N-CSRS 1 d913310dncsrs.htm TEMPLETON EMERGING MARKETS INCOME FUND TEMPLETON EMERGING MARKETS INCOME FUND

 

 

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 811-07866

 

 

Templeton Emerging Markets Income 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: 12/31

Date of reporting period: 06/30/20

 

 

 


Item 1. Reports to Stockholders.


LOGO


Internet Delivery of Fund Reports Unless You Request Paper Copies: Effective January 1, 2021, as permitted by the SEC, paper copies of the Fund’s shareholder reports will no longer be sent by mail, unless you specifically request them from the Fund or your financial intermediary. Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.

If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not signed up for electronic delivery, we would encourage you to join fellow shareholders who have. You may elect to receive shareholder reports and other communications electronically from the Fund by calling (800) 416-5585 or by contacting your financial intermediary.

You may elect to continue to receive paper copies of all your future shareholder reports free of charge by contacting your financial intermediary or, if you invest directly with a Fund, calling (800) 416-5585 to let the Fund know of your request. Your election to receive reports in paper will apply to all funds held in your account.


Contents

 

 

Semiannual Report

  

Templeton Emerging Markets Income Fund

     2  

Performance Summary

     6  

Important Notice to Shareholders

     8  

Financial Highlights and Statement of Investments

     9  

Financial Statements

     17  

Notes to Financial Statements

     20  

Tax Information

     33  

Annual Meeting of Shareholders

     34  

Dividend Reinvestment and Cash Purchase Plan

     35  

Shareholder Information

     37  

 

    Visit franklintempleton.com/investor/ investments-and-solutions/investment-options/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    Semiannual Report            1


SEMIANNUAL REPORT

Templeton Emerging Markets Income Fund

 

Dear Shareholder:

This semiannual report for Templeton Emerging Markets Income Fund covers the period ended June 30, 2020.

Your Fund’s Goal and Main Investments

The Fund seeks high, current income, with a secondary goal of capital appreciation, by investing, under normal market conditions, at least 80% of its net assets in income-producing securities of sovereign or sovereign-related entities and private sector companies in emerging market countries. For purposes of the Fund’s 80% policy, income-producing securities of entities in emerging markets include derivative instruments or other investments that have economic characteristics similar to such securities.

Performance Overview

For the six months under review, the Fund posted cumulative total returns of -11.18% based on market price and -7.87% based on net asset value. In comparison, U.S. dollar-denominated emerging market bonds, as measured by the J.P. Morgan (JPM) Emerging Markets Bond Index (EMBI) Global, posted a -1.87% cumulative total return in U.S. dollar terms for the same period.1 You can find the Fund’s long-term performance data in the Performance Summary on page 6.

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

The novel coronavirus (COVID-19) pandemic profoundly impacted economies and global financial markets during the six-month period. Lockdown orders from governments trying to “flatten the curve” (i.e., stem the rate of infection) brought entire countries, regions and continents to an economic standstill in March and April. The speed and pervasiveness of the economic shocks were unprecedented. There is no

Portfolio Composition*

Based on Total Net Assets as of 6/30/20

 

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*Figures represent the net Fund exposure and include certain derivatives held in the portfolio (or their underlying reference assets) and may not total 100% or may be negative due to rounding, use of any derivatives or other factors.

**Includes foreign government and agency securities, money market funds and other net assets less liabilities (including derivatives).

historical comparison for the magnitude of aggregate demand that was destroyed, nor the magnitude of job losses in such a compressed timescale.

Risk aversion rapidly escalated to crisis levels and deepened throughout March, driving correlations to 1.0 across multiple asset classes as investors shed risk and moved into perceived safe havens. Credit markets experienced substantial price volatility, with the lower-rated credit tiers bearing the brunt of the selloffs. Sovereign bond yields declined in higher-rated countries but rose in more vulnerable ones as volatility escalated. The yield on the 10-year U.S. Treasury (UST) note quickly dropped from 2.00% at the start of the period to a low of 0.54% on March 9. It finished the six-month period at 0.66%, 134 basis points (bps) lower that where it began. The yield on the 10-year German Bund dropped 27 bps further into negative territory during the period, finishing at -0.46%.

 

 

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.

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

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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TEMPLETON EMERGING MARKETS INCOME FUND

 

The U.S. Federal Reserve (Fed) responded quickly to the deepening crisis with two emergency rate cuts in March, the second of which dropped the federal funds target rate 100 bps to the zero bound that was used during the 2008 global financial crisis (GFC). The Fed also cut reserve requirements and encouraged financial institutions to borrow directly from the discount window. Growing liquidity strains throughout financial markets prompted the Fed to re-start liquidity programs that had been created during the GFC, such as the Commercial Paper Funding Facility and the Primary Dealer Credit Facility.

Geographic Composition*

Based on Total Net Assets as of 6/30/20

 

LOGO

*Figures represent the net Fund exposure and include certain derivatives held in the portfolio (or their underlying reference assets) and may not total 100% or may be negative due to rounding, use of any derivatives or other factors.

On March 23, the Fed took its financial market interventions beyond the scope of the GFC programs by creating corporate lending programs, and announcing its intentions to support lending to small- and medium-sized businesses through the newly created Main Street Business Lending Program. The Fed also pledged to buy unlimited government bonds, abandoning the previous quantitative easing targets it had announced a week earlier on March 15.

The heightened demand for U.S. dollars (USD) around the world also led the Fed to expand its liquidity swaps program with foreign central banks beyond the five banks in its standing facility including the European Central Bank (ECB), Bank of Japan (BOJ), Bank of England, Bank of Canada and Swiss National Bank. The swap program was expanded on March 19 to include the Reserve Bank of Australia, Reserve Bank of New Zealand, Danmarks Nationalbank, Norges Bank, Sveriges Riksbank, Bank of Korea, Monetary Authority of Singapore, Banco de Mexico and Banco Central do Brasil. The program enables a foreign central bank to borrow USD directly from the Fed to lend to its own local institutions, facilitating the flow of the world’s reserve

currency. The USD notably strengthened from mid-March to mid-May before broadly weakening over the final six weeks of the period.

On the U.S. fiscal side, Congress passed the Coronavirus Aid, Relief, and Economic Security Act on March 26, a USD$2.2 trillion fiscal relief program designed to provide loans to businesses, income support and unemployment benefits to individuals, and funding for hospitals and public health services. It was the largest economic relief bill in U.S. history and was designed as a stopgap for social distancing policies.

On March 18, ECB President Christine Lagarde unveiled the 750 billion Pandemic Emergency Purchase Programme (PEPP) in an unscheduled mid-week announcement. Lagarde commented that, “there are no limits to our commitment to the euro. We are determined to use the full potential of our tools, within our mandate.” PEPP appeared geared to support the more vulnerable states, as the program has unprecedented flexibility to buy a wide range of eligible securities, including Greek and Italian sovereign debt, as well as corporate commercial paper.

In the second quarter of 2020, global financial markets began to rebound from the extreme lows in March, as central banks and governments deployed massive monetary and fiscal measures to respond to the crisis. Regional economies began to incrementally reopen and improving economic data appeared to bolster optimism that the worst of the economic shocks had passed. Credit spreads tightened in many sectors during the second quarter, returning to levels last seen in early March and late February.

However, sharp resurgences in COVID-19 cases in several regions, including the U.S., Latin America and China amongst others, prompted governments to return to shutdown policies in June. Though several economic measures improved in May and June, the stronger figures reflected a rebound from the extreme low points in March and April, and were not trends that could be extrapolated into the upcoming months, in our assessment.

Unprecedented interventions from the Fed and central banks around the world widened the disconnect between financial markets and real economies during the period. Central bank efforts to bolster liquidity in financial markets have been effective, but they do not replace lost revenues or cure insolvencies; they only deepen the debt burdens. We expected corporate bankruptcies to be the next challenge policymakers will have to face, as business insolvencies appeared likely to worsen with each passing month of stifled

 

 

     
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TEMPLETON EMERGING MARKETS INCOME FUND

 

economic activity. We saw risks for a second significant correction in financial markets.

Rallies in risk assets during the final months of the period appeared to underappreciate the ongoing economic damage and the risks for successive waves of infections that could further suppress economic activity going forward, in our view. Massive unemployment, deepening economic hardship and growing insolvencies will not be fully remedied by partial reopenings or government interventions alone. The longer that economic activity remains suppressed and the longer that workers go without incomes, the more entrenched the economic damage will become.

On the policy front, the Fed maintained its monetary stance at its April and June meetings, and reaffirmed its commitment to using its “full range of tools to support the U.S. economy.” The updated dot plot survey in June indicated that Fed officials expected rates to remain unchanged through 2022. The Fed also updated its projections for U.S. GDP (gross domestic product) growth to -6.5% for 2020 and +5.0% for 2021. It also projected unemployment to be 9.3% at the end of 2020. Fed Chair Jay Powell commented at the end of June during testimony to the House financial services committee that, “the path forward for the economy is extraordinarily uncertain and will depend in large part on our success in containing the virus.” He also continued to emphasize the importance of fiscal support for workers. Powell also indicated that yield curve control was not in imminent consideration and likely not an appropriate tool for U.S. financial markets. In previous comments, he had also ruled out the potential for negative policy rates.

In Europe, the European Commission proposed a 750 billion financing program in May that would deliver up to 500 billion in grants and 250 billion in loans to member states in need of financial support. The program was still in policy discussions at the end of June. On the monetary side, the ECB increased the size of the PEPP by 600 billion to 1.35 trillion at its June 4 policy meeting. Italian bonds rallied on the news, as did the euro, which appreciated 1.2% against the USD in the month of June. The ECB also updated its growth forecast for the eurozone in 2020 to -8.7%, which would be the largest contraction in the post-war era. In May, Lagarde acknowledged that a recovery to previous GDP levels would take at least two to three years.

In Japan, monetary policy responses to the crisis focused more on ensuring businesses had ample access to capital through various loan programs than on lowering the cost of capital. At its April 27 meeting, the BOJ quadrupled the size of its corporate debt purchases. It also announced that it

would remove quantitative easing caps. On the price stability front, deflation returned during the period, despite years of persistent efforts from the BOJ to drive inflation higher. Core

inflation dropped to -0.2% year-over-year in April and May. The BOJ offered no indications on whether the return of deflation would alter monetary policy in the months ahead, but it remained a concern that officials continued to monitor. The BOJ kept overnight interest rates at -0.1% and the yield target on the 10-year Japanese government bond at 0.0% throughout the period.

Nearly every country in the world declared some form of fiscal response to the crisis, with most countries pursuing programs that went beyond the measures they deployed during the GFC. Debt-to-GDP ratios rose significantly in just about every country. On the monetary front, many central banks aggressively cut policy rates during the peaks in financial market volatility in March, but paused on making additional cuts in April, similar to the approaches taken by the Fed and the ECB. Several central banks returned to rate cuts in May and June, with many indicating they intended to respond with additional accommodation as needed. During the period, Brazil cut its policy rate by 225 bps to 2.25%, Mexico by 225 bps to 5.00%, Colombia by 175 bps to 2.50%, India by 115 bps to 4.00%, Indonesia by 75 bps to 4.25%, South Korea by 75 bps to 0.50%, Australia by 50 bps to 0.25%, Norway by 150 bps to 0.00%, Canada by 150 bps to 0.25% and the United Kingdom by 65 bps to 0.10%.

Investment Strategy

We invest selectively in bonds from emerging markets around the world to generate income for the Fund, seeking opportunities while monitoring changes in interest rates, currency exchange rates and credit risk. We seek to manage the Fund’s exposure to various currencies and may use currency forward contracts.

Manager’s Discussion

The strategy was structured around four key pillars during the reporting period: (1) maintaining high liquidity through elevated cash balances and risk-adjusted position weights; (2) holding long exposures to perceived safe-haven assets such as the Japanese yen; (3) targeting appropriate risk-adjusted returns in a select subset of emerging markets; and (4) underweighting overvalued developed fixed income markets, notably longer-term USTs. The strategy continued to emphasize select duration exposures in countries that have attractive risk-adjusted yields, resilient economic fundamentals and prudent fiscal and monetary policies. Several emerging markets continued to offer significantly higher yields than those available in the developed markets.

 

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

 

The strategy entered the reporting period in a de-risked state as the investment team saw elevated global financial market risks that it believed were significantly underappreciated by markets. While the team was not explicitly anticipating the COVID-19 crisis or the collapse in oil prices in the first quarter of 2020, it was concerned that overvalued risk assets were vulnerable to a geopolitical, economic or financial market shock. The team adjusted the risk-sizing of various positions and hedged (using currency forwards) a substantial amount of local-currency emerging market beta risk through proxy hedges (net-negative Australian dollar) and direct hedges (Indian rupee, South Korean won, Mexican peso and Brazilian real). The team also selectively invested in emerging market credit sectors in various regions, preferring countries with growth resiliencies and risk-adjusted value. Early in the period, the strategy maintained negative duration exposure to longer-term USTs as the team believed that inflation pressures, rising deficit spending and surging levels of debt issuance were significantly underappreciated in the longer-term range of the U.S. Treasury yield curve. The team unwound its net-negative positioning in longer-term USTs in March. The strategy held safe-haven assets that it had previously added in the third quarter of 2019, notably the Japanese yen. The strategy also held a net-negative position in the Australian dollar to hedge against broad emerging market risks. During the period, the team used forward currency exchange contracts and currency options to actively manage currencies, and used interest-rate swaps to tactically manage duration exposures.

