For personal use only - ASX2008/09/19  · Sadly, Sir John Templeton passed away on 8 July 2008 at...

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For personal use only

Transcript of For personal use only - ASX2008/09/19  · Sadly, Sir John Templeton passed away on 8 July 2008 at...

Page 1: For personal use only - ASX2008/09/19  · Sadly, Sir John Templeton passed away on 8 July 2008 at the age of 95. He was described in 1999 by Money magazine as “arguably the greatest

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Templeton Global Growth Fund Ltd. (“TGG”) was established to provide Australianresidents with a well managed and cost effective investment vehicle through which theycould gain access to world equity markets.

TGG delegates certain of its investment management functions to Franklin TempletonInvestments Australia Ltd, a member of the Franklin Templeton group (“FT”) and reliesupon the integrity and professional competence of that organization for the prudent andsuccessful management of the Company’s global investment portfolio. FT has a longestablished record of investing in global equity markets.

The primary objective of TGG is to increase shareholders’ total returns through theachievement of superior investment performance.

Contents

Chairman’s Message 1

2008 Investment Manager’s Report 3

Templeton Investment Approach 10

Corporate Governance Statement 11

Directors’ Report 21

Auditor’s Independence Declaration 30

Income Statement 31

Balance Sheet 32

Statement of Changes in Equity 33

Statement of Cash Flows 34

Notes to the Financial Statements 35

Directors’ Declaration 57

Independent Auditor’s Report 58

Five Year Summary of Financial Information 60

Additional ASX Information 61

List of Investments 62

Mission Statement

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Dear Shareholder,

In last year’s message to shareholders I observed that recent events, involving problemsin sub-prime lending markets in the USA and its flow-on effects into the wider globaleconomy had demonstrated the potential volatility of world equity markets.

We now know that what we were seeing at that time was only the tip of the iceberg. In the 7 months to 30 June 2008, equity markets deteriorated dramatically as a wideningof dislocation in credit markets, coupled with fears of recession in Western economiesand increasing oil, energy and other commodities’ prices fuelled volatility and drainedinvestor confidence.

Over the year, the benchmark MSCI All Countries World Index declined by nearly20% and the market value of TGG’s investment portfolio reduced from AUD 215million to AUD 157 million.

The rise of the Australian dollar to a 20 year high against the USA dollar, as at June2008, was an additional contributing factor to the decline in the market value of theTGG investment portfolio, measured in AUD.

Summary of Results2008 2007

Year ended 30 June $ $

Revenue 6,813,574 8,798,407

Expenses (2,816,651) (2,789,327)

Profit before realisation of investments, tax and unrealized losses 3,996,923 6,009,080

Net capital gain on realisation of investments 4,137,895 3,259,105

8,134,818 9,268,185

Diminution in market value of investments (36,805,743) –

Profit/(loss) before income tax (28,670,925) 9,268,185

Income tax (expense)/benefit 8,627,426 (2,504,970)

Operating profit/(loss) after tax (20,043,499) 6,763,215

Earnings/(losses) per share (cents) (13.8) 6.1

Dividends per share (cents) 5.0 6.0

NTA ($) 1.08 1.54

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CHAIRMAN’SMESSAGE

Templeton Global Growth Fund Ltd. ABN 44 006 558 149

Level 25360 Collins StreetMelbourne, Victoria 3000Telephone (03) 9603 1207Facsimile (03) 9603 1299

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DividendBy reason of the loss sustained in the year, no dividend has been or will be paid for theyear ended 30 June 2008.

Vale – Sir John TempletonOur Company proudly carries the name Templeton, after Sir John Templeton thefounder of the investment style still used today to manage the portfolio of investments.

Sadly, Sir John Templeton passed away on 8 July 2008 at the age of 95. He wasdescribed in 1999 by Money magazine as “arguably the greatest global stock picker of the century”.

OutlookIt appears likely to be some time before global economies work through the currentdifficulties arising from excessive and undisciplined lending practices in the USA and Europe.

Your directors acknowledge that equity markets may not materially improve until this process is further completed. However, in the two months since year end, therehave been indications that we may be approaching, or have even reached “the time of maximum pessimism”.

As our Investment Manager has indicated in his Report, a number of price/valuediscrepancies have now become evident. Which should produce some interestinginvestment opportunities and should lead to superior returns for long term investors .

Additionally, the recent reversal in the upward spiral of the AUD should also assist in increasing the AUD value of the TGG portfolio.

David A WalshChairman

27 August 2008

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Templeton Global Growth Fund Ltd

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2008 was a difficult year for Templeton Global Growth Fund (“TGG”) in absolute terms,and relative to the MSCI AC World Index. This was in contrast to the four prior yearswhere returns were satisfactory from both perspectives. Returns for the latest year werenegatively impacted by the deterioration in economic and financial market conditionsover the course of the year. Most notably, slowing global economic growth, the ongoingcredit crisis, and a painful spike in the prices of commodities combined to drive downglobal equity valuations. The impact was widely-felt and many major stock indices fellaround 20% during the twelve-month period.

2008 in ReviewIn last year’s report we discussed the nascent turmoil in the sub-prime mortgage marketand warned of further bad debts to come, noting that 13% of sub-prime mortgages werealready delinquent, an extremely elevated number by historical standards. We alsoquoted Fed Chairman Ben Bernanke’s estimation of perhaps US$100 billion in lossesbefore the crisis ended.

At the time of this report, nearly 29% of sub-prime mortgages are now delinquent andsubprime-related losses are currently in excess of US$350 billion.

Financial firms have already written off substantial amounts of their holdings in debtsecurities, centred on sub-prime mortgages (and derivatives thereof). The market pricesof some of these securities may prove to have been marked down too far, but it is likelythat the underlying obligations themselves - U.S. home mortgages - will need to stabiliseto facilitate a lasting recovery. Some time will elapse before a more precise pictureemerges but estimates suggest that roughly US$1 trillion of credit related losses could be incurred before the episode is over.

Compounding this problem has been the relative loss of confidence in the U.S.economic and financial complex, which has precipitated a sell-down in the US dollarand a further boost to commodity prices, especially oil and food. This has created a newglobal challenge - inflation containment. Headline CPI inflation in the U.S. finished the period at 5% year-on-year, and inflation in the Euro-zone has risen even fasterdespite that region’s strong currency. In many emerging markets, inflation hit doubledigits during the year.

