underlying fund's shares.

The recommendation of management on any issue is a factor that the investment manager considers in determining how proxies should be voted. However, the investment manager does not consider recommendations from management to be determinative of the investment manager’s ultimate decision. As a matter of practice, the votes with respect to most issues are cast in accordance with the position of the company's management. Each issue, however, is considered on its own merits, and the investment manager will not support the position of the company's management in any situation where it deems that the ratification of management’s position would adversely affect the investment merits of owning that company’s shares.

Engagement with issuers. The investment manager believes that engagement with issuers is important to good corporate governance and to assist in making proxy voting decisions. The investment manager may engage with issuers to discuss specific ballot items to be voted on in advance of an annual or special meeting to obtain further information or clarification on the proposals. The investment manager may also engage with management on a range of environmental, social or corporate governance issues throughout the year.


 

Investment manager’s proxy voting policies and principles     The investment manager has adopted general proxy voting guidelines, which are summarized below. These guidelines are not an exhaustive list of all the issues that may arise and the investment manager cannot anticipate all future situations. In all cases, each proxy and proposal (including both management and shareholder proposals) will be considered based on the relevant facts and circumstances on a case-by-case basis.

Board of directors.     The investment manager supports an independent, diverse board of directors, and prefers that key committees such as audit, nominating, and compensation committees be comprised of independent directors. The investment manager supports boards with strong risk management oversight. The investment manager will generally vote against management efforts to classify a board and will generally support proposals to declassify the board of directors. The investment manager will consider withholding votes from directors who have attended less than 75% of meetings without a valid reason. While generally in favor of separating Chairman and CEO positions, the investment manager will review this issue as well as proposals to restore or provide for cumulative voting on a case-by-case basis, taking into consideration factors such as the company’s corporate governance guidelines or provisions and performance. The investment manager generally will support non-binding shareholder proposals to require a majority vote standard for the election of directors; however, if these proposals are binding, the investment manager will give careful review on a case-by-case basis of the potential ramifications of such implementation.

In the event of a contested election, the investment manager will review a number of factors in making a decision including management’s track record, the company’s financial performance, qualifications of candidates on both slates, and the strategic plan of the dissidents and/or shareholder nominees.

Ratification of auditors of portfolio companies.     The investment manager will closely scrutinize the independence, role and performance of auditors. On a case-by-case basis, the investment manager will examine proposals relating to non-audit relationships and non-audit fees. The investment manager will also consider, on a case-by-case basis, proposals to rotate auditors, and will vote against the ratification of auditors when there is clear and compelling evidence of a lack of independence, accounting irregularities or negligence. The investment manager may also consider whether the ratification of auditors has been approved by an appropriate audit committee that meets applicable composition and independence requirements.

Management and director compensation.     A company’s equity-based compensation plan should be in alignment with the shareholders’ long-term interests. The investment manager believes that executive compensation should be directly linked to the performance of the company. The investment manager evaluates plans on a case-by-case basis by considering several factors to determine whether the plan is fair and reasonable, including the ISS quantitative model utilized to assess such plans and/or the Glass Lewis evaluation of the plans. The investment manager will generally oppose plans that have the potential to be excessively dilutive, and will almost always oppose plans that are structured to allow the repricing of underwater options, or plans that have an automatic share replenishment “evergreen” feature. The investment manager will generally support employee stock option plans in which the purchase price is at least 85% of fair market value, and when potential dilution is 10% or less.


 

Severance compensation arrangements will be reviewed on a case-by-case basis, although the investment manager will generally oppose “golden parachutes” that are considered to be excessive. The investment manager will normally support proposals that require a percentage of directors’ compensation to be in the form of common stock, as it aligns their interests with those of shareholders.

The investment manager will review non-binding say-on-pay proposals on a case-by-case basis, and will generally vote in favor of such proposals unless compensation is misaligned with performance and/or shareholders’ interests, the company has not provided reasonably clear disclosure regarding its compensation practices, or there are concerns with the company’s remuneration practices.