Top 10 Countries

6/30/20

 

     

% of Total

Net Assets

 

South Korea

     18.0%  

Argentina

     8.1%  

Brazil

     7.0%  

U.S.

     6.8%  

Chile

     6.2%  

Kenya

     5.1%  

Indonesia

     4.5%  

Senegal

     4.5%  

Dominican Republic

     3.1%  

Thailand

     3.1%  

During the period, the Fund’s negative absolute performance was primarily due to currency positions, followed by overall credit exposures. Interest-rate strategies contributed to absolute results. Among currencies, positions in Latin America (the Brazilian real, Argentine peso, Mexican peso

and Colombian peso) and Asia ex-Japan (the Indonesian rupiah) detracted from absolute performance. The Fund maintained low overall portfolio duration while holding duration exposures in select emerging markets. Select duration exposures in Latin America (Argentina) and Africa (Ghana) contributed to absolute results, while negative duration exposure to USTs early in the period detracted. Credit exposures in Latin America and Africa also detracted from absolute return.

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

Sincerely,

Michael Hasenstab, Ph.D.

Lead Portfolio Manager

Calvin Ho

Portfolio Manager

 

 

The foregoing information reflects our analysis, opinions and portfolio holdings as of June 30, 2020, 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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TEMPLETON EMERGING MARKETS INCOME FUND

 

Performance Summary as of June 30, 2020

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 gain 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 6/30/201

 

                     Cumulative Total Return2                                            Average Annual Total Return2                  
    

Based on 

NAV3

 

 

    

Based on 

market price4

 

 

               

Based on 

NAV3

 

 

    

Based on 

market price

 

4 

 

 

6-Month

     -7.87%         -11.18%           -7.87%         -11.18%  

 

 

1-Year

     -11.76%         -16.88%           -11.76%         -16.88%  

 

 

5-Year

     +1.60%         +6.52%           +0.32%         +1.27%  

 

 

10-Year

     +29.59%         +26.25%           +2.63%         +2.36%  

 

 

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 (1/1/20–6/30/20)

 

Net Investment

Income

$0.3155

 

See page 7 for Performance Summary footnotes.

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

PERFORMANCE SUMMARY

 

All investments involve risks, including possible loss of principal. Changes in interest rates will affect the value of the Fund’s portfolio and its share price and yield. Bond prices generally move in the opposite direction of interest rates. Thus, as prices of bonds in the Fund adjust to a rise in interest rates, the Fund’s share price may decline. Special risks are associated with foreign investing, including currency fluctuations, economic instability and political developments of countries where the Fund invests. The Fund’s investments in emerging market countries are subject to all of the risks of foreign investing generally, and have additional 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, including: delays in settling portfolio securities transactions; currency and capital controls; greater sensitivity to interest rate changes; pervasiveness of corruption and crime; currency exchange rate volatility; and inflation, deflation or currency devaluation. Sovereign debt securities are subject to various risks in addition to those relating to debt securities and foreign securities generally, including, but not limited to, the risk that a government entity may be unwilling or unable to pay interest and repay principal on its sovereign debt, or otherwise meet its obligations when due. The markets for particular securities or types of securities are or may become relatively illiquid. Reduced liquidity will have an adverse impact on the security’s value and on the Fund’s ability to sell such securities when necessary to meet the Fund’s liquidity needs or in response to a specific market event. Derivatives, including currency management strategies, involve costs and can create economic leverage in the portfolio that may result in significant volatility and cause the Fund to participate in losses (as well as enable gains) on an amount that exceeds the Fund’s initial investment. The Fund may not achieve the anticipated benefits and may realize losses when a counterparty fails to perform as promised. As a nondiversified investment company, the Fund may invest in a relatively small number of issuers and, as a result, be subject to a greater risk of loss with respect to its portfolio securities. Unexpected events and their aftermaths, such as the spread of deadly diseases; natural, environmental or man-made disasters; financial, political or social disruptions; terrorism and war; and other tragedies or catastrophes, can cause investor fear and panic, which can adversely affect the economies of many companies, sectors, nations, regions and the market in general, in ways that cannot necessarily be foreseen. 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 China Interbank bonds traded on the China Interbank Bond Market (“CIBM”) through the China – Hong Kong Bond Connect program (“Bond Connect”). In China, the Hong Kong Monetary Authority Central Money Markets Unit holds Bond Connect securities on behalf of ultimate investors (such as the Fund) in accounts maintained with a China-based custodian (either the China Central Depository & Clearing Co. or the Shanghai Clearing House). This recordkeeping system subjects the Fund to various risks, including the risk that the Fund may have a limited ability to enforce rights as a bondholder and the risks of settlement delays and counterparty default of the Hong Kong sub-custodian. In addition, enforcing the ownership rights of a beneficial holder of Bond Connect securities is untested and courts in China have limited experience in applying the concept of beneficial ownership. Bond Connect uses the trading infrastructure of both Hong Kong and China and is not available on trading holidays in Hong Kong. As a result, prices of securities purchased through Bond Connect may fluctuate at times when a Fund is unable to add to or exit its position. Securities offered through Bond Connect may lose their eligibility for trading through the program at any time. If Bond Connect securities lose their eligibility for trading through the program, they may be sold but can no longer be purchased through Bond Connect.

Bond Connect is subject to regulation by both Hong Kong and China and there can be no assurance that further regulations will not affect the availability of securities in the program, the frequency of redemptions or other limitations. Bond Connect trades are settled in Chinese currency, the renminbi (“RMB”). It cannot be guaranteed that investors will have timely access to a reliable supply of RMB in Hong Kong. Bond Connect is relatively new and its effects on the Chinese interbank bond market are uncertain. In addition, the trading, settlement and IT systems required for non-Chinese investors in Bond Connect are relatively new. In the event of systems malfunctions, trading via Bond Connect could be disrupted. In addition, the Bond Connect program may be subject to further interpretation and guidance. There can be no assurance as to the program’s continued existence or whether future developments regarding the program may restrict or adversely affect the Fund’s investments or returns. Finally, uncertainties in China tax rules governing taxation of income and gains from investments via Bond Connect could result in unexpected tax liabilities for a Fund.

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 Bond Connect program, are uncertain, and may have a detrimental effect on the Fund’s investments and returns.

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 2/28/21. 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 INCOME 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.

    

 

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

 

Financial Highlights

 

    

Six Months Ended

June 30, 2020

          Year Ended December 31,            Year Ended August 31,  
      (unaudited)     2019     2018     2017     2016a     2016     2015  
Per share operating performance
(for a share outstanding throughout the period)
              

Net asset value, beginning of period

     $ 9.95       $10.93       $12.75       $12.17       $12.11       $12.00       $14.39  

Income from investment operations:

              

 Net investment incomeb

     0.22       0.66       0.83       0.85       0.25       0.77       0.93  

 Net realized and unrealized gains (losses)

     (0.88     (0.86     (1.76     0.35       0.21       0.16       (2.18

Total from investment operations

     (0.66     (0.20     (0.93     1.20       0.46       0.93       (1.25

Less distributions from:

              

 Net investment income and net foreign currency gains

     (0.32     (0.78     (0.65     (0.62     (0.13     (0.40     (0.79

 Net realized gains

                             (0.03     (0.02     (0.35

 Tax return of capital

                 (0.24           (0.24     (0.40      

Total distributions

     (0.32     (0.78     (0.89     (0.62     (0.40     (0.82     (1.14

Net asset value, end of period

     $ 8.97       $ 9.95       $10.93       $12.75       $12.17       $12.11       $12.00  

Market value, end of periodc

     $ 7.85       $ 9.19       $ 9.62       $11.17       $10.91       $11.03       $ 9.97  

Total return (based on market value per share)d

     (11.18)%       3.48%       (6.26)%       8.11%       2.57%       19.78%       (17.94)%  

Ratios to average net assetse

              

Expenses before waiver and payments by affiliates

     1.14%       1.17%       1.17%       1.09%       1.09%       1.12%       1.10%  

Expenses net of waiver and payments by affiliates

     1.08%       1.06%       1.14% f       1.05% f       1.04% f       1.10%       1.09%  

Net investment income

     4.69%       6.20%       7.00%       6.60%       6.22%       6.56%       7.19%  

Supplemental data

              

Net assets, end of period (000’s)

     $430,501       $477,471       $524,451       $611,845       $584,135       $581,158       $576,069  

Portfolio turnover rate

     24.41%       27.69%       13.69%       13.46%       11.74%       27.98%       23.57%  

aFor the period September 1, 2016 to December 31, 2016.

bBased on average daily shares outstanding.

cBased on the last sale on the New York Stock Exchange.

dTotal return is not annualized for periods less than one year.

eRatios are annualized for periods less than one year.

fBenefit of expense reduction rounds to less than 0.01%.

 

     
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9


TEMPLETON EMERGING MARKETS INCOME FUND

 

Statement of Investments, June 30, 2020 (unaudited)

 

     

Shares/

Warrants

          Value  

Common Stocks and Other Equity Interests 0.1%

       

Mexico 0.0%

       

a,bCorporacion GEO SAB de CV, B

     221,287        $  

a,bCorporacion GEO SAB de CV, wts., 12/30/27

     346,196           
       

 

 

 
           
       

 

 

 

South Africa 0.1%

       

a,b,cK2016470219 South Africa Ltd., A

     93,760,463           

a,b,cK2016470219 South Africa Ltd., B

     161,018,517           

aPlatinum Group Metals Ltd.

     364,404          532,030  

a,dPlatinum Group Metals Ltd., 144A

     48,837          72,668  
       

 

 

 
          604,698  
       

 

 

 

United Republic of Tanzania 0.0%

       

a,bSwala (PAEM) Ltd., wts., 1/15/23

     787,500          58,264  
       

 

 

 

Total Common Stocks and Other Equity Interests
(Cost $9,801,849)

          662,962  
       

 

 

 
    

Principal

Amount

 

    

Convertible Bonds 0.7%

       

Jamaica 0.0%

       

d,eDigicel Group 0.5 Ltd., cvt., sub. bond, 144A, PIK, 7.00%, 10/01/68

     505,435          43,736  
       

 

 

 

South Africa 0.7%

       

  Platinum Group Metals Ltd., cvt., 6.875%, 7/01/22

     4,000,000          3,000,000  
       

 

 

 

Total Convertible Bonds
(Cost $4,093,608)

          3,043,736  
       

 

 

 

Foreign Government and Agency Securities 69.4%

       

Argentina 8.1%

       

f,gArgentina Treasury Bond BONCER,

       

Index Linked, 1.20%, 3/18/22

     689,745,144     ARS      6,525,070  

Index Linked, 1.40%, 3/25/23

     168,171,326     ARS      1,423,060  

Index Linked, 1.50%, 3/25/24

     168,171,332     ARS      1,328,696  

fArgentine Bonos del Tesoro,

       

18.20%, 10/03/21

     216,238,000     ARS      1,571,182  

16.00%, 10/17/23

     96,102,000     ARS      482,215  

senior note, 15.50%, 10/17/26

     354,647,000     ARS      1,275,244  

hGovernment of Argentina,

       

senior bond, 7.125%, 7/06/36

     15,000,000          5,892,075  

senior note, 7.50%, 4/22/26

     15,000,000          6,145,350  

senior note, 6.875%, 1/26/27

     25,000,000          10,143,750  
       

 

 

 
          34,786,642  
       

 

 

 

Brazil 7.0%

       

Letra Tesouro Nacional,

       

Strip, 7/01/20

     105,180 i     BRL      19,344,343  

Strip, 4/01/21

     1,220 i     BRL      220,829  

Strip, 7/01/21

     24,410 i     BRL      4,386,338  

Strip, 1/01/22

     8,320 i     BRL      1,464,337  

 

     

10

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TEMPLETON EMERGING MARKETS INCOME FUND

STATEMENT OF INVESTMENTS (UNAUDITED)

 

      

Principal

Amount

 

         Value  

Foreign Government and Agency Securities (continued)

       

Brazil (continued)

       

Nota do Tesouro Nacional,

       

10.00%, 1/01/21

     15,096 i     BRL    $ 2,882,416  

10.00%, 1/01/29

     8,440 i     BRL      1,869,164  
       

 

 

 
          30,167,427  
       

 

 

 

Chile 6.2%

       

Bonos de la Tesoreria de la Republica en pesos,

       

2.50%, 3/01/25

     2,530,000,000     CLP      3,271,671  

d,j144A, Reg S, 4.00%, 3/01/23

     17,380,000,000     CLP      23,240,620  
       

 

 

 
          26,512,291  
       

 

 

 

Colombia 2.9%

       

Government of Colombia,

       

senior bond, 7.75%, 4/14/21

     2,433,000,000     COP      665,001  

senior bond, 4.375%, 3/21/23

     164,000,000     COP      43,887  

senior bond, 9.85%, 6/28/27

     262,000,000     COP      88,121  

Titulos de Tesoreria,

       

B, 7.75%, 9/18/30

     10,016,000,000     COP      2,929,347  

senior bond, B, 11.00%, 7/24/20

     1,655,000,000     COP      442,511  

senior bond, B, 7.00%, 5/04/22

     2,445,000,000     COP      695,796  

senior bond, B, 10.00%, 7/24/24

     4,932,000,000     COP      1,616,776  

senior bond, B, 7.50%, 8/26/26

     16,738,000,000     COP      5,076,225  

senior bond, B, 6.00%, 4/28/28

     3,627,000,000     COP      982,918  
       

 

 

 
          12,540,582  
       

 

 

 

Dominican Republic 3.1%

       

jGovernment of the Dominican Republic, senior bond, Reg S, 6.85%, 1/27/45

     14,000,000          13,489,000  
       

 

 

 

El Salvador 0.5%

       

dGovernment of El Salvador, 144A, 7.65%, 6/15/35

     2,650,000          2,312,125  
       

 

 

 

Ethiopia 2.3%

       

dGovernment of Ethiopia, 144A, 6.625%, 12/11/24

     10,000,000          10,044,770  
       

 

 

 

Ghana 1.8%

       

Government of Ghana,

       

24.75%, 3/01/21

     350,000     GHS      63,474  

16.25%, 5/17/21

     8,220,000     GHS      1,412,047  

24.50%, 6/21/21

     5,670,000     GHS      1,040,896  

24.75%, 7/19/21

     7,080,000     GHS      1,303,555  

19.50%, 10/18/21

     5,917,000     GHS      1,044,089  

18.75%, 1/24/22

     540,000     GHS      94,656  

16.50%, 2/06/23

     6,750,000     GHS      1,128,270  

19.75%, 3/25/24

     360,000     GHS      63,452  

19.00%, 11/02/26.