2008 investment

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Franklin Templeton Investments Australia Limited ABN 87 006 972 247

Level 25360 Collins StreetMelbourne, Victoria 3000Telephone (613) 9603 1200Facsimile (613) 9603 1299

Latest Latest Latest Latest Latest Since6 mths 12 mths 3 yrs* 5 yrs* 10 yrs* Inception*

% % % % % %TGG ^ -23.4 -26.6 -0.3 4.9 0.6 7.2MSCI All Country World Free Index -18.0 -19.4 2.6 5.8 0.8 6.1#

1 yr to 1 yr to 1 yr to 1 yr to 1 yr to30/6/08 30/6/07 30/6/06 30/6/05 30/6/04

% % % % %TGG ^ -26.6 11.5 21.3 2.4 24.5MSCI All Country World Free Index -19.4 10.3 21.5 2.2 20.3

^ Returns are based on movements in the Company’s net assets per share (after deducting investmentmanagement fees), before all taxes, with dividends reinvested and adjusted for share issues and share buy-backs.* Annualised# Since inception Index uses MSCI World as AC World was not in existence at TGG’s inceptionShareholders should note that past performance is not necessarily an indicator of future performance

Performance Summary to 30 June 2008 ($A)

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Global cyclicals and raw material stocks led performance during the period and themarket in general was dominated by momentum. This made for a trying period for valueinvestors, as markets continued to focus on expensive Energy and Materials stocks whileseverely marking down the value of much of the rest of the market. On the whole, global“value” stocks fell some 26% (in AUD) during the period, while global “growth” stocksretreated only 13%.

Sector Returns

Materials stocks were among TGG’s worst performing holdings where our ownership of the cyclically-depressed, bargain-priced European paper industry pressured returns.Both of TGG’s major Materials holdings, Finnish paper companies Stora Enso and UPM-Kymmene, were among the year’s biggest detractors from performance. In contrast, half of the ten best performing holdings in the MSCI AC World Index were Materials stocks, specifically metals and mining and chemicals companies, where TGG was not represented.

The other half of the ten best benchmark holdings were all Energy stocks, which, likeMaterials stocks, have received an ample boost from the commodity prices, in this caseoil. Energy stocks were the second-biggest detractors from TGG’s relative performancedue to the portfolio’s smaller weighting in the sector. Energy stocks have in generallagged the run-up in oil prices, and many of the large, integrated oil companies aretrading at levels that discount oil prices well below $100/barrel. While we remaincautiously exposed to the sector, we are still finding selective bargains among low-multiple integrated energy firms.

Holdings in Financials (which represent about one-fifth of the total portfolio) alsonegatively impacted returns as nearly every type of financial services company, frominvestment banks to insurers to mortgage lenders, was to some degree dragged down bythe prevailing conditions. TGG’s investments in companies that owned credit-relatedsecurities (UBS, Royal Bank of Scotland) or insured those securities (AIG) declined by

2008investment

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continued

+8.1

–5.4

–4.1

–0.2

+3.1

–2.6

+1.4

–7.1

+10.7

–3.9

Weightingrelative to

Index%

–31.9

–12.2

9.6

–37.2

–18.5

–22.0

–19.0

4.5

–17.1

–6.1

Index%

Return for yearto 30/6/08

–34.5

–18.6

–4.7

–40.0

–25.5

–29.6

–14.7

–44.5

–8.3

3.5

TGG%

16.4 2.9 10.2 19.9 11.3

8.1 12.0

2.4

15.8

1.0

0 5% 10% 15% 20%

Consumer Discretn

Consumer Staples

Energy

Financials

Healthcare

Industrials

Information Tech

Materials

Telecom Services

Utilities

Portfolio INDUSTRY Weightingsas at 30 june 2008

Templeton Global Growth Fund Ltd

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Templeton Global Growth Fund Ltd

over 25% (in local currency). By contrast, the the average book value of thesecompanies fell by a mere 4%; this pattern makes the recent sell-off seem quiteindiscriminate. These stocks are well-positioned to rebound when conditions stabilise.

The portfolio’s overweight position in Consumer Discretionary stocks has also affectedreturns, largely due to the concentration in Media companies, many of which have beenhard hit by the anticipated slowdown in advertising revenues and the competitive threatof online content. However, only around 30% of the valuation of TGG’s mediainvestments can be attributed to advertising, with most of the rest coming fromsubscription revenues; satellite providers such as Directv and BSkyB, are still addingsubscribers and growing revenues despite the economic headwinds.

Industrials stocks also retreated, largely due to an uncharacteristic earnings miss by thelarge U.S. conglomerate, General Electric, which blamed losses primarily on difficultiesat its finance division. Over the last five years TGG’s exposure to this sector has beenreduced substantially as valuations became less compelling. Our remaining holdingsencompass an eclectic mix of businesses including a leading defence contractor, theGerman post office and a Korean infrastructure fund.

Among TGG’s better performing stocks were its Telecommunications holdings, whichwere significantly overweight at nearly 3 times the benchmark’s allocation. After thebursting of the technology bubble at the start of the decade, TGG acquired a number of high-quality telecoms when they were out-of-favour and trading at low valuations.Over recent years many of these stocks have stood out as top performers, and wecontinue to value the sector for its geographically diversified revenue streams, itsunderleveraged balance sheets, and its ability to generate high free cash-flow which can be used to self-fund continued growth or return value to shareholders in the form of dividends or share buybacks.

We continue to find value in the telecom sector; in particular, we are investing indeveloped-market telecoms (many of them incumbent national operators) which alsohave high exposure to the developing markets. These companies lower the risk of directinvestment in the emerging markets while retaining exposure to the exciting growthprospects of the various regions. Furthermore, they trade at more reasonable valuationsthan many of their emerging market counterparts. One good example is Telenor, theworld’s seventh largest mobile operator. The firm is based in Norway, but has operationsin twelve countries and derives over two-thirds of its operating profit from emergingcountries.. Telenor trades around 8.7x current earnings compared to the average 13.5xmultiple of the MSCI World Emerging Markets Index.

In the Information Technology sector, many large “franchise” technology companies,particularly in software, retain their attractive long-term characteristics despite anuncertain near-term outlook. By way of example, Microsoft, one of TGG’s largestholdings, is now valued at less than 12 times next year’s expected earnings. Compare this to the Nasdaq Composite Index in general, which at more than 23x 2009 earnings is roughly twice as expensive as Microsoft, and overall has a far less stable stream of earnings.

2008investment

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Templeton Global Growth Fund Ltd

Other franchise technology companies have many of the same characteristics. TGG hassignificant positions in major players like Cisco, Oracle and Accenture, and thesecompanies offer solid growth, defensive earnings profiles, inexpensive valuations, cashrich balance sheets and shareholder friendly policies. They have achieved an averagegrowth of over 20% p.a. in their revenues per share since 2004.