Anti-takeover mechanisms and related issues.     The investment manager generally opposes anti-takeover measures since they tend to reduce shareholder rights. However, as with all proxy issues, the investment manager conducts an independent review of each anti-takeover proposal. On occasion, the investment manager may vote with management when the research analyst has concluded that the proposal is not onerous and would not harm the Fund or its shareholders’ interests. The investment manager generally supports proposals that require shareholder rights’ plans (“poison pills”) to be subject to a shareholder vote and will closely evaluate such plans on a case-by-case basis to determine whether or not they warrant support. In addition, the investment manager will generally vote against any proposal to issue stock that has unequal or subordinate voting rights. The investment manager generally opposes any supermajority voting requirements as well as the payment of “greenmail.” The investment manager generally supports “fair price” provisions and confidential voting. The investment manager will review a company’s proposal to reincorporate to a different state or country on a case-by-case basis taking into consideration financial benefits such as tax treatment as well as comparing corporate governance provisions and general business laws that may result from the change in domicile.

Changes to capital structure.     The investment manager realizes that a company's financing decisions have a significant impact on its shareholders, particularly when they involve the issuance of additional shares of common or preferred stock or the assumption of additional debt. The investment manager will review, on a case-by-case basis, proposals by companies to increase authorized shares and the purpose for the increase. The investment manager will generally not vote in favor of dual-class capital structures to increase the number of authorized shares where that class of stock would have superior voting rights. The investment manager will generally vote in favor of the issuance of preferred stock in cases where the company specifies the voting, dividend, conversion and other rights of such stock and the terms of the preferred stock issuance are deemed reasonable. The investment manager will review proposals seeking preemptive rights on a case-by-case basis.

Mergers and corporate restructuring.     Mergers and acquisitions will be subject to careful review by the research analyst to determine whether they would be beneficial to shareholders. The investment manager will analyze various economic and strategic factors in making the final decision on a merger or acquisition. Corporate restructuring proposals are also subject to a thorough examination on a case-by-case basis.


 

Environmental and social issues.     The investment manager considers environmental and social issues alongside traditional financial measures to provide a more comprehensive view of the value, risk and return potential of an investment. Companies may face significant financial, legal and reputational risks resulting from poor environmental and social practices, or negligent oversight of environmental or social issues. Franklin Templeton’s “Responsible Investment Principles and Policies” describes the investment manager’s approach to consideration of environmental, social and governance issues within the investment manager’s processes and ownership practices.

In the investment manager’s experience, those companies that are managed well are often effective in dealing with the relevant environmental and social issues that pertain to their business. As such, the investment manager will generally give management discretion with regard to environmental and social issues. However, in cases where management and the board have not demonstrated adequate efforts to mitigate material environmental or social risks, have engaged in inappropriate or illegal conduct, or have failed to adequately address current or emergent risks that threaten shareholder value, the investment manager may choose to support well-crafted shareholder proposals that serve to promote or protect shareholder value. This may include seeking appropriate disclosure regarding material environmental and social issues. The investment manager will review shareholder proposals on a case-by-case basis and may support those that serve to enhance value or mitigate risk, are drafted appropriately, and do not disrupt the course of business or require a disproportionate or inappropriate use of company resources.

The investment manager will consider supporting a shareholder proposal seeking disclosure and greater board oversight of lobbying and corporate political contributions if the investment manager believes that there is evidence of inadequate oversight by the company’s board, if the company’s current disclosure is significantly deficient, or if the disclosure is notably lacking in comparison to the company’s peers.

Governance matters.     The investment manager generally supports the right of shareholders to call special meetings and act by written consent. However, the investment manager will review such shareholder proposals on a case-by-case basis in an effort to ensure that such proposals do not disrupt the course of business or require a disproportionate or inappropriate use of company resources.

Proxy access.     In cases where the investment manager is satisfied with company performance and the responsiveness of management, it will generally vote against shareholder proxy access proposals not supported by management. In other instances, the investment manager will consider such proposals on a case-by-case basis, taking into accounts factors such as the size of the company, ownership thresholds and holding periods, nomination limits (e.g., number of candidates that can be nominated), the intentions of the shareholder proponent, and shareholder base.