     2,930,000     GHS      469,608  

senior note, 18.25%, 9/21/20

     2,210,000     GHS      386,060  

senior note, 16.50%, 3/22/21

     170,000     GHS      29,353  

senior note, 18.25%, 7/25/22

     3,470,000     GHS      602,667  

senior note, 16.25%, 4/07/25

     1,660,000     GHS      244,094  
       

 

 

 
          7,882,221  
       

 

 

 

 

     
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11


TEMPLETON EMERGING MARKETS INCOME FUND

STATEMENT OF INVESTMENTS (UNAUDITED)

 

      

Principal

Amount

 

         Value  

Foreign Government and Agency Securities (continued)

       

India 0.4%

       

Government of India,

       

senior bond, 8.35%, 5/14/22

     20,200,000     INR    $ 283,120  

senior note, 8.83%, 11/25/23

     90,800,000     INR      1,347,109  
       

 

 

 
          1,630,229  
       

 

 

 

Indonesia 4.5%

       

Government of Indonesia,

       

senior bond, FR31, 11.00%, 11/15/20

     134,139,000,000     IDR      9,645,506  

senior bond, FR39, 11.75%, 8/15/23

     1,780,000,000     IDR      144,448  

senior bond, FR40, 11.00%, 9/15/25

     26,450,000,000     IDR      2,200,611  

senior bond, FR44, 10.00%, 9/15/24

     1,066,000,000     IDR      84,502  

senior bond, FR46, 9.50%, 7/15/23

     80,000,000,000     IDR      6,131,184  

senior bond, FR53, 8.25%, 7/15/21

     6,465,000,000     IDR      468,651  

senior bond, FR61, 7.00%, 5/15/22

     5,185,000,000     IDR      372,644  

senior bond, FR63, 5.625%, 5/15/23

     3,071,000,000     IDR      213,020  

senior bond, FR70, 8.375%, 3/15/24

     2,952,000,000     IDR      220,649  
       

 

 

 
          19,481,215  
       

 

 

 

Kenya 5.1%

       

Government of Kenya,

       

dsenior note, 144A, 6.875%, 6/24/24

     13,863,000          14,121,892  

jsenior note, Reg S, 6.875%, 6/24/24

     7,700,000          7,843,797  
       

 

 

 
          21,965,689  
       

 

 

 

Mexico 0.5%

       

Government of Mexico,

       

senior bond, M, 6.50%, 6/10/21

     20,000 k     MXN      88,458  

senior bond, M, 6.50%, 6/09/22

     157,900 k     MXN      710,776  

senior bond, M, 8.00%, 12/07/23

     155,300 k     MXN      745,247  

senior note, M, 7.25%, 12/09/21

     120,000 k     MXN      540,894  
       

 

 

 
          2,085,375  
       

 

 

 

Senegal 4.5%

       

dGovernment of Senegal, 144A, 6.25%, 7/30/24

     18,330,000          19,306,182  
       

 

 

 

Serbia 1.4%

       

dGovernment of Serbia, senior note, 144A, 7.25%, 9/28/21

     5,671,000          6,048,382  
       

 

 

 

South Korea 18.0%

       

Korea Treasury Bond,

       

senior note, 1.875%, 6/10/26

     24,228,000,000     KRW      20,953,673  

senior note, 1.375%, 12/10/29

     67,709,000,000     KRW      56,465,765  
       

 

 

 
          77,419,438  
       

 

 

 

Thailand 3.1%

       

Bank of Thailand Bond,

       

senior note, 1.95%, 11/26/20

     201,000,000     THB      6,545,746  

senior note, 0.90%, 2/24/22

     201,000,000     THB      6,551,227  
       

 

 

 
          13,096,973  
       

 

 

 

Total Foreign Government and Agency Securities
(Cost $373,422,965)

          298,768,541  
       

 

 

 

 

     

12

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TEMPLETON EMERGING MARKETS INCOME FUND

STATEMENT OF INVESTMENTS (UNAUDITED)

 

     

Principal

Amount*

            Value  

U.S. Government and Agency Securities (Cost $28,693,496) 6.8%

       

United States 6.8%

       

U.S. Treasury Note, 1.125%, 8/31/21

     28,800,000        $ 29,119,500  
       

 

 

 

Quasi-Sovereign and Corporate Bonds 4.3%

       

Costa Rica 3.0%

       

b,cReventazon Finance Trust, secured bond, first lien, 144A, 8.00%, 11/15/33

     12,877,920          12,713,027  
       

 

 

 

Jamaica 0.0%

       

d,eDigicel Group 0.5 Ltd., senior note, 144A, PIK, 8.00%, 4/01/25

     338,072          92,970  
       

 

 

 

South Africa 0.0%

       

b,d,eK2016470219 South Africa Ltd.,

       

senior secured note, 144A, PIK, 3.00%, 12/31/22

     7,655,478          -  

senior secured note, 144A, PIK, 8.00%, 12/31/22

     2,467,046       EUR        3,464  

b,d,eK2016470260 South Africa Ltd., senior secured note, 144A, PIK, 25.00%, 12/31/22

     38,562,143          192,811  
       

 

 

 
          196,275  
       

 

 

 

United Republic of Tanzania 1.3%

       

b,c,hSwala (PAEM) Ltd., senior note, 144A, 14.50%, 1/15/23

     13,900,000          5,364,316  
       

 

 

 

Total Quasi-Sovereign and Corporate Bonds (Cost $60,209,517)

          18,366,588  
       

 

 

 

Total Investments before Short Term Investments (Cost $476,221,435)

          349,961,327  
       

 

 

 

Short Term Investments 15.9%

       

Foreign Government and Agency Securities 4.0%

       

Argentina 0.3%

       

f,gArgentina Treasury Bond BONCER, Index Linked, 1.10%, 4/17/21

     56,578,000       ARS        550,739  

f,gLetras de la Nacion Argentina con Ajuste por CER, Index Linked, 0.00%, 12/04/20

     92,055,300       ARS        906,171  
       

 

 

 
          1,456,910  
       

 

 

 

Brazil 2.7%

       

Letra Tesouro Nacional, Strip, 10/01/20

     63,110 i       BRL        11,547,048  
       

 

 

 

Chile 0.9%

       

Bonos de la Tesoreria de la Republica en pesos,

       

4.50%, 2/28/21

     760,000,000       CLP        951,364  

senior note, 4.50%, 3/01/21.

     2,205,000,000       CLP        2,762,059  
       

 

 

 
          3,713,423  
       

 

 

 

Mexico 0.1%

       

lMexico Treasury Bill, 7/16/20 - 2/25/21

     951,040 m       MXN        404,462  
       

 

 

 

Total Foreign Government and Agency Securities
(Cost $18,258,046)

          17,121,843  
       

 

 

 

Total Investments before Money Market Funds
(Cost $494,479,481)

          367,083,170  
       

 

 

 

 

     
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13


TEMPLETON EMERGING MARKETS INCOME FUND

STATEMENT OF INVESTMENTS (UNAUDITED)

 

      Shares        Value  

Short Term Investments (continued)

       

Money Market Funds (Cost $51,163,020) 11.9%

       

United States 11.9%

       

n,oInstitutional Fiduciary Trust Money Market Portfolio, 0.00%

     51,163,020        $ 51,163,020  
       

 

 

 

Total Investments (Cost $545,642,501) 97.2%

          418,246,190  

Other Assets, less Liabilities 2.8%

          12,254,533  
       

 

 

 

Net Assets 100.0%

        $ 430,500,723  
       

 

 

 

Rounds to less than 0.1% of net assets.

*The principal amount is stated in U.S. dollars unless otherwise indicated.

aNon-income producing.

bFair valued using significant unobservable inputs. See Note 12 regarding fair value measurements.

cSee Note 10 regarding restricted securities.

dSecurity was purchased pursuant to Rule 144A under the Securities Act of 1933 and may be sold in transactions exempt from registration only to qualified institutional buyers or in a public offering registered under the Securities Act of 1933. At June 30, 2020, the aggregate value of these securities was $75,479,620, representing 17.5% of net assets.

eIncome may be received in additional securities and/or cash.

fSecurities denominated in Argentine Peso have been designated as Level 3 investments. See Note 12 regarding fair value measurements.

gRedemption price at maturity is adjusted for inflation. See Note 1(g).

hSee Note 7 regarding defaulted securities.

iPrincipal amount is stated in 1,000 Brazilian Real Units.

jSecurity 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. At June 30, 2020, the aggregate value of these securities was $44,573,417, representing 10.3% of net assets.

kPrincipal amount is stated in 100 Mexican Peso Units.

lThe security was issued on a discount basis with no stated coupon rate.

mPrincipal amount is stated in 10 Mexican Peso Units.

nSee Note 3(c) regarding investments in affiliated management investment companies.

oThe rate shown is the annualized seven-day effective yield at period end.

At June 30, 2020, the Fund had the following forward exchange contracts outstanding. See Note 1(c).

Forward Exchange Contracts

 

Currency    Counterpartya    Type      Quantity       

Contract

Amount

 

*  

      

Settlement

Date

 

 

    

Unrealized

Appreciation

 

 

    

Unrealized

Depreciation

 

 

 

 

OTC Forward Exchange Contracts

                      

Brazilian Real

   CITI      Buy      17,893,387        3,300,754          7/02/20        $      $ (9,890

Brazilian Real

   CITI      Sell      17,893,387        3,089,685          7/02/20               (201,178

Brazilian Real

   HSBK      Buy      21,212,000        3,888,543          7/02/20        12,663         

Brazilian Real

   HSBK      Sell      21,212,000        4,186,452          7/02/20        285,246         

Australian Dollar

   HSBK      Sell      4,684,987        351,655,124     JPY      7/13/20        24,285         

Australian Dollar

   JPHQ      Sell      7,155,240        538,274,416     JPY      7/13/20        48,225         

Australian Dollar

   JPHQ      Sell      8,080,000        603,361,880     JPY      7/14/20        12,969         

Brazilian Real

   CITI      Sell      17,893,387        3,298,989          7/15/20        10,066         

Brazilian Real

   HSBK      Sell      21,212,000        3,886,690          7/15/20               (12,216

Euro

   UBSW      Buy      2,688,465        2,929,056          7/23/20        92,875         

Euro

   UBSW      Sell      2,688,465        3,052,618          7/23/20        30,687         

Brazilian Real

   CITI      Sell      17,921,813        3,089,685          8/04/20               (201,514

Brazilian Real

   HSBK      Sell      9,103,900        1,735,597          8/04/20        63,738         

Brazilian Real

   HSBK      Sell      22,612,982        3,962,185          8/04/20               (190,510

Brazilian Real

   JPHQ      Sell      3,978,151        713,020          8/04/20               (17,536

 

     

14

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TEMPLETON EMERGING MARKETS INCOME FUND

STATEMENT OF INVESTMENTS (UNAUDITED)

Forward Exchange Contracts (continued)

 

Currency    Counterpartya    Type      Quantity       

Contract

Amount

 

*  

      

Settlement

Date

 

 

    

Unrealized

Appreciation

 

 

    

Unrealized

Depreciation

 

 

 

 

OTC Forward Exchange Contracts (continued)

                   

Australian Dollar

   JPHQ      Sell      12,863,375        915,900,977     JPY      8/21/20      $      $ (390,837

Japanese Yen

   HSBK      Buy      270,613,000        2,455,851          8/21/20        52,085         

Australian Dollar

   CITI      Sell      4,895,964        347,508,940     JPY      8/24/20               (158,805

Euro

   HSBK      Buy      451,998        54,351,849     JPY      8/24/20        4,692         

Euro

   HSBK      Sell      451,998        53,411,296     JPY      8/24/20               (13,409

Australian Dollar

   CITI      Sell      4,909,036        348,045,718     JPY      8/26/20               (162,788

Japanese Yen

   CITI      Buy      553,703,100        5,147,829          8/26/20               (16,008

Japanese Yen

   CITI      Buy      982,474,600        8,881,929          8/26/20        223,825         

Japanese Yen

   JPHQ      Buy      393,675,600        3,661,026          8/26/20               (12,368

Japanese Yen

   JPHQ      Buy      393,683,300        3,594,378          8/27/20        54,396         

Brazilian Real

   CITI      Sell      25,750,000        4,593,290          9/02/20               (129,733