Despite being typically viewed as a defensive equity sector, Healthcare, proved a difficult area for TGG in the year, producing a negative return, with only one of thestocks in the sector up in the year. We remain encouraged by the resilience of theearnings for our holdings, however, and are convinced that at present valuations theyremain compelling investments.

Regional Returns

On the whole, all major regions delivered negative absolute returns (in both TGG andthe benchmark); however, TGG’s Asian holdings outperformed on the back of strongreturns from Singapore and Taiwan. Despite the portfolio’s underweight position inNorth America - which had a slightly beneficial effect on relative performance –holdings in that region underperformed the benchmark and the United States ended the year as the portfolio’s biggest detractor. The under-performance in North America islargely a result of the sectoral holdings in that market, as we hold even fewer commodityproducers in that market.

2008investment

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continued

29.0 2.3 0.0 26.6 51.1 27.7 6.3 17.1 17.1 0.9

7.0 4.7 4.5

0.0

0.9

2.9

–16.8

+20.1

+0.9

–2.9

–3.0

+1.7

0 10% 20% 30% 40% 50%

Weightingrelative to

Index%

–20.6

–20.2

–20.2

Index%

–32.3

–24.5

–17.5

TGG%

N. America

Bermuda

Canada

United States

Europe

Euro Countries

Rest of Europe

United Kingdom

Asia

Hong Kong

Japan

South Korea

Rest of Asia

Australia/NZ

L. America

Mid East/Africa

Return for yearto 30/6/08

Portfolio Geographic Weightingsas at 30 june 2008

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Templeton Global Growth Fund Ltd

Changes to the PortfolioSignificant new purchases during the period included British food producer, PremierFoods, Japanese automobile auction house, USS Corp., and the French media/telecomconglomerate, Vivendi. There was also a significant increase in the holding in RoyalBank of Scotland, the U.K.’s second-largest bank.

A number of TGG’s existing holdings were trimmed while others were completelyliquidated. Among the liquidations, Swedish bank, Nordea Bank, and Danish wind-turbine manufacturer, Vestas Wind Systems, were sold as they reached what weconsidered to be a full valuation, while U.S. mortgage lender, Fannie Mae, was sold at aloss as we became more concerned with the outlook for US housing and that company’svery high leverage to a deterioration in the value of its collateral.

OutlookHistorically, periods of pronounced market weakness have produced great opportunitiesfor long-term value-oriented equity investors. A proliferation of conspicuous price/value discrepancies is now especially evident. A myriad of Healthcare, Media,Telecom, and Technology stocks are trading at or near historical valuation troughs. We believe that the earnings and dividends of these holdings will prove far moresustainable than the market fears. Accordingly, we consider that numerous opportunitiesnow exist among high-quality, conservatively geared companies that have been sweptalong by a pessimistic consensus and which now trade at significant discounts to theirlong-term earnings potential.

Despite the pain of being on the wrong side of recent market momentum, history hasproven time and again that a disciplined, value-investment style is best-suited forprincipal protection and capital appreciation over a long-term investment horizon.

In MemoriamIn July we were saddened to learn of the passing of Sir John Templeton, a legend in the financial industry, a visionary in the philanthropic activities to which he devoteddecades of his life. As a pioneer in global investing and a participant in the founding of TGG, Sir John will be sorely missed Sir John’s unique vision was based on the virtuesof discipline, independent thought, and meticulous research—virtues that are morecritical than ever in today’s market. He once famously stated that, “The time ofmaximum pessimism is the best time to buy and the time of maximum optimism is the best time to sell.”

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Templeton Global Growth Fund Ltd

2008investment

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continued

Indicative Portfolio CharacteristicsTGG vs MSCI AC World Free Index As At 30 June 2008

Historic Valuation Measures

TOP 15 PORTFOLIO HOLDINGS as at 30 june 2008

% of Security Sector Country Portfolio

Total Energy France 2.6

France Telecom Telecommunication Services France 2.4

Telenor Telecommunication Services Norway 2.4

Royal Dutch Shell Energy United Kingdom 2.3

Microsoft Information Technology United States 2.2

Royal Bank of Scotland Financials United Kingdom 2.2

Samsung Information Technology South Korea 2.0

BP Energy United Kingdom 2.0

Vodafone Telecommunication Services United Kingdom 2.0

Telefonica Telecommunication Services Spain 1.9

HSBC Financials United Kingdom 1.8

Singapore Telecommunications Telecommunication Services Singapore 1.7

Egyptian Mobile Telecommunication Services Egypt 1.7

ING Financials Netherlands 1.7

Oracle Information Technology United States 1.7

30.4

Weighted average – stocks held TGG MSCI AC World

Price to earnings (times) 10.2 14.3

Price to cash flow (times) 5.3 9.2

Price to book value (times) 1.6 2.1

Dividend yield (%) 4.1 2.8

Market capitalisation ($Am) 76,792 68,527

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Templeton Global Growth Fund Ltd

five year summary as at 30 june

2008 2007 2006 2005 2004sector weightings (%)Consumer Discretionary 16.4 15.5 13.2 12.6 11.6Consumer Staples 2.9 1.9 2.5 3.5 6.3Energy 10.2 7.6 7.6 7.9 6.6Financials 19.9 27.7 29.1 20.7 19.5Healthcare 11.3 11.1 10.7 11.7 10.4Industrials 8.1 10.2 10.7 12.3 13.1Information Technology 12.0 8.5 9.4 9.8 10.2Materials 2.4 2.5 3.8 5.0 7.6Telecommunication Services 15.8 13.4 13.2 11.8 9.9Utilities 1.0 1.5 2.7 4.7 4.9

Geographic Weightings (%)North America 29.0 31.4 28.2 28.2 28.5Europe – ex UK 34.0 35.0 33.5 32.2 31.0UK 17.1 16.4 18.3 18.7 18.4Asia – ex Japan 10.1 8.5 10.2 10.0 8.9Japan 7.0 6.0 8.9 8.0 7.7Australia/NZ 0.0 0.0 0.0 1.1 3.6L. America/Caribbean 0.0 0.0 0.9 1.8 1.9Mid-East/Africa 2.9 2.8 0.0 0.0 0.0

Fundamental CharacteristicsPrice to Earnings TGG 10.2x 14.4x 14.0x 14.2x 15.7x

MSCI AC 14.3x 16.9x 16.5x 17.2x 19.4xPrice to Book TGG 1.6x 2.2x 2.0x 2.0x 1.9x

MSCI AC 2.1x 2.7x 2.5x 2.5x 2.4xPrice to Cash Flow TGG 5.3x 7.5x 6.9x 6.7x 7.3x

MSCI AC 9.2x 11.2x 10.5x 10.1x 10.8xDividend Yield TGG 4.1% 2.8% 2.8% 2.6% 2.7%

MSCI AC 2.8% 2.1% 2.2% 2.2% 2.1%

Year to 30 June Performance (%)

TGG –26.6 11.5 21.3 2.4 24.5MSCI AC –19.4 10.3 21.5 2.2 20.3

Market Cap ($Am)TGG 76,792 99,406 84,935 57,482 50,488

MSCI AC 68,527 81,680 81,801 77,220 87,025

Peter M Wilmshurst CFAPortfolio Manager27 August 2008

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TEMPLETONINVESTMENT

APPROACH

Templeton’s long term record of investment management performance is achieved byadherence to its time tested investment philosophy and process.