Global corporate governance.     Many of the tenets discussed above are applied to the investment manager's proxy voting decisions for international investments. However, the investment manager must be flexible in these worldwide markets. Principles of good corporate governance may vary by country, given the constraints of a country’s laws and acceptable practices in the markets. As a result, it is on occasion difficult to apply a consistent set of governance practices to all issuers. As experienced money managers, the investment manager's analysts are skilled in understanding the complexities of the regions in which they specialize and are trained to analyze proxy issues germane to their regions.


 

The investment manager will generally attempt to process every proxy it receives for all domestic and foreign securities. However, there may be situations in which the investment manager may be unable to vote a proxy, or may choose not to vote a proxy, such as where: (i) a proxy ballot was not received from the custodian bank; (ii) a meeting notice was received too late; (iii) there are fees imposed upon the exercise of a vote and it is determined that such fees outweigh the benefit of voting; (iv) there are legal encumbrances to voting, including blocking restrictions in certain markets that preclude the ability to dispose of a security if the investment manager votes a proxy or where the investment manager is prohibited from voting by applicable law, economic or other sanctions, or other regulatory or market requirements, including but not limited to, effective Powers of Attorney; (v) the investment manager held shares on the record date but has sold them prior to the meeting date; (vi) a proxy voting service is not offered by the custodian in the market; (vii) the investment manager believes it is not in the best interest of the Fund or its shareholders to vote the proxy for any other reason not enumerated herein; or (viii) a security is subject to a securities lending or similar program that has transferred legal title to the security to another person.

In some foreign jurisdictions, even if the investment manager uses reasonable efforts to vote a proxy on behalf of the Fund, such vote or proxy may be rejected because of (a) operational or procedural issues experienced by one or more third parties involved in voting proxies in such jurisdictions; (b) changes in the process or agenda for the meeting by the issuer for which the investment manager does not have sufficient notice; or (c) the exercise by the issuer of its discretion to reject the vote of the investment manager. In addition, despite the best efforts of the Proxy Group and its agents, there may be situations where the investment manager's votes are not received, or properly tabulated, by an issuer or the issuer's agent.

The investment manager or its affiliates may, on behalf of one or more of the proprietary registered investment companies advised by the investment manager or its affiliates, determine to use its best efforts to recall any security on loan where the investment manager or its affiliates (a) learn of a vote on a material event that may affect a security on loan and (b) determine that it is in the best interests of such proprietary registered investment companies to recall the security for voting purposes.

Procedures for meetings involving fixed income securities.     From time to time, certain custodians may process events for fixed income securities through their proxy voting channels rather than corporate action channels for administrative convenience. In such cases, the Proxy Group will receive ballots for such events on the ISS voting platform. The Proxy Group will solicit voting instructions from the investment manager for each Fund involved. If the Proxy Group does not receive voting instructions from the investment manager, the Proxy Group will take no action on the event. The investment manager may be unable to vote a proxy for a fixed income security, or may choose not to vote a proxy, for the reasons described under the section entitled “Proxy Procedures.”

The Proxy Group will monitor such meetings involving fixed income securities for conflicts of interest in accordance with these procedures for fixed income securities. If a fixed income issuer is flagged as a potential conflict of interest, the investment manager may nonetheless vote as it deems in the best interests of the Fund. The investment manager will report such decisions on an annual basis to the Fund board as may be required.


 

Shareholders may view the complete Policies online at franklintempleton.com. Alternatively, shareholders may request copies of the Policies free of charge by calling the Proxy Group collect at (954) 527-7678 or by sending a written request to: Franklin Templeton Companies, LLC, 300 S.E. 2nd Street, Fort Lauderdale, FL 33301-1923, Attention: Proxy Group. Copies of the Fund’s proxy voting records are available online at franklintempleton.com and posted on the SEC website at www.sec.gov. The proxy voting records are updated each year by August 31 to reflect the most recent 12-month period ended June 30.

