MATERIAL AMENDMENTS 6 TEMF_G_1_b_i2_1019.txt MATERIAL AMENDMENTS NAME OF REGISTRANT TEMPLETON EMERGING MARKETS FUND File No. 811-04985 EXHIBIT ITEM: Copies of any material amendments to the registrant's charter or by-laws Amendment Dated October 23, 2018 to the By-Laws of Templeton Emerging Markets Funds Dated May 13, 2004 WHEREAS, Article VIII, Section 2 of the By-Laws provides that the By-Laws may be amended by the Board of Trustees; and WHEREAS, by resolution dated October 23, 2018, the Board authorized the By-Laws to be amended as set forth below. NOW, THEREFORE, the By-Laws are hereby amended as follows: The first sentence of the second paragraph of Article II, Section 5 is replaced in its entirety as follows: When any Shareholders' meeting is adjourned to another time or place, notice need not be given of the adjourned meeting if the time and place thereof are announced at the meeting at which the adjournment is taken, unless after the adjournment, a new record date is fixed for the adjourned meeting, or unless the adjournment is for more than one hundred twenty (120) days after the date of the original meeting, in which case, notice shall be given to each Shareholder ofrecord entitled to vote at the adjourned meeting in accordance with the provisions of Sections 3 and 4 of this Article II. Adopted and approved as of October 23, 2018 pursuant to authority delegated by the Board. /s/ Lori Weber Lori A. Weber Vice President & Secretary