The Templeton equity investment approach focuses on long term capital growth from aglobally diversified portfolio of investment securities. Importantly, securities are notpurchased with the purpose of selling them at a profit. Rather, a security’s potentialearning power over the longer term which is significant.

Templeton adopts a ‘buy and hold’ investment philosophy, whereby securities aretypically held for five years or more. This approach recognises that it takes patience and discipline to wait for investor interest to return to securities that were once out of favour.

Templeton are value investors which focuses on securities that are considered to beunderpriced relative to their future earning potential. Undervalued equity securities areidentified using a rigorous bottom up approach which focuses on a company’s intrinsicstrengths and weaknesses.

Templeton’s investment portfolio is structured in a manner which provides for prudentdiversification. Although common equity stocks are our primary form of investment, we seek opportunities in all forms of securities that are available in an open market.

There are no geographic limits on the allocation of the Portfolio.

Templeton does not presently consider it appropriate to enter into any hedgingtransaction to protect the Australian dollar value of the portfolio against the declinearising from currency value fluctuations.

In summary, the Templeton investment approach is founded on two underlying tenets:

VALUEInvestment in undervalued securities with a focus on a stocks potential earning power over the long term

PATIENCELong term appreciation with a low turnover of the portfolio

The differentiating characteristics of the Templeton style of investing are:-• Rigorous fundamental, bottom-up analysis• Original research• Global industry research focus• Long term investment horizon• Adherence to time-tested investment philosophy and process• Long-term record of superior performance• Overseas investments are not hedged

Franklin Templeton Investments Australia Limited ABN 87 006 972 247

Level 25360 Collins StreetMelbourne, Victoria 3000Telephone (613) 9603 1200Facsimile (613) 9603 1299

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Core Business and Investment StrategyThe core business and investment strategy of the Company is to provide a vehiclethrough which Australian investors can gain access to global equity markets on a cost efficient basis by investing in an Australian listed company.

The Company seeks long term appreciation from a globally diversified portfolio, consistingprimarily of international securities. The portfolio is managed in accordance with theinvestment philosophy of the Templeton Global Equities Group, which forms part ofFranklin Templeton group a large U.S. based investment management organisation.

The Investment Manager of the Company’s investment portfolio is Franklin TempletonInvestments Australia Ltd (“FTIA”) and its management of the portfolio is conductedpursuant to a formal investment management agreement with the Company whichdefines FTIA’s responsibilities as the Investment Manager.

Day to day management of the portfolio is carried out by FTIA’s resident portfoliomanager (currently Mr Peter Wilmshurst) who has access to and consults on a daily basis with the global investment analysis and research resources of the Templeton Global Equities Group.

The Templeton Global Equities Group does not hedge the currency exposure of theinvestment portfolios that it manages. Consistently, the policy of the Company is not to hedge the underlying currencies of its portfolio of investments.

THE BOARD AND BOARD FUNCTIONSThe Board of Directors has overall responsibility to the shareholders for furtherance of the Company’s core business and investment strategy together with its corporategovernance. The Board guides and monitors the business and affairs of the Company onbehalf of the shareholders by whom they are elected and to whom they are accountable.

The Board seeks to identify the expectations of the shareholders, as well as otherregulatory and ethical obligations. In addition, the Board is responsible for identifyingareas of significant risk and ensuring arrangements are in place to adequately managethose risks.

The table below summarises the Company’s compliance with the Corporate GovernanceCouncil’s Recommendations.

CORPORATEGOVERNANCE

STATEMENT

Templeton Global Growth Fund Ltd. ABN 44 006 558 149

Level 25360 Collins StreetMelbourne, Victoria 3000Telephone (03) 9603 1207Facsimile (03) 9603 1299

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CORPORATEGOVERNANCE

STATEMENTcontinued 1.1

2.1

2.2

2.3

2.4

3.1

3.2

4.1

4.2

4.3

4.4

5.1

Formalise and disclose the functionsreserved to the Board and those delegated tomanagement.

A majority of the Board should be independentdirectors.

The chairperson should be an independentdirector.

The roles of the Chairperson and chiefexecutive should not be exercised by the sameindividual.

The Board should establish a nominationcommittee.

Establish a code of conduct to guide thedirectors, the chief executive officer (orequivalent), the chief financial officer (orequivalent) and any other key executives as to:

• The practices necessary to maintainconfidence in the Company’s integrity.

• The responsibility and accountability of individuals for reporting and investigatingreports of unethical practices.

Disclose the policy concerning trading inCompany securities by directors, officers andemployees.

Require the chief executive officer (orequivalent) and the chief financial officer (orequivalent) to state in writing to the Board thatthe Company’s financial reports present a trueand fair view, in all material respects, of theCompany’s financial condition and operationalresults and are in accordance with relevantaccounting standards.

The Board should establish an audit committee.

Structure the audit committee so that it consists of:

• Only non-executive directors;

• A majority of independent directors;

• An independent chairperson, who is notchairperson of the Board;

• At least three members.

The audit committee should have a formal charter.

Establish written policies and proceduresdesigned to ensure compliance with ASXListing Rule disclosure requirements and toensure accountability at a senior managementlevel for that compliance.

Yes

No

Yes

Yes

No

Yes

Yes

Yes

Yes

Yes

Yes

Yes

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Comply Reference /Recommendation Yes /No Explanation

Templeton Global Growth Fund Ltd

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Templeton Global Growth Fund Ltd

CORPORATEGOVERNANCE

STATEMENTcontinued 6.1

6.2

7.1

7.2

8.1

9.1

9.2

9.3

9.4

10.1

Design and disclose communications strategy topromote effective communication withshareholders and encourage effectiveparticipation at general meetings.