Brazilian Real

   CITI      Sell      28,906,082        5,404,824          9/02/20        102,918         

Brazilian Real

   HSBK      Sell      28,097,682        4,828,288          9/02/20               (325,343

Japanese Yen

   HSBK      Buy      433,857,810        4,112,049          9/08/20               (90,136

Japanese Yen

   JPHQ      Buy      187,307,730        1,757,974          9/08/20               (21,609

Japanese Yen

   HSBK      Buy      197,218,070        1,857,726          9/09/20               (29,460

Australian Dollar

   CITI      Sell      1,753,000        134,148,325     JPY      9/10/20        33,554         

Australian Dollar

   HSBK      Sell      4,685,013        351,305,699     JPY      9/11/20        22,843         

Australian Dollar

   HSBK      Sell      6,170,000        418,036,010     JPY      9/14/20               (383,398

Australian Dollar

   JPHQ      Sell      7,154,760        537,676,614     JPY      9/14/20        46,037         

Australian Dollar

   JPHQ      Sell      7,290,000        494,933,044     JPY      9/14/20               (443,596

Australian Dollar

   HSBK      Sell      3,130,000        228,292,810     JPY      9/17/20               (43,961

South Korean Won

   DBAB      Sell      20,750,000,000        16,931,865          9/21/20               (377,758

Japanese Yen

   JPHQ      Buy      1,059,920,515        9,884,663          9/23/20               (56,547

Japanese Yen

   BNDP      Buy      470,934,275        4,411,748          9/24/20               (44,934

Japanese Yen

   HSBK      Buy      1,099,961,580        10,162,716          9/24/20        36,855         

Brazilian Real

   HSBK      Sell      21,126,500        3,962,953          10/02/20        92,004         

Brazilian Real

   JPHQ      Sell      631,627        110,680          10/02/20               (5,051

Mexican Peso

   CITI      Sell      2,091,000        81,939          10/08/20               (7,872

Mexican Peso

   CITI      Sell      2,145,000        104,092          10/08/20        11,961         

Mexican Peso

   CITI      Sell      1,611,000        78,066          10/09/20        8,879         

Euro

   DBAB      Buy      3,298,550        3,612,028          10/15/20        103,030         

Euro

   DBAB      Sell      3,298,550        3,720,830          10/15/20        5,773         

Euro

   HSBK      Buy      826,000        903,878          10/16/20        26,446         

Euro

   HSBK      Sell      826,000        934,433          10/16/20        4,109         

Japanese Yen

   HSBK      Buy      23,595,850        220,610          10/21/20               (1,678

Japanese Yen

   JPHQ      Buy      193,258,450        1,801,902          10/23/20               (8,684

Euro

   DBAB      Buy      1,506,000        1,649,404          10/26/20        47,273         

Euro

   DBAB      Sell      1,506,000        1,714,461          10/26/20        17,783         

Japanese Yen

   CITI      Buy      135,027,415        1,268,733          10/30/20               (15,622

Brazilian Real

   CITI      Sell      27,650,000        5,038,541          11/04/20               (22,284

Thailand Baht

   DBAB      Sell      200,820,000        6,197,317          11/12/20               (313,565

Chilean Peso

   SANT      Sell      15,596,759,667        19,018,119          11/19/20               (16,918

South Korean Won

   DBAB      Sell      25,843,970,000        21,067,881          11/19/20               (509,530

South Korean Won

   SCNY      Sell      25,376,000,000        20,688,081          11/19/20               (498,617

Australian Dollar

   JPHQ      Sell      1,837,625        134,665,558     JPY      11/24/20               (17,939

Chilean Peso

   SANT      Sell      902,136,182        1,178,801          12/07/20        77,414         

Japanese Yen

   HSBK      Buy      197,218,080        1,814,835          12/08/20        17,145         

 

     
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15


TEMPLETON EMERGING MARKETS INCOME FUND

STATEMENT OF INVESTMENTS (UNAUDITED)

Forward Exchange Contracts (continued)

 

Currency    Counterpartya    Type      Quantity       

Contract

Amount

 

* 

      

Settlement

Date

 

 

    

Unrealized

Appreciation

 

 

    

Unrealized

Depreciation

 

 

 

 

OTC Forward Exchange Contracts (continued)

                   

Japanese Yen

   JPHQ      Buy      187,307,730        1,724,272                   12/08/20        $ 15,648        $  

Chilean Peso

   SANT      Sell      902,566,431        1,169,193          12/09/20        67,239         

Chilean Peso

   SANT      Sell      2,025,241,932        2,570,528          12/15/20        97,605         

Chilean Peso

   SANT      Sell      499,488,310        632,160          12/17/20        22,236         

Chilean Peso

   JPHQ      Sell      264,717,477        338,275          12/18/20        15,024         

Japanese Yen

   HSBK      Buy      758,744,000        7,083,651          12/18/20               (33,906

Japanese Yen

   MSCS      Buy      620,000,000        5,860,446          12/18/20               (99,818

Chilean Peso

   JPHQ      Sell      2,822,589,968        3,538,410          12/21/20        91,491         

South Korean Won

   DBAB      Sell      20,750,000,000        16,945,692          12/21/20               (385,808

Japanese Yen

   JPHQ      Buy      315,307,255        2,960,770          12/22/20               (30,864

Japanese Yen

   BNDP      Buy      470,934,275        4,418,703          12/24/20               (42,464

Chilean Peso

   SANT      Sell      213,476,833        278,527          3/01/21        17,694         

Mexican Peso

   CITI      Sell      1,586,000        70,427          3/11/21        3,528         

Chilean Peso

   SANT      Sell      592,847,531        763,241          3/18/21        38,801         

Thailand Baht

   DBAB      Sell      103,890,000        3,158,423          4/09/21               (211,192

Thailand Baht

   DBAB      Sell      98,220,000        2,988,590          4/12/21               (197,148

Chilean Peso

   SANT      Sell      676,690,253        880,992          6/07/21        53,606         

Chilean Peso

   SANT      Sell      676,860,053        874,383          6/08/21        46,783         
                   

 

 

 

Total Forward Exchange Contracts

                     $   2,039,431        $   (5,752,494
                   

 

 

 

Net unrealized appreciation (depreciation)

                      $ (3,713,063
                      

 

 

 

*In U.S. dollars unless otherwise indicated.

aMay be comprised of multiple contracts with the same counterparty, currency and settlement date.

 

See Abbreviations on page 32.

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

FINANCIAL STATEMENTS

 

Statement of Assets and Liabilities

June 30, 2020 (unaudited)

 

Assets:

  

Investments in securities:

  

Cost - Unaffiliated issuers

     $ 494,479,481  

Cost - Non-controlled affiliates (Note 3c)

     51,163,020  
  

 

 

 

Value - Unaffiliated issuers

     $ 367,083,170  

Value - Non-controlled affiliates (Note 3c)

     51,163,020  

Restricted cash for OTC derivative contracts (Note 1d)

     270,000  

Restricted currency, at value (cost $19,794) (Note 1e)

     21,347  

Foreign currency, at value (cost $229,562)

     235,939  

Receivables:

  

Investment securities sold

     18,410,730  

Interest

     3,815,683  

Deposits with brokers for:

  

  OTC derivative contracts

     3,060,000  

Unrealized appreciation on OTC forward exchange contracts

     2,039,431  
  

 

 

 

Total assets

             446,099,320  
  

 

 

 

Liabilities:

  

Payables:

  

Management fees

     347,917  

Trustees’ fees and expenses

     2,906  

Deposits from brokers for:

  

  OTC derivative contracts

     270,000  

Due to brokers

     8,810,744  

Unrealized depreciation on OTC forward exchange contracts

     5,752,494  

Deferred tax

     234,850  

Accrued expenses and other liabilities

     179,686  
  

 

 

 

Total liabilities

     15,598,597  
  

 

 

 

Net assets, at value

     $ 430,500,723  
  

 

 

 

Net assets consist of:

  

Paid-in capital

     $ 636,572,493  

Total distributable earnings (losses)

     (206,071,770
  

 

 

 

Net assets, at value

     $ 430,500,723  
  

 

 

 

Shares outstanding

     47,998,418  
  

 

 

 

Net asset value per share

     $8.97  
  

 

 

 

 

     
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17


TEMPLETON EMERGING MARKETS INCOME FUND

FINANCIAL STATEMENTS

 

Statement of Operations

for the six months ended June 30, 2020 (unaudited)

 

Investment income:

  

Dividends:

  

Non-controlled affiliates (Note 3c)

       $ 250,102  

Interest:(net of foreign taxes)~

  

Unaffiliated issuers:

  

  Inflation principal adjustments

     817,816  

  Paid in cash

     11,687,282  
  

 

 

 

Total investment income

     12,755,200  
  

 

 

 

Expenses:

  

Management fees (Note 3a)

     2,211,045  

Transfer agent fees

     78,071  

Custodian fees (Note 4)

     56,935  

Reports to shareholders

     23,950  

Registration and filing fees

     23,954  

Professional fees

     48,881  

Trustees’ fees and expenses

     40,663  

Other

     12,873  
  

 

 

 

Total expenses

     2,496,372  

Expenses waived/paid by affiliates (Note 3c)

     (123,787
  

 

 

 

  Net expenses

     2,372,585  
  

 

 

 

    Net investment income

     10,382,615  
  

 

 

 

Realized and unrealized gains (losses):

  

Net realized gain (loss) from:

  

Investments:#

  

  Unaffiliated issuers

     (17,190,441

Foreign currency transactions

     (1,119,919

Forward exchange contracts

     (320,329

Swap contracts

     (6,378,671
  

 

 

 

    Net realized gain (loss)

     (25,009,360
  

 

 

 

Net change in unrealized appreciation (depreciation) on:

  

Investments:

  

  Unaffiliated issuers

     (20,877,631

Translation of other assets and liabilities denominated in foreign currencies

     (63,375

Forward exchange contracts

     (177,134

Swap contracts

     3,772,792  

Change in deferred taxes on unrealized appreciation

     144,862  
  

 

 

 

    Net change in unrealized appreciation (depreciation)

     (17,200,486
  

 

 

 

Net realized and unrealized gain (loss)

     (42,209,846
  

 

 

 

Net increase (decrease) in net assets resulting from operations

       $ (31,827,231
  

 

 

 
  

~Foreign taxes withheld on interest

       $ 89,300  

#Net of foreign taxes

       $ 178,020  

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

FINANCIAL STATEMENTS

 

Statements of Changes in Net Assets

 

     

  Six Months Ended

June 30, 2020

(unaudited)

   

Year Ended

December 31, 2019

 

Increase (decrease) in net assets:

    

Operations:

    

Net investment income

     $  10,382,615       $  31,550,001  

Net realized gain (loss)

     (25,009,360     (10,734,734

Net change in unrealized appreciation (depreciation)

     (17,200,486     (30,255,161
  

 

 

 

Net increase (decrease) in net assets resulting from operations

     (31,827,231     (9,439,894
  

 

 

 

Distributions to shareholders

     (15,143,501     (37,539,564
  

 

 

 

Total distributions to shareholders

     (15,143,501     (37,539,564
  

 

 

 

Net increase (decrease) in net assets

     (46,970,732     (46,979,458

Net assets:

    

Beginning of period

     477,471,455       524,450,913  
  

 

 

 

End of period

     $430,500,723       $477,471,455  
  

 

 

 

 

     
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19


TEMPLETON EMERGING MARKETS INCOME FUND

 

Notes to Financial Statements (unaudited)

 

1. Organization and Significant Accounting Policies

Templeton Emerging Markets Income 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 each business day as of 4 p.m. Eastern time or the regularly scheduled close of the New York Stock Exchange (NYSE), whichever is earlier. 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 Fund may 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. dollar 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.

Debt securities generally trade in the OTC market rather than on a securities exchange. The Fund’s pricing services use multiple valuation techniques to determine fair value. In instances where sufficient market activity exists, the pricing services may utilize a market-based approach through which

quotes from market makers are used to determine fair value. In instances where sufficient market activity may not exist or is limited, the pricing services also utilize proprietary valuation models which may consider market characteristics such as benchmark yield curves, credit spreads, estimated default rates, anticipated market interest rate volatility, coupon rates, anticipated timing of principal repayments, underlying collateral, and other unique security features in order to estimate the relevant cash flows, which are then discounted to calculate the fair value. Securities denominated in a foreign currency are converted into their U.S. dollar equivalent at the foreign exchange rate in effect at 4 p.m. Eastern time on the date that the values of the foreign debt securities are determined.

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

Certain derivative financial instruments are centrally cleared or trade in the OTC market. The Fund’s pricing services use various techniques including industry standard option pricing models and proprietary discounted cash flow models to determine the fair value of those instruments. The Fund’s net benefit or obligation under the derivative contract, as measured by the fair value of the contract, is included in net assets.

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 Fund 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.

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. Events can occur between the time at which trading in a foreign security is completed and 4 p.m. Eastern time that might call into

 

 

     

20

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TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

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, an independent pricing service may be used to adjust the value of the Fund’s portfolio securities to the latest indications of fair value at 4 p.m. Eastern time. At June 30, 2020, certain securities may have been fair valued using these procedures, in which case the securities were categorized as Level 2 inputs within the fair value hierarchy. See the Fair Value Measurements note for more information.