 

Item 8. Portfolio Managers of Closed-End Management Investment Companies.  N/A

 

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

 

 

(a)

(b)

(c)

(d)

Period

Total Number of Shares Purchased

Average Price Paid per Share

Total Number of Shares Purchased as Part of Publicly Announced Plans or Program

Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs

Month #1 (9/1/16 - 9/30/16)

                            -  

                            -  

                            -  

          18,009,460.00

Month #2 (10/1/16-10/31/16)

              65,506.000

                       12.67

              65,506.000

          18,009,460.00

Month #3 (11/1/16 - 11/30/16)

              87,457.000

                       12.14

              87,457.000

          17,943,954.00

Month #4 (12/1/16 - 12/31/16)

              42,778.000

                       11.87

              42,778.000

          17,856,497.00

Month #5 (1/1/17 - 1/31/17)

              80,833.000

                       12.69

              80,833.000

          17,813,719.00

Month #6 (2/1/17 - 2/28/17)

              71,970.000

                       13.34

              71,970.000

          17,732,886.00

Total

             348,544.000

 

             348,544.000

          17,660,916.00

 

The Board previously authorized an open-market share repurchase program pursuant to which the Fund may purchase, from time to time, Fund shares in open-market transactions, at the discretion of management. Effective February 26, 2013, the Board approved a modification to the Fund’s previously announced open-market share repurchase program to authorize the Fund to repurchase up to 10% of the Fund’s shares outstanding in open market transactions as of that date, at the discretion of management. Since the inception of the program, the Fund had repurchased a total of 424,191shares.

 

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

 

There have been no changes to the procedures by which shareholders may recommend nominees to the Registrant's Board of Trustees that would require disclosure herein.


 

 

Item 11. Controls and Procedures.

 

(a) Evaluation of Disclosure Controls and Procedures.  The Registrant maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Registrant’s filings under the Securities Exchange Act of 1934 and the Investment Company Act of 1940 is recorded, processed, summarized and reported within the periods specified in the rules and forms of the Securities and Exchange Commission.  Such information is accumulated and communicated to the Registrant’s management, including its principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.  The Registrant’s management, including the principal executive officer and the principal financial officer, recognizes that any set of controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives.

 

Within 90 days prior to the filing date of this Shareholder Report on Form N-CSR, the Registrant had carried out an evaluation, under the supervision and with the participation of the Registrant’s management, including the Registrant’s principal executive officer and the Registrant’s principal financial officer, of the effectiveness of the design and operation of the Registrant’s disclosure controls and procedures.  Based on such evaluation, the Registrant’s principal executive officer and principal financial officer concluded that the Registrant’s disclosure controls and procedures are effective.

 

(b) Changes in Internal Controls.  There have been no changes in the Registrant’s internal controls or in other factors that could materially affect the internal controls over financial reporting subsequent to the date of their evaluation in connection with the preparation of this Shareholder Report on Form N-CSR.

 

Item 12. Exhibits.

 

(a)(1) Code of Ethics

 

(a)(2) Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 of Laura F. Fergerson, Chief Executive Officer - Finance and Administration, and Mark H. Otani, Chief Financial Officer and Chief Accounting Officer

 

(b) Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 of Laura F. Fergerson, Chief Executive Officer - Finance and Administration, and Mark H. Otani, Chief Financial Officer and Chief Accounting Officer

 

 

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.

 

TEMPLETON EMERGING MARKETS FUND

 


 

 

 

 

By _/s/Laura F. Fergerson 

      Laura F. Fergerson

      Chief Executive Officer - Finance and Administration

Date  April 26, 2017

 

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/Laura F. Fergerson 

      Laura F. Fergerson

      Chief Executive Officer - Finance and Administration

Date  April 26, 2017

 

 

 

By _/s/Mark H. Otani

      Mark H. Otani

      Chief Financial Officer and Chief Accounting Officer

Date  April 26, 2017

 

 