Request the external auditor to attend theannual general meeting and be available toanswer shareholder questions about the conductof the audit and the preparation and content ofthe auditor’s report.

The Board or appropriate Board committeeshould establish policies on risk oversight andmanagement.

The chief executive officer (or equivalent) andthe chief financial officer (or equivalent) shouldstate to the Board in writing that:

• The statement given in accordance with bestpractice recommendation 4.1 (the integrity offinancial statements) is founded on a soundsystem of risk management and internalcompliance and control which implementsthe policies adopted by the Board.

• The Company’s risk management and internalcompliance and control system is operatingefficiently and effectively in all materialrespects.

Disclose the process for performance evaluationof the Board, its committees and individualdirectors, and key executives.

Provide disclosure in relation to the Company’sremuneration policies to enable investors tounderstand (i) the costs and benefits of thosepolicies and (ii) the link between remunerationpaid to directors and key executives andcorporate performance.

The Board should establish a remunerationcommittee.

Clearly distinguish the structure of non-executive directors’ remuneration from that of executives.

Ensure that payment of equity-based executiveremuneration is made in accordance withthresholds set in plans approved byshareholders.

Establish and disclose a code of conduct toguide compliance with legal and otherobligations to legitimate stakeholders.

Yes

Yes

Yes

Yes

Yes

Yes

No

Yes

Yes

Yes

Website

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Website

Comply Reference /Recommendation Yes /No Explanation

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14

CORPORATEGOVERNANCE

STATEMENTcontinued

Templeton Global Growth Fund Ltd

The Company’s corporate governance practices were in place throughout the year ended30 June 2008.

Various corporate governance practices are discussed within this statement. For furtherinformation on the corporate governance policies adopted by the Company, refer to theCompany’s website www.tggf.com.au.

Structure of the BoardAt the date of this report and at all times during the year ended 30 June 2008, thecomposition of the Board was six directors of whom three, including the Chairman, were independent.

The composition of the Board is reviewed on an ongoing basis to ensure that the Boardhas an appropriate balance of expertise and experience. When a vacancy arises or wherethe Board considers that it would benefit from the services and skills of a new Director,the Board considers potential candidates with appropriate expertise and experience andmakes what it considers to be the most appropriate appointment.

Having regard to the nature of the Company’s operations and the fact that responsibilityfor management of the Company’s investment portfolio is delegated to FranklinTempleton Investments Australia Ltd (“FTIA”) as Investment Manager, it is the policyof the Board that the Directors should include representatives of the Franklin Templetongroup and persons who are independent non-executive Directors.

The Directors in office at the date of this statement and at any time during the yearended 30 June 2008 were:

• D A Walsh (Chairman)• G N Webb (Deputy Chairman)• J A Everett• J F Harvey• J A Killen• G E McGowan• J J Bolt

Details of the relevant skills and experience, and the term of office, of each of theDirectors are set out in the Directors’ Report.

Messrs Harvey, Killen, and Walsh are independent non-executive Directors.

Messrs Everett and McGowan and Ms. Bolt are or were non-executive Directors who are or were senior officers of Franklin Templeton group and are not independent.

Mr. Webb retired from office as an executive Director on 30 June 2005, he remains onthe Board as a non-executive Director and as Deputy Chairman.

Independent Directors and ChairmanIt is important for the Board to be of a size and composition that is conducive to efficientoperation and effective decision making and the current composition of the Board isconsidered to be appropriate and efficient for the Company at the present time.

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Templeton Global Growth Fund Ltd

CORPORATEGOVERNANCE

STATEMENTcontinued

Factors which the Board has taken into account in this connection include:

• the relatively small market capitalisation of the Company;• the desirability of having two senior Franklin Templeton group representatives

on the Board;• the importance of the background, knowledge and experience that Mr. Webb

is able to bring to the Board and that he exhibits the characteristics of independencenotwithstanding his previous executive role with the Company;

• under the Company’s Constitution, at board meetings, in the case of an equality of votes, the Chairman, who is independent has a casting vote.

Assessing the Independence of Directors The Boards’ criterion for determining the independence of a Director is whether theDirector is independent of management and free from any business or other relationshipthat could materially interfere with (or could reasonably be perceived to materiallyinterfere with) the exercise of unfettered and independent judgment.

In determining whether this criterion is satisfied, the Board has regard to threshold tests to assess whether there are matters that may require consideration in relation to a Directors ability to exercise unfettered and independent judgment.

However, the threshold tests are not conclusive. The Board may determine that aDirector is independent, notwithstanding that the threshold tests are not all met.Conversely, there may be circumstances in which a Director will be considered to be not independent, though the threshold tests are all met.

In considering independence, the Board distinguishes between a relationship that mayoccasionally give rise to a particular discrete conflict of interest that can be addressed byappropriate conflict of interest procedures, and a relationship that may more generallyimpair the Director’s objectivity and independence of mind.

Each Director is required to keep the Board fully informed of new developments orcircumstances that may be relevant to the Director’s independence.

BOARD COMMITTEESThe Board has established the following two committees to assist in carrying out theBoards responsibilities:

• Audit Committee;• Review Committee.

Each of these committees has a formal charter setting out the committee’s role andresponsibilities, composition, structure and membership requirements.

The committees operate principally in a review or advisory capacity except where powers are expressly conferred on or delegated to a committee by the Board.

Because of the relatively small size of the Company and the nature of the Company’soperations, the Board has not created a nominations committee or a remunerationcommittee.

The Board itself retains and exercises responsibility for the selection and appointment of new Directors.

The Review Committee’s functions include reviewing and making recommendations to the Board on matters concerning executive remuneration, about the recruitment,

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Templeton Global Growth Fund Ltd

CORPORATEGOVERNANCE

STATEMENTcontinued

retention and termination procedures and policies for executive officers, and on theremuneration framework for Directors.

Audit CommitteeAt all times during the year ended 30 June 2008, and since that date, the members of theAudit Committee were Messrs. Killen (Chairman), Harvey, and Webb. The Chairman ofthe Audit Committee is not the Chairman of the Board. All members of the AuditCommittee are able to read and understand financial statements.

Mr Harvey is a Chartered Accountant with substantial financial expertise; Mr Killen hasextensive experience and understanding of investment management.

The relevant qualifications and background of Messrs Killen, Harvey and Webb aresummarised in the Directors’ Report.