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.  Derivative Financial Instruments

The Fund invested in derivative financial instruments in order to manage risk or gain exposure to various other investments or markets. Derivatives are financial contracts based on an underlying or notional amount, require no initial investment or an initial net investment that is smaller than would normally be required to have a similar response to changes in market factors, and require or permit net settlement. Derivatives contain various risks including the potential inability of the counterparty to fulfill their obligations under the terms of the contract, the potential for an illiquid secondary market, and/or the potential for market movements which expose the Fund to gains or losses in excess of the amounts shown in the Statement of Assets and Liabilities. Realized gain and loss and unrealized appreciation and depreciation on these contracts for the period are included in the Statement of Operations.

Derivative counterparty credit risk is managed through a formal evaluation of the creditworthiness of all potential counterparties. The Fund attempts to reduce its exposure to counterparty credit risk on OTC derivatives, whenever possible, by entering into International Swaps and Derivatives Association (ISDA) master agreements with certain counterparties. These agreements contain various provisions, including but not limited to collateral requirements, events of default, or early termination. Termination events applicable to the counterparty include certain deteriorations in the credit quality of the counterparty. Termination events applicable to the Fund include failure of the Fund to maintain certain net asset levels and/or limit the decline in net assets over various periods of time. In the event of default or early termination, the ISDA master agreement gives the non-defaulting party the right to net and close-out all transactions traded, whether or not arising under the ISDA agreement, to one net amount payable by one counterparty to the other. However, absent an event of default or early termination, OTC derivative assets

 

 

     
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21


TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

1.  Organization and Significant Accounting Policies (continued)

c.  Derivative Financial Instruments (continued)

and liabilities are presented gross and not offset in the Statement of Assets and Liabilities. Early termination by the counterparty may result in an immediate payment by the Fund of any net liability owed to that counterparty under the ISDA agreement.

Collateral requirements differ by type of derivative. Collateral terms are contract specific for OTC derivatives. For OTC derivatives traded under an ISDA master agreement, posting of collateral is required by either the Fund or the applicable counterparty if the total net exposure of all OTC derivatives with the applicable counterparty exceeds the minimum transfer amount, which typically ranges from $100,000 to $250,000, and can vary depending on the counterparty and the type of the agreement. Generally, collateral is determined at the close of Fund business each day and any additional collateral required due to changes in derivative values may be delivered by the Fund or the counterparty the next business day, or within a few business days. Collateral pledged and/or received by the Fund, if any, is held in segregated accounts with the Fund’s custodian/counterparty broker and can be in the form of cash and/or securities. Unrestricted cash may be invested according to the Fund’s investment objectives. To the extent that the amounts due to the Fund from its counterparties are not subject to collateralization or are not fully collateralized, the Fund bears the risk of loss from counterparty non-performance.

The Fund entered into OTC forward exchange contracts primarily to manage and/or gain exposure to certain foreign currencies. A forward exchange contract is an agreement between the Fund and a counterparty to buy or sell a foreign currency at a specific exchange rate on a future date.

The Fund entered into interest rate swap contracts primarily to manage interest rate risk. An interest rate swap is an agreement between the Fund and a counterparty to exchange cash flows based on the difference between two interest rates, applied to a notional amount. These agreements may be privately negotiated in the over-the-counter market (OTC interest rate swaps) or may be executed on a registered exchange (centrally cleared interest rate swaps). For centrally cleared interest rate swaps, required initial margins are pledged by the Fund, and the daily change in fair value is accounted for as a variation margin payable or

receivable in the Statement of Assets and Liabilities. Over the term of the contract, contractually required payments to be paid and to be received are accrued daily and recorded as unrealized depreciation and appreciation until the payments are made, at which time they are realized.

See Note 11 regarding other derivative information.

d.  Restricted Cash

At June 30, 2020, the Fund held restricted cash in connection with investments in certain derivative securities. Restricted cash is held in a segregated account with the Fund’s custodian and is reflected in the Statement of Assets and Liabilities.

e.  Restricted Currency

At June 30, 2020 the Fund held currencies in certain markets in which the ability to repatriate such currency is limited. As a result of such limitations on repatriation, the Fund may incur substantial delays in gaining access to these assets and may be exposed to potential adverse movements in currency value.

f.  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 June 30, 2020, the Fund has determined that no tax liability is required in its financial

 

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

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 the statute of limitations in each jurisdiction in which the Fund invests.

g.  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. Interest income and estimated expenses are accrued daily. Amortization of premium and accretion of discount on debt securities are included in interest income. Distributions to shareholders are recorded on the ex-dividend date. Distributable earnings are determined according to income tax regulations (tax basis) and 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.

Inflation-indexed bonds are adjusted for inflation through periodic increases or decreases in the security’s interest accruals, face amount, or principal redemption value, by

amounts corresponding to the rate of inflation as measured by an index. Any increase or decrease in the face amount or principal redemption value will be included as inflation principal adjustments in the Statement of Operations.

h.  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.

i.  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 June 30, 2020, there were an unlimited number of shares authorized (without par value). During the period ended June 30, 2020 and year ended December 31, 2019, 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 610,500 shares. During the period ended June 30, 2020 and year ended December 31, 2019, there were no shares repurchased.

3.  Transactions with Affiliates

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

 

Subsidiary   Affiliation

Franklin Advisers, Inc. (Advisers)

  Investment manager

Franklin Templeton Services, LLC (FT Services)

  Administrative manager    

 

     
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TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

3.  Transactions with Affiliates (continued)

a.  Management Fees

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

 

Annualized Fee Rate                                Net Assets    
1.000%   Up to and including $1 billion  
0.980%   Over $1 billion, up to and including $5 billion  
0.960%   Over $5 billion, up to and including $10 billion  
0.940%   Over $10 billion, up to and including $15 billion  
0.920%   Over $15 billion, up to and including $20 billion  
0.900%   In excess of $20 billion  

b.  Administrative Fees

Under an agreement with Advisers, FT Services provides administrative services to the Fund. The fee is paid by Advisers 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. During the period ended June 30, 2020, the Fund held investments in affiliated management investment companies as follows:

 

     

Value at

Beginning

of Period

     Purchases      Sales    

Realized

Gain (Loss)

    

Net Change in
Unrealized

Appreciation

(Depreciation)

    

Value at

End of

Period

    

Number of

Shares

Held at End

of Period

    

Dividend

Income

 

Non-Controlled Affiliates

                      

Institutional Fiduciary Trust Money Market Portfolio, 0.00%

   $ 95,945,647      $ 90,966,129      $ (135,748,756     $    —        $    —      $ 51,163,020        51,163,020      $ 250,102  
  

 

 

       

 

 

 

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 June 30, 2020, there were no credits earned.

5.   Income Taxes

For tax purposes, capital losses may be carried over to offset future capital gains.

At December 31, 2019, the capital loss carryforwards were as follows:

 

Capital loss carryforwards not subject to expiration:

  

Short term

     174,418  

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

Long term

     30,661,984  
  

 

 

 

Total capital loss carryforwards

   $ 30,836,402  
  

 

 

 

At June 30, 2020, the cost of investments and net unrealized appreciation (depreciation) for income tax purposes were as follows:

 

Cost of investments

   $ 567,637,629  
  

 

 

 

Unrealized appreciation

   $ 13,866,339  

Unrealized depreciation

     (166,970,841)  
  

 

 

 

Net unrealized appreciation (depreciation)

   $ (153,104,502)  
  

 

 

 

Differences between income and/or capital gains as determined on a book basis and a tax basis are primarily due to differing treatments of corporate actions, payments-in-kind, bond discounts and premiums and foreign currency transactions.

6.  Investment Transactions

Purchases and sales of investments (excluding short term securities) for the period ended June 30, 2020, aggregated $123,193,929 and $85,762,409, respectively.

7.  Credit Risk and Defaulted Securities

At June 30, 2020, the Fund had 43.1% of its portfolio invested in high yield or other securities rated below investment grade and unrated securities. These securities may be more sensitive to economic conditions causing greater price volatility and are potentially subject to a greater risk of loss due to default than higher rated securities.

The Fund held defaulted securities and/or other securities for which the income has been deemed uncollectible. At June 30, 2020, the aggregate value of these securities was $27,545,491, representing 6.4% of the Fund’s net assets. The Fund discontinues accruing income on securities for which income has been deemed uncollectible and provides an estimate for losses on interest receivable. The securities have been identified in the accompanying Statement of Investments.

8.  Concentration of Risk

Investments in issuers domiciled or with significant operations in developing or emerging market countries may be subject to higher risks than investments in developed countries. These risks include fluctuating currency values, underdeveloped legal or business systems, 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. Currencies of developing or emerging market countries may be subject to significantly greater risks than currencies of developed countries, including the potential inability to repatriate those currencies into U.S. dollars.

At June 30, 2020, the Fund had 3.3% of its net assets denominated in Argentine Pesos. Argentina has restricted currency repatriation since September 2019, and had restructured certain issues of its debt. Political and economic conditions in Argentina could continue to affect the value of the Fund’s holdings.

 

     
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TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

9.  Novel Coronavirus Pandemic

The global outbreak of the novel coronavirus disease, known as COVID-19, has caused adverse effects on many companies, sectors, nations, regions and the markets in general, and may continue for an unpredictable duration. The effects of this pandemic may materially impact the value and performance of the Funds, their ability to buy and sell fund investments at appropriate valuations and their ability to achieve their investment objectives.

10.  Restricted Securities

The Fund invests in securities that are restricted under the Securities Act of 1933 (1933 Act). Restricted securities are often purchased in private placement transactions, and cannot be sold without prior registration unless the sale is pursuant to an exemption under the 1933 Act. Disposal of these securities may require greater effort and expense, and prompt sale at an acceptable price may be difficult. The Fund may have registration rights for restricted securities. The issuer generally incurs all registration costs.

At June 30, 2020, investments in restricted securities, excluding securities exempt from registration under the 1933 Act, were as follows:

 

Principal
Amount/
Shares
       Issuer   

Acquisition

Date

     Cost      Value  
  93,760,463        K2016470219 South Africa Ltd., A      5/10/11 - 2/01/17      $ 538,947      $  
  161,018,517        K2016470219 South Africa Ltd., B      5/10/11 - 2/01/17        119,550         
  12,877,920        Reventazon Finance Trust, secured bond, first lien, 144A, 8.00%, 11/15/33      12/18/13        12,877,920        12,713,027  
  13,900,000      a Swala (PAEM) Ltd., senior note, 144A, 14.50%, 1/15/23      12/06/19        13,900,000        5,364,316  
        

 

 

    

 

 

 
       Total Restricted Securities (Value is 4.2% of Net Assets)       $ 27,436,417      $ 18,077,343  
        

 

 

    

 

 

 

aThe Fund also invests in unrestricted securities of the issuer, valued at $58,264 as of June 30, 2020.

11.  Other Derivative Information

At June 30, 2020, investments in derivative contracts are reflected in the Statement of Assets and Liabilities as follows:

 

    

Asset Derivatives

    

Liability Derivatives

 

Derivative Contracts

Not Accounted for as

Hedging Instruments

  

Statement of

Assets and Liabilities

Location

   Fair Value     

Statement of

Assets and Liabilities

Location

   Fair Value  

 

 

Foreign exchange contracts

   Unrealized appreciation on OTC
  forward exchange contracts
     $2,039,431      Unrealized depreciation on OTC
  forward exchange contracts
     $5,752,494  
     

 

 

       

 

 

 

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

For the period ended June 30, 2020, the effect of derivative contracts in the Statement of Operations was as follows:

 

Derivative Contracts

Not Accounted for as

Hedging Instruments

  

Statement of

Operations Location

  

Net Realized

Gain (Loss) for

the Period

    

Statement of

Operations Location

  

Net Change in

Unrealized

Appreciation

(Depreciation)

for the Period

 
   Net realized gain (loss) from:       Net change in unrealized appreciation (depreciation) on:   

Interest rate contracts

   Swap contracts      $(6,378,671)      Swap contracts      $3,772,792  

Foreign exchange contracts

   Forward exchange contracts      (320,329)      Forward exchange contracts      (177,134
     

 

 

       

 

 

 

Totals

        $(6,699,000)           $3,595,658  
     

 

 

       

 

 

 

For the period ended June 30, 2020, the average month end notional amount of swap contracts represented $7,100,000. The average month end contract value of forward exchange contracts was $244,579,055.

 

     Gross Amounts of
Assets and Liabilities Presented
    in the Statement of Assets and Liabilities
 
      Assetsa      Liabilitiesa  

Derivatives

     

Forward exchange contracts

     $2,039,431        $5,752,494  
  

 

 

 

aAbsent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Statement of Assets and Liabilities.