EX-99.CODE ETH 2 ncsr_code1209amd1213.txt Exhibit 12(a)(1) CODE OF ETHICS FOR PRINCIPAL EXECUTIVES & SENIOR FINANCIAL OFFICERS ------------------------------------------------------------------------------ PROCEDURES Revised December 18, 2009 ------------------------------------------------------------------------------- FRANKLIN TEMPLETON FUNDS CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS I. Covered Officers and Purpose of the Code This code of ethics (the "Code") applies to the Principal Executive Officers, Principal Financial Officer and Principal Accounting Officer (the "Covered Officers," each of whom is set forth in Exhibit A) of each investment company advised by a Franklin Resources subsidiary and that is registered with the United States Securities & Exchange Commission ("SEC") (collectively, "FT Funds") for the purpose of promoting: o Honest and ethical conduct, including the ethical resolution of actual or apparent conflicts of interest between personal and professional relationships; o Full, fair, accurate, timely and understandable disclosure in reports and documents that a registrant files with, or submits to, the SEC and in other public communications made by or on behalf of the FT Funds; o Compliance with applicable laws and governmental rules and regulations; o The prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and o Accountability for adherence to the Code. Each Covered Officer will be expected to adhere to a high standard of business ethics and must be sensitive to situations that may give rise to actual as well as apparent conflicts of interest. II. Other Policies and Procedures This Code shall be the sole code of ethics adopted by the Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder. Franklin Resources, Inc. has separately adopted the CODE OF ETHICS AND BUSINESS CONDUCT ("Business Conduct"), which is applicable to all officers, directors and employees of Franklin Resources, Inc., including Covered Officers. It summarizes the values, principles and business practices that guide the employee's business conduct and also provides a set of basic principles to guide officers, directors and employees regarding the minimum ethical requirements expected of them. It supplements the values, principles and business conduct identified in the Code and other existing employee policies. Additionally, the Franklin Templeton Funds have separately adopted the CODE OF ETHICS AND POLICY STATEMENT ON INSIDER TRADING governing personal securities trading and other related matters. The Code for Insider Trading provides for separate requirements that apply to the Covered Officers and others, and therefore is not part of this Code. Insofar as other policies or procedures of Franklin Resources, Inc., the Funds, the Funds' adviser, principal underwriter, or other service providers govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they are superceded by this Code to the extent that they overlap or conflict with the provisions of this Code. Please review these other documents or consult with the Legal Department if have questions regarding the applicability of these policies to you. III. Covered Officers Should Handle Ethically Actual and Apparent Conflicts of Interest OVERVIEW. A "conflict of interest" occurs when a Covered Officer's private interest interferes with the interests of, or his or her service to, the FT Funds. For example, a conflict of interest would arise if a Covered Officer, or a member of his family, receives improper personal benefits as a result of apposition with the FT Funds. Certain conflicts of interest arise out of the relationships between Covered Officers and the FT Funds and already are subject to conflict of interest provisions in the Investment Company Act of 1940 ("Investment Company Act") and the Investment Advisers Act of 1940 ("Investment Advisers Act"). For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the FT Funds because of their status as "affiliated persons" of the FT Funds. The FT Funds' and the investment advisers' compliance programs and procedures are designed to prevent, or identify and correct, violations of these provisions. This Code does not, and is not intended to, repeat or replace these programs and procedures, and such conflicts fall outside of the parameters of this Code. Although typically not presenting an opportunity for improper personal benefit, conflicts arise from, or as a result of, the contractual relationship between the FT Funds, the investment advisers and the fund administrator of which the Covered Officers are also officers or employees. As a result, this Code recognizes that the Covered Officers will, in the normal course of their duties (whether formally for the FT Funds, for the adviser, the administrator, or for all three), be involved in establishing policies and implementing decisions that will have different effects on the adviser, administrator and the FT Funds. The participation of the Covered Officers in such activities is inherent in the contractual relationship between the FT Funds, the adviser, and the administrator and is consistent with the performance by the Covered Officers of their duties as officers of the FT Funds. Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such activities will be deemed to have been handled ethically. In addition, it is recognized by the FT Funds' Boards of Directors ("Boards") that the Covered Officers may also be officers or employees of one or more other investment companies covered by this or other codes. Other conflicts of interest are covered by the Code, even if such conflicts of interest are not subject to provisions in the Investment Company Act and the Investment Advisers Act. The following list provides examples of conflicts of interest under the Code, but Covered Officers should keep in mind that these examples are not exhaustive. The overarching principle is that the personal interest of a Covered Officer should not be placed improperly before the interest of the FT Funds. Each Covered Officer must: o Not use his or her personal influence or personal relationships improperly to influence investment decisions orfinancial reporting by the FT Funds whereby the Covered Officer would benefit personally to the detriment of the FT Funds; o Not cause the FT Funds to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than the benefit the FT Funds; o Not retaliate against any other Covered Officer or any employee of the FT Funds or their affiliated persons for reports of potential