The Audit Committee’s role and responsibilities, under its charter, include:

• oversight of the reliability and integrity of the Company’s accounting policies andfinancial reporting and disclosure practices;

• advising the Board on the Company’s financial reporting, due diligence, financialsystems integrity and business risks;

• establishment and maintenance of review processes relating to the performance of the Investment Manager and Custodian;

• reviewing and monitoring the results of the external audit and risk managementprocedures;

• reviewing the effectiveness of the Company’s internal compliance and control procedures;

• reviewing the external auditor’s qualifications and independence;• reviewing the performance of the external auditor;• assessment of whether the Company’s external reporting is consistent with committee

members’ information and knowledge and is adequate for shareholder needs;• ensuring proper procedures for the selection, appointment or removal of the external

auditor and rotation of the external audit engagement partner.

The Audit Committee meets as often as required to carry out its functions and in anyevent at least four times per year.

For details on the number of meetings of the Audit Committee held during the year andthe attendees at those meetings, refer to the Directors’ Report.

The Audit Committee’s charter is posted on the Company’s website.

Review CommitteeAt the date of this statement and at all times during the year ended 30 June 2008 themembers of the Review Committee were Messrs Walsh (Chairman), Harvey, Killen, and Webb.

Under its charter, the Review Committee’s role and responsibilities are:

• to receive and review monthly management accounts that are prepared between Board meetings;

• to receive and review between Board meetings, reports from the Investment Manageron performance of the Company’s investment portfolio;

• to consider and discuss with the portfolio manager between Board meetings, thevaluation, composition and performance of the Company’s investment portfolio;

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Templeton Global Growth Fund Ltd

CORPORATEGOVERNANCE

STATEMENTcontinued

• to discuss with management and provide guidance to management on issues arisingbetween Board meetings;

• to review executive remuneration, recruitment, retention and termination proceduresand protection for executive officers, and the remuneration framework for Directors;

• to consider all other issues referred to the Committee by the Board;• to make recommendations to the Board on matters which are the subject of the

Committee’s deliberations.

The Review Committee meets as often as required to carry out its role andresponsibilities.

For details on the number of meetings of the Review Committee held during the year and the attendees at those meetings, refer to the Directors’ Report.

The Review Committee’s charter is posted on the Company’s website.

PERFORMANCE REVIEWThe Board periodically reviews and evaluates its own performance and the individualperformance of each Director, including the Chairman.

The general management and oversight of the evaluation process, includingidentification and formulation of appropriate performance assessment issues and criteriais the responsibility of the Chairman. Primarily, the review is carried out throughconsultation by the Chairman with each of the other Directors.

Having regard to the nature of the Company’s operations and the Board’s composition,the Board believes this approach to performance evaluation is more useful than seekingto apply predetermined measurable performance indicators or engaging an externalfacilitator.

The performance of the General Manager is reviewed periodically. The review isconducted with the General Manager by the Chairman in conjunction with the Chairmanof the Audit Committee. The outcomes of the review are reported to the full Board.

REMUNERATIONThe remuneration arrangements for Directors and executives are determined by theBoard. Further details are set out in the Remuneration Report which is included in theDirectors’ Report.

MANAGEMENTSubject to the oversight and supervision of the Board, and within the corporategovernance framework established by the Board, responsibility for management of thebusiness and affairs of the Company is delegated to the Chief Executive Officer (“CEO”).

Management of the Company’s investment portfolio is delegated to the Investment Manager.

The custodian of the Company’s investments, appointed by the Board, is JPMorgan Chase (“Custodian”).

The CEO’s responsibilities include:

• Overviewing management of the investment portfolio by the Investment Manager, and day to day interaction with the Investment Manager in relation to its functions;

• Overviewing the Custodian’s performance of its functions and day to day interactionwith the Custodian in relation to those functions; and

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Templeton Global Growth Fund Ltd

CORPORATEGOVERNANCE

STATEMENTcontinued

• Reporting to the Board on those matters.

The CEO is Mr. Martin Warwick.

Mr. Warwick is not a Director of the Company.

SHARE TRADING POLICYThe Board has adopted a Share Trading Policy that sets out principles to be observed bythe Company’s Directors and officers in relation to buying, selling and dealing in theCompany’s shares.

The overriding principle is that Directors and officers cannot deal in the Company’sshares at any time when they possess price sensitive information.

The Share Trading Policy also precludes Directors and officers from dealing in securitiesincluded in the Company’s investment portfolio, at any time when they possessinformation that is price sensitive in relation to such securities or to the detriment of the Company’s Investment Portfolio.

The Share Trading Policy is posted on the Company’s website.

INTEGRITY OF FINANCIAL REPORTINGThe Company has put in place a structure of review and authorisation designed to ensurethe truthful and factual presentation of the Company’s financial position.

The structure includes:

• the role and responsibilities that the Audit Committee is charged with undertakingand performing in accordance with the Audit Committee charter;

• reservation to the full Board of approval of the Company’s yearly and half yearlyfinancial reports and other financial reporting;

• external audit of the Company’s yearly financial reports, external audit review of theCompany’s half yearly financial reports, and direct Board and Audit Committee accessto the external auditor, whenever required (including in the absence of management);

• requesting the external auditor to attend the annual general meeting and be availableto answer shareholder questions about the conduct of the audit and the preparationand content of the auditor’s report; and

• PricewaterhouseCoopers (“PwC”) audits the Custodian as to the existence andvaluation of the Company’s portfolio of investments.

The Audit Committee’s role and responsibilities under its charter cover processes toensure the independence and competence of the Company’s external auditor including:

• evaluation of the qualifications, performance and independence of the lead auditpartner and review partner;

• overseeing five yearly rotation of the lead audit partner and review partner; and• deciding whether to retain or recommend termination of the appointment of the

external auditor, including considering whether there should be rotation of theexternal audit firm itself.

Mr. Warwick in his capacity as both CEO and Chief Financial Officer (“CFO”) has stated in writing to the Board that the Company’s financial reports for the year ended 30 June 2008 present a true and fair view, in all material respects, of the Company’sfinancial condition and operational results and are in accordance with relevantaccounting standards.

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19

Templeton Global Growth Fund Ltd

CORPORATEGOVERNANCE

STATEMENTcontinued

RISK IDENTIFICATION AND MANAGEMENTThe Board is responsible for ensuring that there are suitable processes and controls tomonitor, manage and mitigate material risks that could adversely impact upon theinvestment portfolio or other aspects of the Company’s business.

The long-standing approach of the Company is not to hedge the underlying currencies of the portfolio of investments.

Implementation of risk management is overseen by the Board in conjunction with theAudit Committee and CEO.

The Board has engaged JPMorgan Chase, one of the world’s leading financialinstitutions, as custodian of the Company’s investments and to provide the data inrelation to investments on which the Company’s financial reporting is based. JPMorgan Chase is subject to external audit by PwC on a half yearly basis.

