EX-99.(F) 3 dex99f.txt REGISTRANT'S ARTICLES SUPPLEMENTARY, DATED 9/18/01 Exhibit F ARTICLES SUPPLEMENTARY TO THE ARTICLES OF INCORPORATION OF iSHARES, INC. iShares, Inc., a Maryland corporation having its principal office in Baltimore, Maryland (the "Corporation"), hereby certifies to the State Department of Assessments and Taxation of Maryland that: FIRST: Immediately prior to the filing of these Articles Supplementary (i) the Corporation was authorized to issue ten billion nine hundred million (10,900,000,000) shares of capital stock designated as Common Stock and having a par value of one tenth of one cent ($.001) per share for an aggregate par value of ten million nine hundred thousand dollars ($10,900,000), (ii) 9,099,425,000 authorized shares of Common Stock were previously classified by the Board of Directors and were allocated among the Corporation's twenty-eight series as follows: iShares MSCI Australia Index Fund 127,800,000 iShares MSCI Austria Index Fund 19,800,000 iShares MSCI Belgium Index Fund 136,200,000 iShares MSCI Brazil (Free) Index Fund 500,000,000 iShares MSCI Canada Index Fund 340,200,000 iShares MSCI EMU Index Fund 500,000,000 iShares MSCI France Index Fund 340,200,000 iShares MSCI Germany Index Fund 382,200,000 iShares MSCI Greece Index Fund 200,000,000 iShares MSCI Hong Kong Index Fund 191,400,000 iShares MSCI Indonesia (Free) Index Fund 200,000,000 iShares MSCI Italy Index Fund 63,600,000 iShares MSCI Japan Index Fund 2,124,600,000 iShares MSCI Malaysia (Free) Index Fund 127,800,000 iShares MSCI Mexico (Free) Index Fund 255,000,000 iShares MSCI Netherlands Index Fund 255,000,000 iShares MSCI Portugal Index Fund 200,000,000 iShares MSCI Singapore (Free) Index Fund 191,400,000 iShares MSCI South Africa Index Fund 200,000,000 iShares MSCI South Korea Index Fund 200,000,000 iShares MSCI Spain Index Fund 127,800,000 iShares MSCI Sweden Index Fund 63,600,000 iShares MSCI Switzerland Index Fund 318,625,000 iShares MSCI Taiwan Index Fund 200,000,000 iShares MSCI Thailand (Free) Index Fund 200,000,000 iShares MSCI Turkey Index Fund 200,000,000 iShares MSCI United Kingdom Index Fund 934,200,000 iShares MSCI USA Index Fund 500,000,000 and (iii) the remaining 1,800,575,000 authorized shares of Common Stock were undesignated as to series. SECOND: Acting pursuant to authority granted to the Board of Directors in Article FIFTH of the Corporation's Articles of Incorporation, as amended, Section 2-105(a) of the Maryland General Corporation Law to classify and reclassify authorized but unissued shares of its Common Stock, and Section 2-105(c) of the Maryland General Corporation Law to increase or decrease the aggregate number of shares of its Common Stock, the Board of Directors has (i) increased the number of shares of Common Stock, par value one tenth of one cent per share ($.001), the Corporation has the authority to issue by two billion (2,000,000,000) shares, i.e., from ten billion nine hundred million (10,900,000,000) shares to twelve billion nine hundred million (12,900,000,000) shares, (ii) designated the following named series of Common Stock; iShares MSCI All Country Far East (Free) Ex Japan Index Fund, iShares MSCI All Country World Index Fund, iShares MSCI Emerging Markets (Free) Index Fund, iShares MSCI Emerging Markets Latin America Index Fund, iShares MSCI Europe Index Fund, iShares MSCI Israel Index Fund and iShares MSCI Pacific Ex Japan Index Fund and (iii) provided for the issuance of shares of each of the series described in item (ii) above. Each series so designated shall consist, until further changed, of the number of shares allocated to such series by the Board of Directors as set forth below: iShares MSCI All Country Far East (Free) Ex Japan Index Fund 500,000,000 iShares MSCI All Country World Index Fund 500,000,000 iShares MSCI Emerging Markets (Free) Index Fund 500,000,000 iShares MSCI Emerging Markets Latin America Index Fund 500.000,000 iShares MSCI Europe Index Fund 500,000,000 iShares MSCI Israel Index Fund 500,000,000 iShares MSCI Pacific Ex Japan Fund 500,000,000