violations that are made in good faith; o Report at least annually the following affiliations or other relationships:/1 o all directorships for public companies and all companies that are required to file reports with the SEC; o any direct or indirect business relationship with any independent directors of the FT Funds; o any direct or indirect business relationship with any independent public accounting firm (which are not related to the routine issues related to the firm's service as the Covered Persons accountant); and o any direct or indirect interest in any transaction with any FT Fund that will benefit the officer (not including benefits derived from the advisory, sub-advisory, distribution or service agreements with affiliates of Franklin Resources). These reports will be reviewed by the Legal Department for compliance with the Code. There are some conflict of interest situations that should always be approved in writing by Franklin Resources General Counsel or Deputy General Counsel, if material. Examples of these include/2: o Service as a director on the board of any public or private Company; o The receipt of any gifts in excess of $100 from any person, from any corporation or association o The receipt of any entertainment from any Company with which the FT Funds has current or prospective business dealings unless such entertainment is business related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety. Notwithstanding the foregoing, the Covered Officers must obtain prior approval from the Franklin Resources General Counsel for any entertainment with a value in excess of $1000. o Any ownership interest in, or any consulting or employment relationship with, any of the FT Fund's service providers, other than an investment adviser, principal underwriter, administrator or any affiliated person thereof; o A direct or indirect financial interest in commissions, transaction charges or spreads paid by the FT Funds for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Covered Officer's employment, such as compensation or equity ownership. Franklin Resources General Counsel or Deputy General Counsel will provide a report to the FT Funds Audit Committee of any approvals granted at the next regularly scheduled meeting. IV. Disclosure and Compliance o Each Covered Officer should familiarize himself with the disclosure requirements generally applicable to the FT Funds; o Each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the FT Funds to others, whether within or outside the FT Funds, including to the FT Funds' directors and auditors, and to governmental regulators and self-regulatory organizations; o Each Covered Officer should, to the extent appropriate within his or her area of responsibility, consult with other officers and employees of the FT Funds, the FT Fund's adviser and the administrator with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the FT Funds file with, or submit to, the SEC and in other public communications made by the FT Funds; and o It is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations. V. Reporting and Accountability Each Covered Officer must: o Upon becoming a covered officer affirm in writing to the Board that he or she has received, read, and understands the Code (see Exhibit B); o Annually thereafter affirm to the Board that he has complied with the requirements of the Code; and o Notify Franklin Resources' General Counsel or Deputy General Counsel promptly if he or she knows of any violation of this Code. Failure to do so is itself is a violation of this Code. Franklin Resources' General Counsel and Deputy General Counsel are responsible for applying this Code to specific situations in which questions are presented under it and have the authority to interpret this Code in any particular situation./3 However, the Independent Directors of the respective FT Funds will consider any approvals or waivers/4 sought by any Chief Executive Officers of the Funds. The FT Funds will follow these procedures in investigating and enforcing this Code: o Franklin Resources General Counsel or Deputy General Counsel will take all appropriate action to investigate any potential violations reported to the Legal Department; o If, after such investigation, the General Counsel or Deputy General Counsel believes that no violation has occurred, The General Counsel is not required to take any further action; o Any matter that the General Counsel or Deputy General Counsel believes is a violation will be reported to the Independent Directors of the appropriate FT Fund; o If the Independent Directors concur that a violation has occurred, it will inform and make a recommendation to the Board of the appropriate FT Fund or Funds, which will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the investment adviser or its board; or a recommendation to dismiss the Covered Officer; o The Independent Directors will be responsible for granting waivers, as appropriate; and o Any changes to or waivers of this Code will, to the extent required, are disclosed as provided by SEC rules./5 VI. Other Policies and Procedures This Code shall be the sole code of ethics adopted by the FT Funds for purposes of Section 406 of the Sarbanes-Oxley Act and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the FT Funds, the FT Funds' advisers, principal underwriter, or other service providers govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they are superseded by this Code to the extent that they overlap or conflict with the provisions of this Code. The FT Code of Ethics and Policy Statement On Insider Trading, adopted by the FT Funds, FT investment advisers and FT Fund's principal underwriter pursuant to Rule 17j-1 under the Investment Company Act, the Code of Ethics and Business Conduct and more detailed policies and procedures set forth in FT's Employee Handbook are separate requirements applying to the Covered Officers and others, and are not part of this Code. VII. Amendments Any amendments to this Code, other than amendments to Exhibit A, must be approved or ratified by a majority vote of the FT Funds' Board including a majority of independent directors. VIII. Confidentiality All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the FT Funds' Board and their counsel. IX. Internal Use The Code is intended solely for the internal use by the FT Funds and does not constitute an admission, by or on behalf of any FT Funds, as to any fact, circumstance, or legal conclusion. X. Disclosure on Form N-CSR Item 2 of Form N-CSR