PwC provides audit assurance letters to the Company in relation to the assets of theCompany under the control of the Custodian and the accuracy of the Custodian’sreporting process.

The investment management process is outsourced to FTIA, a member of the Templeton Global Equities Group, which is part of the Franklin Templeton group.

The Company is subject to yearly and half yearly audits by its external auditor, Ernst & Young. In relation to each audit, the external auditor issues a closing report to the Board covering significant issues or recommendations arising from the audit.

A summary of the key elements of the Company’s risk management processes is postedon the Company’s website.

In his capacity as both CEO and CFO, Mr. Warwick has confirmed in writing to the Board:

• that the statement he has given to the Board on the integrity of the Company’sfinancial reports for the year ended 30 June 2008 is founded on a sound system ofmanagement and internal compliance and control which implements the policiesadopted by the Board

• the Company’s risk management and internal compliance and control system isoperating efficiently and effectively in all material respects.

DISCLOSURE POLICYThe Board has put in place mechanisms designed to ensure compliance with the ASX Listing Rules Disclosure Requirements and to ensure accountability at seniormanagement level for that compliance.

A summary of the policies and processes that the Board has approved to guide the Company’s compliance with the ASX Listing Rules Disclosure Requirements(“Disclosure Compliance Summary”) is posted on the Company’s website.

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Templeton Global Growth Fund Ltd

CORPORATEGOVERNANCE

STATEMENTcontinued

COMMUNICATION WITH SHAREHOLDERSThe Board aims to ensure that shareholders are informed of all major developmentsaffecting the Company’s business and affairs, and can participate actively andconstructively at general meetings.

All relevant announcements made by the Company are placed on the Company’swebsite after they are released to the ASX.

The principal policies comprised in the Company’s corporate governance framework are also set out or summarised on the website.

CORPORATE GOVERNANCE COMPLIANCEThe Board believes that currently the Company is substantially in compliance with theASX Principles and Recommendations. Where there are departures, the reasons areexplained in this statement.

The governance framework will continue to be reviewed by the Board with the object of achieving at all times the highest standards of corporate governance and ethicalcorporate behaviour consistent with the nature and size of the Company’s business.

CEO AND CFO CERTIFICATIONThe CEO and the CFO have provided a written statement to the Board that:

• Their view provided on the Company’s financial report is founded on a sound systemof risk management and internal compliance and control which implements thefinancial policies adopted by the Board; and

• That the Company’s risk management and internal compliance and control system isoperating effectively in all material respects.

FURTHER INFORMATIONFor further information on the Company’s corporate governance refer to the Company’s website www.tggf.com.au.

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21

Templeton Global Growth Fund Ltd. ABN 44 006 558 149

Level 25360 Collins StreetMelbourne, Victoria 3000Telephone (03) 9603 1207Facsimile (03) 9603 1299

The Directors of Templeton Global Growth Fund Ltd (“the Company”) submit theirreport for the year ended 30 June 2008.

DIRECTORSThe names and details of the Company’s directors in office during the financial year anduntil the date of this report are as follows. Directors were in office for this entire periodunless otherwise stated.

Names, qualifications, experience and special responsibilities

DAVID A. WALSH, LLB, MAICD – Non-Executive ChairmanAppointed as a Director in August 1998. Appointed Chairman in September 1999. Non-Executive Director of the Company. Chairman of the Review Committee. Formerpartner of Mallesons Stephen Jaques, Solicitors, Melbourne. Previous roles have includeda director of Malcolm Moore Industries Ltd and Asia Pacific Specialty Chemicals Ltd.

During the past three years Mr. Walsh has also served as a director of the following otherlisted companies:• PaperlinX Ltd (appointed July 2000- resigned December 2007)• Macquarie Infrastructure Investment Management Ltd.* (the responsible entity for

Macquarie Infrastructure Group) (appointed March 2004)• Dyno Nobel Limited (appointed February 2006 – resigned June 2008)*denotes current directorship

GEOFFREY N. WEBB – Non-Executive Deputy Chairman Appointed as a Director in January 1991. Executive Director of the Company until 30 June 2005 and since 1 July 2005 a Non-Executive Director of the Company. A former Executive Director of Franklin Templeton Investments Australia Limited. A member of the Review and Audit Committees. Previously a senior partner/director in several stockbroking firms. He was also heavily involved in the formation and listing of the Company.

JAMES A. (TONY) KILLEN, BA, FAIM, FAICD – Non-Executive Director Appointed as a Director in March 2003. Non-Executive Director of the Company.Member of the Review Committee. Member of the Audit Committee since hisappointment as Director and Chairman of the Audit Committee since 1 July 2004.Former roles included Group Managing Director and Chief Executive Officer of AxaAsia Pacific Holdings Limited, Chairman of St Vincents and Mercy Private Hospital Ltd,St Vincents Hospital Melbourne Ltd, Caritas Christi Hospice Ltd and Prague House Ltd.Mr. Killen is also Chairman of Sisters of Charity Health Service Ltd, Sisters of CharityHealthcare Australia Ltd and a Director of Catholic Church Insurances Ltd andCatholic Church Insurances Investment Management Ltd.

During the past three years Mr. Killen has also served as a director of the following otherlisted companies:• Equity Trustees Limited* – Chairman since August 2007 (appointed September 2002)• IRESS Market Technology Ltd* (appointed September 2000)* denotes current directorship

GREGORY E. McGOWAN, JD – Non-Executive Director Appointed as a Director in January 1999. Non-Executive Director of the Company.Director, Executive Vice President, and General Counsel of Templeton InternationalInc., Director of Franklin Templeton Investments Australia Limited.

DIRECTORS’REPORT

for the year ended

30 June 2008

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JOHN F. HARVEY, LL.B, B. Juris (Monash) Dip Grad Acc, FCA – Non-Executive Director Appointed as a Director on 1 July 2004. Member of the Audit Committee. Director andChairman of the Audit Committee of David Jones Ltd, Non-Executive Board member &Chairman of the Audit Committee of Australian Infrastructure Fund Ltd. A Director ofFed Square Pty Ltd. A Non-Executive Chairman of APN Property Group Ltd and aDirector of APN Funds Management Ltd. Former roles included Partner and CEO ofPricewaterhouseCoopers, Board member of PricewaterhouseCoopers worldwide firm,member of the Federal Board of Taxation, Chairman of the State Government Review of Business Taxation in Victoria (The Harvey Report), CEO of the Mt.Eliza BusinessSchool, and Board member of the Docklands Authority.