with the result that the authorized shares of Common Stock are now allocated as follows: iShares MSCI All Country Far East (Free) Ex Japan Index Fund 500,000,000 iShares MSCI All Country World Index Fund 500,000,000 iShares MSCI Australia Index Fund 127,800,000 iShares MSCI Austria Index Fund 19,800,000 iShares MSCI Belgium Index Fund 136,200,000 iShares MSCI Brazil (Free)Index Fund 500,000,000 iShares MSCI Canada Index Fund 340,200,000 iShares MSCI Emerging Markets (Free) Index Fund 500,000,000 iShares MSCI Emerging Markets Latin America Index Fund 500,000,000 iShares MSCI EMU Index Fund 500,000,000 iShares MSCI Europe Index Fund 500,000,000 iShares MSCI France Index Fund 340,200,000
iShares MSCI Germany Index Fund 382,200,000 iShares MSCI Greece Index Fund 200,000,000 iShares MSCI Hong Kong Index Fund 191,400,000 iShares MSCI Indonesia (Free) Index Fund 200,000,000 iShares MSCI Israel Index Fund 500,000,000 iShares MSCI Italy Index Fund 63,600,000 iShares MSCI Japan Index Fund 2,124,600,000 iShares MSCI Malaysia (Free) Index Fund 127,800,000 iShares MSCI Mexico (Free) Index Fund 255,000,000 iShares MSCI Netherlands Index Fund 255,000,000 iShares MSCI Pacific Ex Japan Index Fund 500,000,000 iShares MSCI Portugal Index Fund 200,000,000 iShares MSCI Singapore (Free) Index Fund 191,400,000 iShares MSCI South Africa Index Fund 200,000,000 iShares MSCI South Korea Index Fund 200,000,000 iShares MSCI Spain Index Fund 127,800,000 iShares MSCI Sweden Index Fund 63,600,000 iShares MSCI Switzerland Index Fund 318,625,000 iShares MSCI Taiwan Index Fund 200,000,000 iShares MSCI Thailand (Free) Index Fund 200,000,000 iShares MSCI Turkey Index Fund 200,000,000 iShares MSCI United Kingdom Index Fund 934,200,000 iShares MSCI USA Index Fund 500,000,000 and the remaining 300,575,000 authorized shares of Common Stock remain undesignated as to series. THIRD: The terms of the shares of each series of Common Stock designated above are as set forth in the Corporation's Articles of Incorporation filed with the State Department of Assessments and Taxation of Maryland on September 1, 1994, as amended by Articles of Amendment dated February 29, 1996, Articles Supplementary dated December 9, 1999 and Articles of Amendment dated May 12, 2000. FOURTH: The Corporation is registered as an open-end management investment company under the Investment Company Act of 1940. FIFTH: After giving effect to the foregoing, the total number of shares of capital stock that the Corporation has authority to issue is twelve billion nine hundred million (12,900,000,000) shares of its Common Stock, par value one tenth of one cent per share ($.001), for an aggregate par value of twelve million nine hundred thousand ($12,900,000) dollars. IN WITNESS WHEREOF, the Corporation has caused these Articles Supplementary to be signed in its name and on its behalf by its Assistant Secretary and witnessed by its Assistant Treasurer on September 17, 2001. WITNESS: iSHARES, INC. By: /s/ Jo Anne Bennick By: /s/ John P. Falco ---------------------------------- ------------------------------- Name: Jo Anne Bennick Name: John P. Falco Title: Assistant Treasurer Title: Assistant Secretary THE UNDERSIGNED, Assistant Secretary of iShares, Inc., who executed on behalf of the Corporation Articles Supplementary of which this certificate is made a part, hereby acknowledges in the name and on behalf of the Corporation the foregoing Articles Supplementary to be the corporate act of the Corporation and hereby certifies that the matters and facts set forth herein with respect to the authorization and approval thereof are true in all material respects under the penalties of perjury. /s/ John P. Falco ------------------------------------ Name: John P. Falco