requires a registered management investment company to disclose annually whether, as of the end of the period covered by the report, it has adopted a code of ethics that applies to the registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these officers are employed by the registrant or a third party. If the registrant has not adopted such a code of ethics, it must explain why it has not done so. The registrant must also: (1) file with the SEC a copy of the code as an exhibit to its annual report; (2) post the text of the code on its Internet website and disclose, in its most recent report on Form N-CSR, its Internet address and the fact that it has posted the code on its Internet website; or (3) undertake in its most recent report on Form N-CSR to provide to any person without charge, upon request, a copy of the code and explain the manner in which such request may be made. Disclosure is also required of amendments to, or waivers (including implicit waivers) from, a provision of the code in the registrant's annual report on Form N-CSR or on its website. If the registrant intends to satisfy the requirement to disclose amendments and waivers by posting such information on its website, it will be required to disclose its Internet address and this intention. The Legal Department shall be responsible for ensuring that: o a copy of the Code is filed with the SEC as an exhibit to each Fund's annual report; and o any amendments to, or waivers (including implicit waivers) from, a provision of the Code is disclosed in the registrant's annual report on Form N-CSR. In the event that the foregoing disclosure is omitted or is determined to be incorrect, the Legal Department shall promptly file such information with the SEC as an amendment to Form N-CSR. In such an event, the Fund Chief Compliance Officer shall review the Code and propose such changes to the Code as are necessary or appropriate to prevent reoccurrences. EXHIBIT A Persons Covered by the Franklin Templeton Funds Code of Ethics December 2013 FRANKLIN GROUP OF FUNDS Edward B. Jamieson President and Chief Executive Officer - Investment Management Rupert H. Johnson, Jr. President and Chief Executive Officer - Investment Management William J. Lippman President and Chief Executive Officer - Investment Management Christopher Molumphy President and Chief Executive Officer - Investment Management Laura Fergerson Chief Executive Officer - Finance and Administration Gaston R. Gardey Chief Financial Officer and Chief Accounting Officer FRANKLIN MUTUAL SERIES FUNDS Peter Langerman Chief Executive Officer-Investment Management Laura Fergerson Chief Executive Officer - Finance and Administration Robert G. Kubilis Chief Financial Officer and Chief Accounting Officer FRANKLIN ALTERNATIVE STRTEGIES FUNDS William Yun Chief Executive Officer-Investment Management Laura Fergerson Chief Executive Officer - Finance and Administration Robert G. Kubilis Chief Financial Officer and Chief Accounting Officer TEMPLETON GROUP OF FUNDS Mark Mobius President and Chief Executive Officer - Investment Management Christopher J. Molumphy President and Chief Executive Officer - Investment Management Norman Boersma President and Chief Executive Officer - Investment Management Donald F. Reed President and Chief Executive Officer - Investment Management Laura Fergerson Chief Executive Officer - Finance and Administration Mark H. Otani Chief Financial Officer and Chief Accounting Officer EXHIBIT B ACKNOWLEDGMENT FORM DECEMBER FRANKLIN TEMPLETON FUNDS CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS INSTRUCTIONS: 1. Complete all sections of this form. 2. Print the completed form, sign, and date. 3. Submit completed form to FT's General Counsel c/o Code of Ethics Administration within 10 days of becoming a Covered Officer and by February 15th of each subsequent year. INTER-OFFICE MAIL: Code of Ethics Administration, Global Compliance SM-920/2 Fax: (650) 312-5646 E-MAIL: Preclear-Code of Ethics (internal address); lpreclear@frk.com (external address) ------------------------------------------------------------------------------ COVERED OFFICER'S NAME: ------------------------------------------------------------------------------ TITLE: ------------------------------------------------------------------------------ DEPARTMENT: ------------------------------------------------------------------------------ LOCATION: ------------------------------------------------------------------------------ CERTIFICATION FOR YEAR ENDING: ------------------------------------------------------------------------------ TO: Franklin Resources General Counsel, Legal Department I acknowledge receiving, reading and understanding the Franklin Templeton Fund's Code of Ethics for Principal Executive Officers and Senior Financial Officers (the "Code"). I will comply fully with all provisions of the Code to the extent they apply to me during the period of my employment. I further understand and acknowledge that any violation of the Code may subject me to disciplinary action, including termination of employment. ---------------------------- ---------------------- Signature Date signed ----------------------------- 1. Reporting of these affiliations or other relationships shall be made by completing the annual Directors and Officers Questionnaire and returning the questionnaire to Franklin Resources Inc, General Counsel or Deputy General Counsel. 2. Any activity or relationship that would present a conflict for a Covered Officer may also present a conflict for the Covered Officer if a member of the Covered Officer's immediate family engages in such an activity or has such a relationship. The Cover Person should also obtain written approval by FT's General Counsel in such situations. 3. Franklin Resources General Counsel and Deputy General Counsel are authorized to consult, as appropriate, with members of the Audit Committee, counsel to the FT Funds and counsel to the Independent Directors, and are encouraged to do so. 4. Item 2 of Form N-CSR defines "waiver" as "the approval by the registrant of a material departure from a provision of the code of ethics" and "implicit waiver," which must also be disclosed, as "the registrant's failure to take action within a reasonable period of time regarding a material departure from a provision of the code of ethics that has been made known to an executive officer" of the registrant. See Part X. 5. See Part X. EX-99.CERT 3 temf302certs.htm temf302certs.htm - Generated by SEC Publisher for SEC Filing