At June 30, 2020, OTC derivative assets, which may be offset against OTC derivative liabilities and collateral received from the counterparty, are as follows:

 

            Amounts Not Offset in the
Statement of Assets and Liabilities
        
     

Gross

Amounts of

Assets Presented in

the Statement of

Assets and Liabilities

    

Financial

Instruments

Available for

Offset

    

Financial

Instruments

Collateral

Receiveda,b

    

Cash

Collateral

Received

    

Net Amount

(Not less

than zero)

 

Counterparty

              

BNDP

     $ —        $ —        $ —        $ —        $ —  

CITI

     394,731        (394,731)                       

DBAB

     173,859        (173,859)                       

HSBK

     642,111        (642,111)                       

JPHQ

     283,790        (283,790)                       

MSCS

                                  

SANT

     421,378        (16,918)               (270,000)        134,460  

SCNY

                                  

UBSW

     123,562               (123,562)                
  

 

 

 

Total

     $2,039,431        $ (1,511,409)        $ (123,562)        $ (270,000)        $134,460  
  

 

 

 

 

     
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TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

11.  Other Derivative Information (continued)

At June 30, 2020, OTC derivative liabilities, which may be offset against OTC derivative assets and collateral pledged to the counterparty, are as follows:

 

            Amounts Not Offset in the
Statement of Assets and Liabilities
        
     

Gross

Amounts of

Liabilities Presented in

the Statement of

Assets and Liabilities

    

Financial

Instruments

Available for

Offset

    

Financial

Instruments

Collateral

Pledged

    

Cash

Collateral

Pledgedb

    

Net Amount

(Not less

than zero)

 

Counterparty

              

BNDP

     $87,398        $  —        $  —        $ (87,398)        $  —  

CITI

     925,695        (394,731)               (200,000)        330,964  

DBAB

     1,995,001        (173,859)               (1,750,000)        71,142  

HSBK

     1,124,017        (642,111)               (320,000)        161,906  

JPHQ

     1,005,031        (283,790)               (270,000)        451,241  

MSCS

     99,818                             99,818  

SANT

     16,918        (16,918)                       

SCNY

     498,617                      (360,000)        138,617  

UBSW

                                  
  

 

 

 

Total

     $5,752,495        $ (1,511,409)        $  —        $(2,987,398)        $1,253,688  
  

 

 

 

aAt June 30, 2020 the Fund received U.S. Treasury Bonds and Notes as collateral for derivatives.

bIn some instances, the collateral amounts disclosed in the table above were adjusted due to the requirement to limit the collateral amounts to avoid the effect of overcollateralization. Actual collateral received and/or pledged may be more than the amounts disclosed herein.

See Note 1(c) regarding derivative financial instruments.

See Abbreviations on page 32.

12.  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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TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

A summary of inputs used as of June 30, 2020, in valuing the Fund’s assets and liabilities carried at fair value, is as follows:

 

     Level 1      Level 2      Level 3      Total  

 

 

Assets:

           

Investments in Securities:a

           

Equity Investments:b

           

   Mexico

     $      $      $ c      $  

   United Republic of Tanzania

                   58,264        58,264  

   All Other Equity Investments

     604,698               c        604,698  

Convertible Bonds

            3,043,736               3,043,736  

   Foreign Government and Agency Securities:

           

   Argentina

            22,181,175        12,605,467        34,786,642  

   All Other Foreign Government and Agency Securities

            263,981,899               263,981,899  

U.S. Government and Agency Securities

            29,119,500               29,119,500  

Quasi-Sovereign and Corporate Bonds:

           

   Costa Rica

                   12,713,027        12,713,027  

   South Africa

                   196,275 c        196,275  

   United Republic of Tanzania

                   5,364,316        5,364,316  

   All Other Quasi-Sovereign and Corporate Bonds

            92,970               92,970  

Short Term Investments:

           

   Argentina

                   1,456,910        1,456,910  

   All Other Short Term Investments

     51,163,020        15,664,933               66,827,953  
  

 

 

 

Total Investments in Securities

     $     51,767,718      $     334,084,213      $     32,394,259      $     418,246,190  
  

 

 

 

Other Financial Instruments:

           

Forward Exchange Contracts

     $      $ 2,039,431      $      $ 2,039,431  

Restricted Currency (ARS)

                   21,347        21,347  
  

 

 

 

Total Other Financial Instruments

     $      $ 2,039,431      $ 21,347      $ 2,060,778  
  

 

 

 

Receivables:

           

Interest (ARS)

     $      $      $ 262,448      $ 262,448  
  

 

 

 

Liabilities:

           

Other Financial Instruments:

           

Forward Exchange Contracts

     $      $ 5,752,494      $      $ 5,752,494  
  

 

 

 

Payables:

           

Deferred Tax (ARS)

     $      $      $ 2,349      $ 2,349  
  

 

 

 

aFor detailed categories, see the accompanying Statement of Investments.

bIncludes common stocks as well as other equity interests.

cIncludes securities determined to have no value at June 30, 2020.

 

     
franklintempleton.com    Semiannual Report           

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TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

12. Fair Value Measurements (continued)

A reconciliation in which Level 3 inputs are used in determining fair value is presented when there are significant Level 3 assets and/or liabilities at the beginning and/or end of the year. At June 30, 2020, the reconciliation is as follows:

 

    Balance at
Beginning of
Period
    Purchases     Sales     Transfer
Into
Level 3a
    Transfer
Out of
Level 3
    Cost Basis
Adjustmentsb
   

Net
Realized
Gain

(Loss)

    Net
Unrealized
Appreciation
(Depreciation)
   

Balance

at End

of Period

   

Net Change in

Unrealized
Appreciation
(Depreciation)
on Assets
Held at

Period End

 

 

 

Assets:

                   
Investments in Securities:                                                            

Equity Investmentsc

                   

Common Stocks

                   

Mexico

   $     $     $     $ d       $—         $     $     $     $ d     $  

South Africa

    181,925                                           (181,925     d       (181,925

United Republic of Tanzania

    58,542                                           (278     58,264       (278

Foreign Government and Agency Securities Argentina

    6,923,064       6,572,209       (1,882,585                 1,370,027       (2,913,225     2,535,977       12,605,467       1,793,303  

Quasi-Sovereign and Corporate Bonds

                   

Costa Rica

    13,255,857                               (246,240           (296,590     12,713,027       (296,590

South Africa

    180,815       21,423             6,411             66,080             (78,454     196,275       (78,454

United Republic of Tanzania

    6,950,000                                           (1,585,684     5,364,316       (1,585,684

Short Term Investments:

                   

Argentina

    642,044       1,594,316       (400,818                 161,712       (154,811     (385,533     1,456,910       (189,874
 

 

 

 

  Total Investments in Securities

   $ 28,192,247     $ 8,187,948     $ (2,283,403   $ 6,411       $—         $ 1,351,579     $ (3,068,036   $ 7,513     $ 32,394,259     $ (539,502
 

 

 

 

Other Financial Instruments:

                   

Restricted Currency (ARS)

   $ 1,555,282     $ 2,338,165     $ (3,536,758   $       $—         $     $ (495,855   $ 160,513     $ 21,347     $ 1,553  
 

 

 

 

Receivables:

                   

Interest (ARS)

   $ 327,385     $ 646,520     $ (599,448   $       $—         $     $ (146,794   $ 34,785     $ 262,448     $ 15,582  
 

 

 

 

Liabilities:

                   

Payables:

                   

Deferred Tax (ARS)

   $ 3,311     $     $     $       $—         $     $     $ (962   $ 2,349     $ (962
 

 

 

 

aTransferred into Level 3 as a result of the unavailability of a quoted market price in an active market for identical securities or as a result of the unreliability of the foreign exchange rate and other significant observable valuation inputs.

bMay include accretion, amortization, partnership adjustments, and/or other cost basis adjustments.

cIncludes common stocks and other equity interests.

dIncludes securities determined to have no value.

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

Significant unobservable valuation inputs for material Level 3 assets and/or liabilities and impact to fair value as a result of changes in unobservable valuation inputs as of June 30, 2020, are as follows:

 

Description    Fair Value at
End of Period
    Valuation Technique      Unobservable Input      Amount    Impact to Fair
Value if Input
Increasesa

Assets:

             

    Investments in Securities:

             

Foreign Government and Agency Securities

             

    Argentina

     $12,605,467       Market comparables       
Implied Foreign
 exchange rate
 
 
   105.9 ARS/USD    Decreaseb

Quasi-Sovereign and Corporate Bonds

             

    Costa Rica

     12,713,027      
Discounted cash
flow model
 
 
     Discount ratec      8.30%    Decrease

    United Republic of Tanzania

     5,364,316       Market Approach        Discount rate      10.0%    Decreased

Short Term Investments

             

    Argentina

     1,456,910       Market comparables       
Implied Foreign
exchange rate
 
 
   105.9 ARS/USD    Decreased

    All othere

     538,334 f                             

Liabilities:

             

    All othere

     2,349                             

aRepresents the directional change in the fair value that would result from a significant and reasonable increase in the corresponding input. A significant and reasonable decrease in the input would have the opposite effect. Significant impacts, if any, to fair value and/or net assets have been indicated.

bRepresents a significant impact to fair value and net assets.

cThe discount rate is comprised of the risk-free rate, the 10-year Costa Rican CDS curve, and an incremental credit spread that combines with the first two components to arrive at an 8% yield on issue date for an 8% coupon bond issued at par.

dRepresents a significant impact to fair value but not net assets.

eIncludes fair value of immaterial investments developed using various valuation techniques and unobservable inputs. May also include investments with values derived using prior transaction prices or third party pricing information without adjustment for which such inputs are also unobservable.

fIncludes securities determined to have no value at June 30, 2020.

13.  New Accounting Pronouncements

In March 2020, the Financial Accounting Standards Board issued Accounting Standards Update (ASU) No. 2020-04, Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting. The amendments in the ASU provides optional temporary financial reporting relief from the effect of certain types of contract modifications due to the planned discontinuation of the London Interbank Offered Rate (LIBOR) and other interbank-offered based reference rates as of the end of 2021. The ASU is effective for certain reference rate-related contract modifications that occur during the period March 12, 2020 through December 31, 2022. Management is currently evaluating the impact, if any, of applying this ASU.

14.  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.

 

     
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TEMPLETON EMERGING MARKETS INCOME FUND

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)

 

Abbreviations

 

Counterparty    Currency   Selected Portfolio    

 

 

BNDP

   BNP Paribas SA    ARS    Argentine Peso   PIK    Payment-In-Kind          

CITI

   Citigroup, Inc.    BRL    Brazilian Real       

DBAB

   Deutsche Bank AG    CLP    Chilean Peso       

HSBK

   HSBC Bank PLC    COP    Colombian Peso       

JPHQ

   JP Morgan Chase & Co.    EUR    Euro       

MSCS

   Morgan Stanley Capital Services LLC    GHS    Ghanaian Cedi       

SANT

   Santander Investment Securities Inc.    IDR    Indonesian Rupiah       

SCNY

   Standard Chartered Bank    INR    Indian Rupee       

UBSW

   UBS AG    JPY    Japanese Yen       
      KRW    South Korean Won       
      MXN    Mexican Peso       
      THB    Thai Baht       

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

 

Tax Information (unaudited)

At December 31, 2019, more than 50% of the Fund’s total assets were invested in securities of foreign issuers. In most instances, foreign taxes were withheld from income paid to the Fund on these investments. As shown in the table below, the Fund hereby reports to shareholders the foreign source income and foreign taxes paid, pursuant to Section 853 of the Internal Revenue Code. This written statement will allow shareholders of record on January 15, 2020, to treat their proportionate share of foreign taxes paid by the Fund as having been paid directly by them. The shareholder shall consider these amounts as foreign taxes paid in the tax year in which they receive the Fund distribution.

The following table provides a detailed analysis of foreign tax paid, foreign source income, and foreign source qualified dividends as reported by the Fund, to shareholders of record.

 

Foreign Tax Paid

Per Share

  Foreign Source
    Income Per Share
        Foreign Source Qualified
Dividends Per Share
 

 

 

$0.0184

    $0.8544       $—  

Foreign Tax Paid Per Share is the amount per share available to you, as a tax credit (assuming you held your shares in the Fund for a minimum of 16 days during the 31-day period beginning 15 days before the ex-dividend date of the Fund’s distribution to which the foreign taxes relate), or, as a tax deduction.

Foreign Source Income Per Share is the amount per share of income dividends attributable to foreign securities held by the Fund, plus any foreign taxes withheld on these dividends. The amounts reported include foreign source qualified dividends that have not been adjusted for the rate differential applicable to such dividend income.1

Foreign Source Qualified Dividends Per Share is the amount per share of foreign source qualified dividends plus any foreign taxes withheld on these dividends. These amounts represent the portion of the Foreign Source Income Per Share that were derived from qualified foreign securities held by the Fund.1

At the beginning of each calendar year, shareholders will receive Form 1099-DIV which will include their share of taxes paid and foreign source income distributed during the prior calendar year. The Foreign Source Income reported on Form 1099-DIV has not been adjusted for the rate differential on foreign source qualified dividend income. Shareholders are advised to check with their tax advisors for information on the treatment of these amounts on their individual income tax returns.

1Qualified dividends are taxed at reduced long term capital gains tax rates. In determining the amount of foreign tax credit that may be applied against the U.S. tax liability of individuals receiving foreign source qualified dividends, adjustments may be required to the foreign tax credit limitation calculation to reflect the rate differential applicable to such dividend income. The rules however permit certain individuals to elect not to apply the rate differential adjustments for capital gains and/or dividends for any taxable year. Please consult your tax advisor and the instructions to Form 1116 for more information.

