EX-99.A.12 4 exa12-int.htm ARTICLES SUPPLEMENTARY exa12-int.htm
Exhibit (a)(12)
 
 
DWS INTERNATIONAL FUND, INC.
(TO BE RENAMED DEUTSCHE INTERNATIONAL FUND, INC. ON 8/11/14)
ARTICLES SUPPLEMENTARY

DWS International Fund, Inc. (to be renamed Deutsche International Fund, Inc. on August 11, 2014 pursuant to Articles of Amendment filed and accepted for record with the State Department of Assessments and Taxation of Maryland (the “SDAT”) on July 18, 2014 (the “Articles of Amendment”)), a Maryland corporation registered as an open-end investment company under the Investment Company Act of 1940 (which is hereinafter called the “Corporation”), hereby certifies to the State Department of Assessments and Taxation of Maryland that:

FIRST:  Pursuant to the authority expressly vested in the Board of Directors of the Corporation by the Charter of the Corporation, the Board of Directors has duly designated and classified the two hundred million (200,000,000) shares of the authorized but undesignated shares of capital stock of the Corporation as a new Series of shares of capital stock, such Series being designated the “Deutsche Emerging Markets Frontier Fund” Series.

SECOND:  Pursuant to the authority expressly vested in the Board of Directors of the Corporation by the Charter of the Corporation, the Board of Directors has further designated and classified the two hundred million (200,000,000) shares of the Deutsche Emerging Markets Frontier Fund designated and classified pursuant to Article First above into four Classes of shares, each Class consisting of fifty million (50,000,000) shares, and such Classes being designated as Class A shares, Class C shares, Class S shares and Institutional Class shares, respectively.

THIRD:  (a) Immediately prior to the filing of these Articles Supplementary, the Corporation had the authority to issue 2,947,923,888 shares of capital stock, with a par value of $0.01 per share, for an aggregate par value of $29,479,238.88, which shares were designated and classified into the following Series, which Series were be subdivided into the following Classes (each reference to DWS in the name of a Series to be changed to  “Deutsche” on August 11, 2014 pursuant to the Articles of Amendment):

Series
Classes
Number of Shares
 
DWS International Fund
 
670,595,597
 
 
Class A shares
Class B shares
Class C shares
Class S shares
Institutional Class shares
Investment Class shares
Class R6 shares
100,000,000
  50,000,000
  20,000,000
200,595,597
  50,000,000
100,000,000
  50,000,000
 
 
 

 
 

 

DWS Latin America Equity Fund
 
 
340,000,000
 
Class A shares
Class B shares
Class C shares
Class S shares
    50,000,000
    50,000,000
    20,000,000
  100,000,000

DWS World Dividend Fund
 
 
470,000,000
 
Class A shares
Class B shares
Class C shares
Class S shares
Institutional Class shares
Class R6 shares
   50,000,000
    50,000,000
    20,000,000
  100,000,000
  100,000,000
  50,000,000

DWS Emerging Markets Equity Fund
 
 
  420,000,000
 
Class A shares
Class B shares
Class C shares
Class S shares
Institutional Class shares
   50,000,000
   50,000,000
   20,000,000
  100,000,000
  100,000,000

DWS International Value Fund
 
 
  320,000,000
 
Class A shares
Class C shares
Institutional Class shares
Class S shares
    80,000,000
    80,000,000
    80,000,000
    80,000,000

DWS Global Equity Fund
 
 
  300,000,000
 
Class A shares
Class B shares
Class C shares
Class R shares
Class S shares
Institutional Class shares
    50,000,000
    50,000,000
    50,000,000
    50,000,000
    50,000,000
    50,000,000

Undesignated
 
847,328,291
 
 
 
 

 
 
(b) Immediately after the filing of these Articles Supplementary, the Corporation will continue to have the authority to issue 2,947,923,888 shares of capital stock, with a par value of $0.01 per share, for an aggregate par value of $29,479,238.88, which shares will be designated and classified into the following Series, which Series will be subdivided into the following Classes (each reference to DWS in the name of a Series to be changed to  “Deutsche” on August 11, 2014 pursuant to the Articles of Amendment):

