DEF 14A: Templeton Emerging Markets Fund Sets Date for 2025 Annual Shareholder Meeting

Templeton Emerging Markets Fund announces its annual shareholder meeting to be held on March 10, 2025, to vote on the election of trustees and ratification of the independent auditor.

Summary

• Templeton Emerging Markets Fund will hold its Annual Meeting of Shareholders on March 10, 2025, at its Fort Lauderdale offices.
• Shareholders will vote on the election of three Trustees: Gregory E. Johnson, Rupert H. Johnson, Jr., and Constantine D. Tseretopoulos.
• They will also vote on the ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending August 31, 2025.
• The Board of Trustees recommends voting FOR the election of the trustee nominees and FOR the ratification of PwC.
• Shareholders of record as of December 16, 2024, are eligible to vote.
• The proxy statement, notice of meeting, and proxy card were first mailed to shareholders on or about January 6, 2025.
• Shareholders can vote by mail, Internet, or telephone.
• The aggregate fees paid to PwC for audit services for the fiscal year ended August 31, 2024, were $53,545.
• The aggregate fees paid to PwC for tax services were $140,000 for the fiscal year ended August 31, 2024.
• The aggregate fees paid to PwC for non-audit services were $0 for the fiscal year ended August 31, 2024.

Sentiment

Score: 7

Explanation: The document is a standard proxy statement, which is generally neutral in tone. The positive aspects include the detailed disclosures and the recommendation to vote in favor of the proposals. The potential for postponement of the meeting and the interested status of some trustees slightly temper the sentiment.

Positives

• The Board is composed of a majority of Independent Trustees.
• The Audit Committee is comprised entirely of independent members.
• Shareholders have multiple options for voting: mail, Internet, or telephone.
• The Fund provides detailed information about the nominees for Trustee and their qualifications.
• The Fund discloses the fees paid to the independent auditor for various services.

Negatives

• The Chairman of the Board is an interested person, although there is also a Lead Independent Trustee.
• The Fund does not currently have a formal policy regarding Trustees attendance at the annual meeting of shareholders; no Trustees attended the Funds last annual meeting held on March 4, 2024.

Risks

• There is a possibility that the Annual Meeting may be postponed or the location or approach may need to be changed, including the possibility of holding a virtual meeting.
• Nominees may be disqualified for nomination and services as a Trustee if they have engaged in disqualifying conduct outlined in the Funds Declaration of Trust.
• Nominees that are associated with other investment vehicles and investment advisers may not be eligible for nomination and service as a Trustee if the Board finds that such associations have conflicts of interest with the long-term best interests of the Fund, impede the ability of the nominee to perform, or impede the free flow of information from management.
• Nominees that are acting in concert with control persons of other investment companies that are in violation of Section 12(d)(1) of the 1940 Act shall be disqualified from nomination and service as a Trustee.

Future Outlook

The Fund anticipates that its 2026 Annual Meeting of Shareholders will be held on or about March 9, 2026.

Management Comments

• The Trustees unanimously recommend that you vote FOR the election of the three nominees for Trustee and FOR the ratification of the selection of PwC as the independent registered public accounting firm for the Fund for the fiscal year ending August 31, 2025.

Industry Context

This announcement is a routine part of fund governance, ensuring shareholders have a voice in the election of trustees and the selection of the independent auditor, which are standard practices for registered investment companies.

Comparison to Industry Standards

• The structure of the Board, with a majority of independent trustees, aligns with industry best practices and regulatory requirements under the Investment Company Act of 1940.
• The detailed disclosure of fees paid to the independent auditor is consistent with SEC regulations and provides transparency to shareholders.
• The process for nominating and electing trustees is similar to that of other closed-end funds and investment companies.
• The Fund's Audit Committee charter reflects standard responsibilities and duties for audit committees of registered investment companies, including oversight of financial reporting, internal controls, and the independent audit process.
• The compensation structure for independent trustees, including annual retainer fees and meeting fees, is comparable to that of other funds within the Franklin Templeton fund complex and the broader investment management industry.

Management Changes

Stakeholder Impact

• Shareholders have the opportunity to vote on important matters related to the Fund's governance and operations.
• The election of Trustees and ratification of the independent auditor directly impact the oversight and financial integrity of the Fund.
• The Fund's policies and procedures are designed to protect the interests of shareholders.

Next Steps

• Shareholders should review the proxy materials and vote on the proposals.
• The Fund will hold its Annual Meeting on March 10, 2025.
• The Board will consider the results of the shareholder vote and take appropriate action.

Key Dates

Keywords

Annual Meeting, Shareholders, Trustees, Proxy Statement, Independent Auditor, PricewaterhouseCoopers, Templeton Emerging Markets Fund, Investment Company Act of 1940, Audit Committee, Corporate Governance