 

     
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TEMPLETON EMERGING MARKETS INCOME FUND

 

Annual Meeting of Shareholders May 28, 2020 (unaudited)

The Annual Meeting of Shareholders of Templeton Emerging Markets Income Fund (the “Fund”) was held at the Fund’s offices, 300 S.E. 2nd Street, Fort Lauderdale, Florida, on May 28, 2020. 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 December 31, 2020. At the meeting, the following persons were elected by the shareholders to serve as Trustees of the Fund: Harris J. Ashton, Edith E. Holiday, J. Michael Luttig and Constantine D. Tseretopoulos.* Shareholders also ratified the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Fund for the fiscal year ending December 31, 2020. 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. The election of four Trustees:

 

Term Expiring 2023    For     

% of

Outstanding

Shares

    

% of Shares

Present

     Withheld     

% of

Outstanding

Shares

    

% of Shares

Present

 

Harris J. Ashton

     33,535,802        69.87%        82.26%        7,230,264        15.06%        17.74%  

Edith E. Holiday

     33,635,505        70.08%        82.51%        7,130,561        14.86%        17.49%  

J. Michael Luttig

     33,611,929        70.03%        82.45%        7,154,137        14.90%        17.55%  

Constantine D. Tseretopoulos      

     33,578,099        69.96%        82.37%        7,187,967        14.98%        17.63%  

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 December 31, 2020:

 

     

Shares

Voted

    

% of

  Outstanding

Shares

    

  % of Shares

Present

 

For

     38,908,566        81.06%        95.44%  

Against

     1,244,177        2.59%        3.05%  

Abstain

     605,144        1.26%        1.48%  

* Ann Torre Bates, Mary C. Choksi, Rupert H. Johnson, Jr., Gregory E. Johnson, David W. Niemiec, Larry D. Thompson 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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TEMPLETON EMERGING MARKETS INCOME FUND

 

Dividend Reinvestment and Cash Purchase Plan

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

If shares of the Fund are held in the shareholder’s name, the shareholder will automatically be a participant in the Plan unless he elects to withdraw. If the shares are registered in the name of a broker-dealer or other nominee (i.e., in “street name”), the broker-dealer or nominee will elect to participate in the Plan on the shareholder’s behalf unless the shareholder instructs them otherwise, or unless the reinvestment service is not provided by the broker-dealer or nominee.

To receive dividends or distributions in cash, the shareholder must notify American Stock Transfer and Trust Company, LLC (the “Plan Administrator”) at P.O. Box 922, Wall Street Station, New York, NY 10269-0560 or the institution in whose name the shares are held. The Plan Administrator must receive written notice ten business days before the record date for the distribution.

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 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 Income 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 the Fund’s 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 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 current market price and send a check to the participant for the net proceeds.

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

Transfer Agent

American Stock Transfer and Trust Company, LLC

P.O. Box 922, Wall Street Station

New York, NY 1029-0560

(800) 416-5585

www.astfinancial.com

 

     
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TEMPLETON EMERGING MARKETS INCOME FUND

DIVIDEND REINVESTMENT AND CASH PURCHASE PLAN

 

Direct Deposit Service for Registered Shareholders

Cash distributions can now be electronically credited to a checking or savings 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 Income Fund are traded on the New York Stock Exchange under the symbol “TEI.” 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 instructions.

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 Income Fund, 100 Fountain Parkway, P.O. Box 33030, St. Petersburg, FL, 33733-8030.

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

 

Shareholder Information

 

Board Approval of Investment Management Agreements

TEMPLETON EMERGING MARKETS INCOME FUND

(Fund)

At a meeting held on May 13, 2020 (Meeting), the Board of Trustees (Board) of the Fund, including a majority of the trustees who are not “interested persons” as defined in the Investment Company Act of 1940 (Independent Trustees), reviewed and approved the continuance of the investment management agreement between Franklin Advisers, Inc. (Manager) and the Fund (Management Agreement) for an additional one-year period. The Independent Trustees received advice from and met separately with Independent Trustee counsel in considering whether to approve the continuation of the Management Agreement.

In considering the continuation of the Management Agreement, the Board reviewed and considered information provided by the Manager at the Meeting and throughout the year at meetings of the Board and its committees. The Board also reviewed and considered information provided in response to a detailed set of requests for information submitted to the Manager by Independent Trustee counsel on behalf of the Independent Trustees in connection with the annual contract renewal process. In addition, prior to the Meeting, the Independent Trustees held a telephonic contract renewal meeting at which the Independent Trustees conferred amongst themselves and Independent Trustee counsel about contract renewal matters and, in some cases, requested additional information from the Manager relating to the contract. The Board reviewed and considered all of the factors it deemed relevant in approving the continuance of the Management Agreement, including, but not limited to: (i) the nature, extent and quality of the services provided by the Manager; (ii) the investment performance of the Fund; (iii) the costs of the services provided and profits realized by the Manager and its affiliates from the relationship with the Fund; (iv) the extent to which economies of scale are realized as the Fund grows; and (v) whether fee levels reflect these economies of scale for the benefit of Fund investors.

In approving the continuance of the Management Agreement, the Board, including a majority of the Independent Trustees, determined that the terms of the Management Agreement are fair and reasonable and that the continuance of such Management Agreement is in the interests of the Fund and its shareholders. While attention was given to all information furnished, the following

discusses some primary factors relevant to the Board’s determination.

Nature, Extent and Quality of Services

The Board reviewed and considered information regarding the nature, extent and quality of investment management services provided by the Manager and its affiliates to the Fund and its shareholders. This information included, among other things, the qualifications, background and experience of the senior management and investment personnel of the Manager, as well as information on succession planning where appropriate; the structure of investment personnel compensation; oversight of third-party service providers; investment performance reports and related financial information for the Fund (including its share price discount to net asset value); reports on expenses and shareholder services; legal and compliance matters; risk controls; pricing and other services provided by the Manager and its affiliates; and management fees charged by the Manager and its affiliates to US funds and other accounts, including management’s explanation of differences among accounts where relevant. The Board noted management’s continuing efforts and expenditures in establishing effective business continuity plans and developing strategies to address areas of heightened concern in the mutual fund industry, such as cybersecurity and liquidity risk management.

The Board also reviewed and considered the benefits provided to Fund shareholders of investing in a fund that is part of the FT family of funds. The Board noted the financial position of Franklin Resources, Inc. (FRI), the Manager’s parent, and its commitment to the mutual fund business as evidenced by its continued introduction of new funds, reassessment of the fund offerings in response to the market environment and project initiatives and capital investments relating to the services provided to the Fund by the FT organization. The Board specifically noted FT’s commitment to enhancing services and controlling costs, as reflected in its plan to outsource certain administrative functions, and growth opportunities, as evidenced by its upcoming acquisition of the Legg Mason companies. The Board acknowledged the change in leadership at FRI and the opportunity to hear from Jennifer Johnson, President and Chief Executive Officer of FRI, about goals she has for the company that will benefit the Fund.

Following consideration of such information, the Board was satisfied with the nature, extent and quality of services provided by the Manager and its affiliates to the Fund and its shareholders.

 

 

     
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TEMPLETON EMERGING MARKETS INCOME FUND

SHAREHOLDER INFORMATION

 

Fund Performance

The Board reviewed and considered the performance results of the Fund over various time periods ended February 29, 2020. The Board considered the performance returns for the Fund in comparison to the performance returns of mutual funds deemed comparable to the Fund included in a universe (Performance Universe) selected by Broadridge Financial Solutions, Inc. (Broadridge), an independent provider of investment company data. The Board received a description of the methodology used by Broadridge to select the mutual funds included in a Performance Universe. The Board also considered the performance returns for the Fund in comparison to the performance returns of a customized peer group (Performance Customized Peer Group) selected by the Manager. The Board also reviewed and considered Fund performance reports provided and discussions that occurred with portfolio managers at Board meetings throughout the year. A summary of the Fund’s performance results is below. Such results are based on net asset value without regard to market discounts or premiums.

The Performance Universe for the Fund included the Fund and all leveraged and non-leveraged closed-end emerging markets hard currency debt funds. The Performance Customized Peer Group for the Fund included the Fund and only local currency funds. The Board noted that the Fund’s annualized income return for the one-, three- and five-year periods was below the median of its Performance Universe and Performance Customized Peer Group, and for the 10-year period was below the median of its Performance Universe but equal to the median of its Performance Customized Peer Group. The Board also noted that the Fund’s annualized total return for the one-, three-, five- and 10-year periods was below the medians of its Performance Universe and Performance Customized Peer Group. The Board further noted that the Broadridge report also contained a performance supplement, provided at the request of the Manager, with a performance universe that included the Fund and all retail and institutional emerging markets hard currency debt funds (Supplemental Performance Universe). The Board noted management’s explanation that the Supplemental Performance Universe provided additional context on how the Fund performed compared to other non-leveraged funds as the Fund does not use leverage and the Performance Universe first noted above included leveraged and non-leveraged funds. The Fund’s annualized total return for the one-, three-, five- and 10-year periods was below the median and in the fifth quintile (worst) of its Supplemental Performance Universe.

The Board discussed this performance with management and management explained that during the one-, three- and five- year periods, management largely positioned the Fund’s strategies for rising rates by maintaining low portfolio duration and aiming at a negative correlation with US Treasury returns. Management further explained that the Fund’s underweight of developed market duration exposures was a headwind to performance against peers and that over weighted currency exposures and credit exposures in Latin America were a source of underperformance. Management also explained that, during the reporting periods, the Fund’s interest-rate strategies contributed to, while its currency positions detracted from, the relative return of the Fund. Management then discussed with the Board the actions that are being taken in an effort to address the sources of the Fund’s underperformance, including adjustments being made to the Fund’s portfolio positions. The Board concluded that the Fund’s Management Agreement should be continued for an additional one-year period, and management’s efforts should continue to be monitored.

Comparative Fees and Expenses

The Board reviewed and considered information regarding the Fund’s actual total expense ratio and its various components, including, as applicable, management fees; underlying fund expenses; investment-related expenses; and other non-management fees. The Board considered the actual total expense ratio and, separately, the contractual management fee rate, without the effect of fee waivers, if any (Management Rate) of the Fund in comparison to the median expense ratio and median Management Rate, respectively, of other mutual funds deemed comparable to and with a similar expense structure to the Fund selected by Broadridge (Expense Group). Broadridge fee and expense data is based upon information taken from each fund’s most recent annual report, which reflects historical asset levels. While recognizing such inherent limitation and the fact that expense ratios and Management Rates generally increase as assets decline and decrease as assets grow, the Board believed the independent analysis conducted by Broadridge to be an appropriate measure of comparative fees and expenses. The Broadridge Management Rate includes administrative charges. The Board received a description of the methodology used by Broadridge to select the mutual funds included in the Expense Group. The Expense Group for the Fund included the Fund and four other closed-end leveraged and non-leveraged emerging markets hard currency debt funds. The Board noted that the Management Rate and actual total expense ratio for the Fund were below the medians of its Expense Group. The Board concluded

 

 

     

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TEMPLETON EMERGING MARKETS INCOME FUND

SHAREHOLDER INFORMATION

 

that the Management Rate charged to the Fund is reasonable.

Profitability

The Board reviewed and considered information regarding the profits realized by the Manager and its affiliates in connection with the operation of the Fund. In this respect, the Board considered the Fund profitability analysis provided by the Manager that addresses the overall profitability of FT’s US fund business, as well as its profits in providing investment management and other services to each of the individual funds during the 12-month period ended September 30, 2019, being the most recent fiscal year-end for FRI. The Board noted that although management continually makes refinements to its methodologies used in calculating profitability in response to organizational and product-related changes, the overall methodology has remained consistent with that used in the Fund’s profitability report presentations from prior years. Additionally, PricewaterhouseCoopers LLP, auditor to FRI and certain FT funds, was engaged by the Manager to review and assess the allocation methodologies to be used solely by the Fund’s Board with respect to the profitability analysis.

The Board noted management’s belief that costs incurred in establishing the infrastructure necessary for the type of mutual fund operations conducted by the Manager and its affiliates may not be fully reflected in the expenses allocated to the Fund in determining its profitability, as well as the fact that the level of profits, to a certain extent, reflected operational cost savings and efficiencies initiated by management. As part of this evaluation, the Board considered the initiative currently underway to outsource certain operations, which effort would require considerable up-front expenditures by the Manager but, over the long run is expected to result in greater efficiencies. The Board also noted management’s expenditures in improving shareholder services provided to the Fund, as well as the need to implement systems and meet additional regulatory and compliance requirements resulting from recent US Securities and Exchange Commission and other regulatory requirements, notably in the area of cybersecurity protections.

The Board also considered the extent to which the Manager and its affiliates might derive ancillary benefits from fund operations, potential benefits resulting from personnel and systems enhancements necessitated by fund growth, as well as increased leverage with service providers and counterparties. Based upon its consideration of all these

factors, the Board concluded that the level of profits realized by the Manager and its affiliates from providing services to the Fund was not excessive in view of the nature, extent and quality of services provided to the Fund.

Economies of Scale

The Board reviewed and considered the extent to which the Manager may realize economies of scale, if any, as the Fund grows larger and whether the Fund’s management fee structure reflects any economies of scale for the benefit of shareholders. The Board believes that the Manager’s ability to realize economies of scale and the sharing of such benefit is a more relevant consideration in the case of an open-end fund whose size increases as a result of the continuous sale of its shares. A closed-end fund, such as the Fund, does not continuously offer shares, and growth following its initial public offering will primarily result from market appreciation, which benefits its shareholders. While believing economies of scale to be less of a factor in the context of a closed-end fund, the Board believes at some point an increase in size may lead to economies of scale that would be shared with the Fund and its shareholders. The Board noted the existence of management fee breakpoints, which operate generally to share any economies of scale with the Fund’s shareholders by reducing the Fund’s effective management fees as the Fund grows in size. The Board considered the Manager’s view that any analyses of potential economies of scale in managing a particular fund are inherently limited in light of the joint and common costs and investments the Manager incurs across the FT family of funds as a whole. The Board concluded that to the extent economies of scale may be realized by the Manager and its affiliates, the Fund’s management fee structure provided a sharing of benefits with the Fund and its shareholders as the Fund grows. The Board recognized that, given the decline in assets over the past three calendar years for the Fund, the Fund is not expected to experience additional economies of scale in the foreseeable future.