Series
Classes
Number of Shares
 
DWS International Fund
 
670,595,597
 
 
Class A shares
Class B shares
Class C shares
Class S shares
Institutional Class shares
Investment Class shares
Class R6 shares
100,000,000
  50,000,000
  20,000,000
200,595,597
  50,000,000
100,000,000
  50,000,000

DWS Latin America Equity Fund
 
340,000,000
 
Class A shares
Class B shares
Class C shares
Class S shares
    50,000,000
    50,000,000
    20,000,000
  100,000,000

DWS World Dividend Fund
 
470,000,000
 
Class A shares
Class B shares
Class C shares
Class S shares
Institutional Class shares
Class R6 shares
   50,000,000
    50,000,000
    20,000,000
  100,000,000
  100,000,000
  50,000,000

DWS Emerging Markets Equity Fund
 
420,000,000
 
 
Class A shares
Class B shares
Class C shares
Class S shares
Institutional Class shares
   50,000,000
   50,000,000
   20,000,000
 100,000,000
 100,000,000
 
 
 
 

 

 

DWS International Value Fund
 
  320,000,000
 
 
Class A shares
Class C shares
Institutional Class shares
Class S shares
    80,000,000
    80,000,000
    80,000,000
    80,000,000

DWS Global Equity Fund
 
 
  300,000,000
 
Class A shares
Class B shares
Class C shares
Class R shares
Class S shares
Institutional Class shares
    50,000,000
    50,000,000
    50,000,000
    50,000,000
    50,000,000
    50,000,000

Deutsche Emerging Markets Frontier Fund
 
  200,000,000
 
 
Class A shares
Class C shares
Class S shares
Institutional Class shares
    50,000,000
    50,000,000
    50,000,000
    50,000,000

Undesignated
 
   647,328,291

FOURTH:  A description of the Deutsche Emerging Markets Frontier Fund, and of each Class thereof, including the preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends, qualifications and terms or conditions of redemption, is as follows:

(a)           Except as provided in the Charter of the Corporation and except for the differences, as described below, associated with each of the Classes of the Deutsche Emerging Markets Frontier Fund, the shares of the Deutsche Emerging Markets Frontier Fund shall be identical in all respects with the shares of the Corporation’s other Series, except that seven (7) Series of shares, as opposed to six (6), now exist.

(b)           Except as provided in the Charter of the Corporation, the Class A, Class C, Class S and Institutional Class share Classes of the Deutsche Emerging Markets Frontier Fund each shall be identical in all respects, and shall have the same preferences, conversion and other rights, voting powers, restrictions, limitations as to dividends, qualifications and terms and conditions of redemption of the other Classes of the Corporation’s other Series.
 
 
 
 

 

 
FIFTH:  Except as otherwise provided by the express provisions of these Articles Supplementary, nothing herein shall limit, by inference or otherwise, the discretionary right of the Board of Directors of the Corporation to classify and reclassify and issue any unissued shares of the Corporation’s capital stock and to fix or alter all terms thereof to the full extent provided by the Charter of the Corporation.

SIXTH:  The Board of Directors of the Corporation, acting at a meeting duly called and held on May 14, 2014, duly authorized and adopted resolutions designating and classifying the capital stock of the Corporation as set forth in these Articles Supplementary.


[signatures begin on next page]
 
 
 
 

 

 
IN WITNESS WHEREOF, the Corporation  has caused these Articles Supplementary to be signed and acknowledged in its name and on its behalf by its  Vice President and attested to by its Assistant Secretary on this 24th day of July, 2014; and its Vice President acknowledges that these Articles Supplementary are the act of the Corporation, and he further acknowledges that, as to all matters or facts set forth herein which are required to be verified under oath, such matters and facts are true in all material respects to the best of his knowledge, information and belief, and that this statement is made under the penalties for perjury.


                                                              
 
 ATTEST:
 
 
 DWS INTERNATIONAL FUND, INC.
(to be renamed Deutsche International Fund, Inc. on August 11, 2014 pursuant to Articles of Amendment filed and accepted for record with the State Department of Assessments and Taxation of Maryland (the “SDAT”) on July 18, 2014)
   
/s/Hepsen Uzcan
Name:  Hepsen Uzcan
Position:  Assistant Secretary
/s/John Millette
Name:  John Millette
 Position:  Vice President