Exhibit 12(a)(2)

I, Laura F. Fergerson, certify that:

 

1. I have reviewed this report on Form N-CSR of Templeton Emerging Markets Fund;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;   

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

4/26/2017

 

 

 

S\LAURA F. FERGERSON

 

Laura F. Fergerson

Chief Executive Officer - Finance and Administration

 


 

Exhibit 12(a)(2)

I, Mark H. Otani, certify that:

 

1. I have reviewed this report on Form N-CSR of Templeton Emerging Markets Fund;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;   

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and 

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

 

4/26/2017

 

 

 

S\MARK H. OTANI

 

Mark H. Otani

Chief Financial Officer and Chief Accounting Officer

 

EX-99.906 CERT 4 temf906certs.htm temf906certs.htm - Generated by SEC Publisher for SEC Filing

 

 

 

 

 

 

 

 

Exhibit 12(b)

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

 

I, Laura F. Fergerson, Chief Executive Officer of the Templeton Emerging Markets Fund (the “Registrant”), certify, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

 

1.                The periodic report on Form N-CSR of the Registrant for the period ended 2/28/2017 (the “Form N-CSR”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2.                The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

 

Dated:  4/26/2017

 

                                                S\LAURA F. FERGERSON

 

                                                Laura F. Fergerson

Chief Executive Officer - Finance and Administration

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

 

 

 

 

 

 

 

 

 

 

 

Exhibit 12(b)

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO SECTION 906

OF THE SARBANES-OXLEY ACT OF 2002

 

I, Mark H. Otani, Chief Financial Officer of the Templeton Emerging Markets Fund (the “Registrant”), certify, pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

 

1.                The periodic report on Form N-CSR of the Registrant for the period ended 2/28/2017 (the “Form N-CSR”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2.                The information contained in the Form N-CSR fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

 

Dated:  4/26/2017

 

                                                S\MARK H. OTANI

 

                                                Mark H. Otani

Chief Financial Officer and Chief Accounting Officer

 

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