Conclusion

Based on its review, consideration and evaluation of all factors it believed relevant, including the above-described factors and conclusions, the Board unanimously approved the continuation of the Management Agreement for an additional one-year period.

 

 

     
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TEMPLETON EMERGING MARKETS INCOME 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 as an exhibit to its report on Form N-PORT. Shareholders may view the filed Form N-PORT 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.

 

 

     

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TERMS AND CONDITIONS OF DIVIDEND REINVESTMENT AND CASH PURCHASE PLAN

 

1. Each holder of shares (a “Shareholder”) in Templeton Emerging Markets Income Fund (the “Fund”) whose Fund shares are registered in his or her own name will automatically be a participant in the Dividend Reinvestment and Cash Purchase Plan (the “Plan”), unless any such Shareholder specifically elects in writing to receive all dividends and capital gains in cash, paid by check, mailed directly to the Shareholder. A Shareholder whose shares are registered in the name of a broker-dealer or other nominee (the “Nominee”) will be a participant if (a) such a service is provided by the Nominee and (b) the Nominee makes an election on behalf of the Shareholder to participate in the Plan. Nominees intend to make such an election on behalf of Shareholders whose shares are registered in their names, as Nominee, unless a Shareholder specifically instructs his or her Nominee to pay dividends and capital gains in cash. American Stock Transfer and Trust Company LLC (“AST”) will act as Plan Administrator and will open an account for each participating shareholder (“participant”) under the Plan in the same name as that in which the participant’s present shares are registered.

2. Whenever the Fund declares a distribution from capital gains or an income dividend payable in either cash or shares of the Fund (“Fund shares”), if the market price per share on the valuation date equals or exceeds the net asset value per share, participants will receive such dividend or distribution entirely in Fund shares, and AST shall automatically receive such Fund shares for participant accounts including aggregate fractions. The number of additional Fund shares to be credited to participant accounts shall be determined by dividing the equivalent dollar amount of the capital gains distribution or dividend payable to participants by the Fund’s net asset value per share of the Fund shares on the valuation date, provided that the Fund shall not issue such shares at a price lower than 95% of the current market price per share. The valuation date will be the payable date for such distribution or dividend.

3. Whenever the Fund declares a distribution from capital gains or an income dividend payable only in cash, or if the Fund’s net asset value per share exceeds the market price per share on the valuation date, AST shall apply the amount of such dividend or distribution payable to participants to the purchase of Fund shares on the open market (less their pro rata share of trading fees incurred with respect to open market purchases in connection with the reinvestment of such dividend or distribution). If, before AST has completed its purchases, the market price exceeds the net asset value per share, the average per share purchase price paid by AST may exceed the net asset value of the Fund’s shares, resulting in the acquisition of fewer shares than if the dividend or capital gains distribution had been paid in shares issued by the Fund at net asset value per share. Such purchases will be made promptly after the payable date for such dividend or distribution, and in no event more than 30 days after such date except where temporary curtailment or suspension of purchase is necessary to comply with applicable provisions of the Federal securities laws.

4. A participant has the option of submitting additional payments to AST, 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 may be made electronically through www.astfinancial.com or by check payable to “American Stock Transfer and Trust Company LLC” 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 Income Fund. AST shall 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, as discussed below in paragraph 6. AST shall make such purchases promptly on approximately the 15th of each month or, during a month in which a dividend or distribution is paid, beginning on the dividend payment date, and in no event more than 30 days after receipt, except where necessary to comply with provisions of Federal securities law. Any voluntary payment received less than two business days before an investment date shall be invested during the following month unless there are more than 30 days until the next investment date, in which case such payment will be returned to the participant. AST shall return to the participant his or her entire voluntary cash payment upon written notice of withdrawal received by AST not less than 48 hours before such payment is to be invested. Such written notice shall be sent to AST by the participant, as discussed below in paragraph 14.

5. For all purposes of the Plan: (a) the market price of the Fund’s shares on a particular date shall be the last sale price on the New York Stock Exchange on that date if a business day and if not, on the preceding business day, or if there is no sale on such Exchange on such date, then the mean between the closing bid and asked quotations for such shares on such Exchange on such date, and (b) net asset value per share of the Fund’s shares on a particular date shall be as determined by or on behalf of the Fund.

6. Open market purchases provided for above may be made on any securities exchange where Fund shares are traded, in the over-the-counter market or in negotiated transactions and may be on such terms as to price, delivery and otherwise as AST shall determine. Participant funds held by AST uninvested will not bear interest, and it is understood that, in any event, AST shall have no liability in connection with any inability to purchase Fund shares within 30 business days after the payable date for any dividend or distribution as herein provided, or with the timing of any purchases effected. AST shall have no responsibility as to the value of the Fund shares acquired for participant accounts. For the purposes of purchases in the open market, AST may aggregate purchases with those of other participants, and the average price (including trading fees) of all shares purchased by AST shall be the price per share allocable to all participants.

7. AST will hold shares acquired pursuant to this Plan, together with the shares of other participants acquired pursuant to this Plan, in its name or that of its nominee. AST will forward to participants any proxy solicitation material and will vote any shares so held for participants only in accordance with the proxies returned by participants to the Fund. Upon written request, AST will deliver to participants, without charge, a certificate or certificates for all or a portion of the full shares held by AST.

8. AST will confirm to participants each acquisition made for an account as soon as practicable but not later than 60 business days after the date thereof. AST will send to participants a detailed account statement showing total dividends and distributions, date of investment, shares acquired and price per share, and total shares of record for the account. Although participants may from time to time have an undivided fractional interest (computed to three decimal places) in a share of the Fund, no certificates for a fractional share will be issued. However, dividends and distributions on fractional shares will be credited to participant accounts. In the event of termination of an account under the Plan, AST will adjust for any such undivided fractional interest in cash at the market price of the Fund’s shares on the date of termination.

 

 

     
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TERMS AND CONDITIONS OF DIVIDEND REINVESTMENT AND CASH PURCHASE PLAN (continued)

 

9. Any share dividends or split shares distributed by the Fund on shares held by AST for participants will be credited to participant accounts. In the event that the Fund makes available to its shareholders transferable rights to purchase additional Fund shares or other securities, AST will sell such rights and apply the proceeds of the sale to the purchase of additional Fund shares for the participant accounts. The shares held for participants under the Plan will be added to underlying shares held by participants in calculating the number of rights to be issued.

10. AST’s service charge for capital gains or income dividend purchases will be paid by the Fund when shares are issued by the Fund or purchased on the open market. AST will deduct a $5.00 service charge from each voluntary cash payment. Participants will be charged a pro rata share of trading fees on all open market purchases.

11. Participants may withdraw shares from such participant’s account or terminate their participation under the Plan by notifying AST in writing. Such withdrawal or termination will be effective immediately if notice is received by AST not less than ten days prior to any dividend or distribution record date; otherwise such withdrawal or termination will be effective after the investment of any current dividend or distribution or voluntary cash payment. The Plan may be terminated by AST or the Fund upon 90 days’ notice in writing mailed to participants. Upon any withdrawal or termination, AST will cause a certificate or certificates for the full shares held by AST for participants and cash adjustment for any fractional shares (valued at the market value of the shares at the time of withdrawal or termination) to be delivered to participants, less any trading fees. Alternatively, a participant may elect by written notice to AST to have AST sell part or all of the shares held for him and to remit the proceeds to him. AST is authorized to deduct a $15.00 service charge and a trading fee of $0.12 per share for this transaction from the proceeds. If a participant disposes of all shares registered in his name on the books of the Fund, AST may, at its option, terminate the participant’s account or determine from the participant whether he wishes to continue his participation in the Plan.

12. These terms and conditions may be amended or supplemented by AST or the Fund at any time or times, except when necessary or appropriate to comply with applicable law or the rules or policies of the U.S. Securities and Exchange Commission or any other regulatory authority, only by mailing to participants appropriate written notice at least 90 days prior to the effective date thereof. The amendment or supplement shall be deemed to be accepted by participants unless, prior to the effective date thereof, AST receives written notice of the termination of a participant account under the Plan. Any such amendment may include an appointment by AST in its place and stead of a successor Plan Administrator under these terms and conditions, with full power and authority to perform all or any of the acts to be performed by AST under these terms and conditions. Upon any such appointment of a Plan Administrator for the purpose of receiving dividends and distributions, the Fund will be authorized to pay to such successor Plan Administrator, for a participant’s account, all dividends and distributions payable on Fund shares held in a participant’s name or under the Plan for retention or application by such successor Plan Administrator as provided in these terms and conditions.

13. AST shall at all times act in good faith and agree to use its best efforts within reasonable limits to ensure the accuracy of all services performed under this Agreement and to comply with applicable law, but shall assume no responsibility and shall not be liable for loss or damage due to errors unless such error is caused by AST’s negligence, bad faith or willful misconduct or that of its employees.

14. Any notice, instruction, request or election which by any provision of the Plan is required or permitted to be given or made by the participant to AST shall be in writing addressed to American Stock Transfer and Trust Company LLC, P.O. Box 922, Wall Street Station, New York, NY 10269-0560, or www.astfinancial.com or such other address as AST shall furnish to the participant, and shall have been deemed to be given or made when received by AST.

15. Any notice or other communication which by any provision of the Plan is required to be given by AST to the participant shall be in writing and shall be deemed to have been sufficiently given for all purposes by being deposited postage prepaid in a post office letter box addressed to the participant at his or her address as it shall last appear on AST’s records. The participant agrees to notify AST promptly of any change of address.

16. These terms and conditions shall be governed by and construed in accordance with the laws of the State of New York and the rules and regulations of the U.S. Securities and Exchange Commission, as they may be amended from time to time.

 

 

     

42

          Not part of the semiannual report    franklintempleton.com


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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.

 

 

 

LOGO  

Semiannual Report

Templeton Emerging Markets Income Fund

    
  Investment Manager    Transfer Agent    Fund Information
  Franklin Advisers, Inc.   

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

   (800) DIAL BEN® / 342-5236

 

© 2020 Franklin Templeton Investments. All rights reserved.    TLTEI S 08/20


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 13(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 experts are Ann Torre Bates and David W. Niemiec and they are “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: 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 board of trustees of the Fund has delegated the authority to vote proxies related to the portfolio securities held by the Fund to the Fund’s investment manager Franklin Advisers, Inc. in accordance with the Proxy Voting Policies and Procedures (Policies) adopted by the investment manager.

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. For most proxy proposals, the investment manager’s evaluation should result in the same position being taken for all Funds. In some cases, however, the evaluation may result in a Fund voting differently, depending upon the nature and objective of the Fund, the composition of its portfolio and other factors. 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 or pass-through 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)(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. With respect to instances when a Franklin Templeton U.S. registered investment company invests in an underlying fund in reliance on any one of Sections 12(d)(1)(F) or (G) of the 1940 Act, the rules thereunder, or pursuant to an SEC exemptive order thereunder, and there are no other unaffiliated shareholders also invested in the underlying fund, the investment manager will vote in accordance with the recommendation of such investment company’s board of trustees or directors. In addition, to avoid certain potential conflicts of interest, and where required under a fund’s governing documents or applicable law, the investment manager will employ pass-through voting when a Franklin Templeton U.S. registered investment company invests in an underlying fund in reliance on Section 12(d)(1)(E) of the 1940 Act, the rules thereunder, or pursuant to an SEC exemptive order thereunder. In “pass-through voting,” a feeder fund will solicit voting instructions from its shareholders as to how to vote on the master fund’s proposals.

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.

Shareholder proposals: 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 account 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 successfully 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) additional documentation or the disclosure of beneficial owner details is required; (vi) the investment manager held shares on the record date but has sold them prior to the meeting date; (vii) a proxy voting service is not offered by the custodian in the market; (viii) due to either system error or human error, the investment manager’s intended vote is not correctly submitted; (ix) 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 (x) a security is subject to a securities lending or similar program that has transferred legal title to the security to another person.

In some non-U.S. 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 & privately held issuers. 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 above.

In the rare instance where there is a vote for a privately held issuer, the decision will generally be made by the relevant portfolio managers or research analysts.

The Proxy Group will monitor such meetings involving fixed income securities or privately held issuers for conflicts of interest in accordance with these procedures. If a fixed income or privately held 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. N/A

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 provide reasonable assurance that information required to be disclosed in the Registrant’s filings under the Securities Exchange Act of 1934, as amended, 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 control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect the internal control over financial reporting.


Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Company. N/A

Item 13. Exhibits.

(a)(1) Code of Ethics

(a)(2) Certifications pursuant to Section  302 of the Sarbanes-Oxley Act of 2002 of Matthew T. Hinkle, Chief Executive Officer – Finance and Administration, and Robert G. Kubilis, Chief Financial Officer and Chief Accounting Officer

(b) Certifications pursuant to Section  906 of the Sarbanes-Oxley Act of 2002 of Matthew T. Hinkle, Chief Executive Officer – Finance and Administration, and Robert G. Kubilis, 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 INCOME FUND
By  

S\MATTHEW T. HINKLE

  Matthew T. Hinkle
  Chief Executive Officer – Finance and Administration
Date: August 25, 2020

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\MATTHEW T. HINKLE

  Matthew T. Hinkle
  Chief Executive Officer – Finance and Administration
Date: August 25, 2020
By  

S\ROBERT G. KUBILIS

  Robert G. Kubilis
  Chief Financial Officer and Chief Accounting Officer
Date: August 25, 2020