During the past three years Mr. Harvey has served as a director of the following otherlisted companies:• David Jones Ltd* (appointed October 2001)• Australian Infrastructure Fund Ltd* (appointed July 2004)• APN Property Group Ltd* (appointed April 2007)* denotes current directorship

JENNIFER J. BOLT, BA (Economics) – Non-Executive DirectorAppointed as a Director on 7 September 2007. Non-Executive Director of the Company.Executive Vice President of Operations and Technology for Franklin Resources Inc.A member of the Board of Keynote Systems Inc.

JEFFREY A. EVERETT, CFA – Non-Executive DirectorAppointed as a Director in March 2003. Resigned as a Director on 7 September 2007.Non-Executive Director of the Company. Chief Investment Officer – Retail forTempleton Global Equities Group, President of Templeton Global Advisors Limited.

COMPANY SECRETARY

MARTIN F. WARWICK, CA, MBA, ACIS, BScAppointed as a Secretary on 18 February 2004. Mr. Warwick has been a CharteredAccountant for over 13 years. Appointed General Manager of the Company on 1 July 2005.

INTEREST IN SHARES OF THE COMPANY: As at the date of this report, the interests of the Directors in the shares of the Company were:

losseS PER SHARE

DIRECTORS’REPORT

for the year ended

30 June 2008

Director Ordinary shares

D A Walsh 62,500G N Webb 343,974J J Bolt –J F Harvey 81,000J A (Tony) Killen 166,600G E McGowan –

Cents

Basic 13.8Diluted 13.8

Templeton Global Growth Fund Ltd

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Templeton Global Growth Fund Ltd

DIVIDENDS

The Company has been recouping carried forward capital losses against capital gains. No part of a dividend paid in the financial year is attributable to a LIC capital gain.

CORPORATE INFORMATIONCorporate Structure Templeton Global Growth Fund Ltd is a company limited by shares that is incorporatedand domiciled in Australia.

Principal ActivitiesThe principal activity of the Company is to invest in securities, primarily equitysecurities, listed on the world’s stock exchanges. The Company seeks long-termappreciation from a globally diversified portfolio of investments that is managed inaccordance with the investment philosophy of the Templeton Global Equities Group(part of the Franklin Templeton group).

The Company has an Australian Financial Services licence (Licence No: 296874).

There has been no significant change in the nature of these activities during the year.

OPERATING AND FINANCIAL REVIEWOverviewThe Company was formed in 1987 and has operated continuously since its formation.

The Company maintains a portfolio of investments in companies listed on local andinternational stock exchanges. The Company may also invest in unlisted trusts wherethe Investment Manager and the Directors consider such investment in unlisted trustsprovides a cost effective and efficient manner in which to access specific geographic orindustry sectors.

As an investor in companies listed on international stock exchanges the Company issubject to general market sentiment towards investment in equities along with specificmarket sentiment towards the securities in which the company invests. The Company’sInvestment Manager utilises an investment philosophy and process designed to identifyunder valued securities in which to invest.

The Company does not hedge the underlying currencies of its portfolio of investments.

Performance IndicatorsThe Company uses as its primary reference for performance of its portfolio ofinvestments the MSCI All Countries World Index (“the Index”).

DIRECTORS’REPORT

for the year ended

30 June 2008

Cents $

Final dividends recommended:• on ordinary shares 0.0 nilDividends paid in the yearInterim for the year• on ordinary shares 0.0 nilFinal for 2007 as recommended in the 2007 financial report• on ordinary shares 3.5 5,049,021Special for 2007 as recommended in the 2007 financial report• on ordinary shares 1.5 2,163,866

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Templeton Global Growth Fund Ltd

For the year ended 30 June 2008 the underlying performance of the Company’s portfolioof investments was measured as negative 26.6% compared to the Index for the sameperiod of negative 19.4%.

The following table illustrates the performance of the Company’s investment portfoliocompared to the Index in each of the past five years:

Operating Results for the YearThe net loss for the year after income tax was $20,043,499 compared with a net profitafter tax of $6,763,215 in the previous corresponding year (“pcy”). During the financialyear ended 30 June 2008, global equity markets weakened substantially. The marketvalue of the Company’s investment portfolio declined from $214,913,050 at 1 July 2007to $157,061,185 at 30 June 2008. As a consequence, $36,805,743 of unrealised capitallosses were recorded as an expense in the income statement.

Revenue from investments amounted to $6,813,574 in the current financial year ascompared with $8,798,407 in the pcy.

The net tangible asset backing of the Company’s shares, based on market values, over the previous five years has been:

Share Issues During the YearThe Company’s dividend reinvestment plan (“DRP”) continues to operate and on 25 September 2007 1,156,988 shares were issued at $1.43 per ordinary share.

The number of ordinary shares on issue rose over the period as a result of the sharesissued from 144,257,731 to 145,414,719.

BorrowingsThe Company has no external borrowings or undrawn borrowing facilities at the date of this report.

DIRECTORS’REPORT

for the year ended

30 June 2008

Net assets – cents per shareAs at 30 June After actual tax* After estimated tax**

2004 131 1312005 131 1312006 153 1482007 154 1482008 108 108

* ‘Actual tax’ is all Australian and foreign income tax for which a liability has arisen.** ‘Estimated tax’ is estimated tax if the Company disposed of its total investment portfolio at its market value.

However, the Company is a long-term investor and does not intend to dispose of its total investment portfolio.

Investment Performance % ($Aust.)Year to 30 June 2008 2007 2006 2005 2004

TGG* –26.6 11.5 21.3 2.4 24.5MSCI AC World Index –19.4 10.3 21.5 2.2 20.3* Returns are based on movements in the Company’s net assets per share (after deducting investment management fees), before all taxes, with dividends reinvested, adjusted for share issues and share buy-backs.

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Templeton Global Growth Fund Ltd

SIGNIFICANT CHANGES IN THE STATE OF AFFAIRSExcept for the matters noted in the Operating and Financial Review the Directors arenot aware of any significant change in the state of affairs of the Company during thefinancial year.

MATTERS ARISING SUBSEQUENT TO THE END OF THE FINANCIAL YEARThe Directors are not aware of any matter or circumstance that has arisen since the endof the financial year which has significantly affected, or may significantly affect:

(a) the Company’s operations(b) the result of those operations, or(c) the Company’s state of affairs in financial years after the financial year.

LIKELY DEVELOPMENTS AND EXPECTED RESULTSThe Directors intend that the Company’s Investment Manager will continue to invest inaccordance with Templeton Global Equities Group’s long-standing philosophy of seekingout undervalued investments in global equity markets.

SHARE OPTIONSUnissued sharesAs at the date of this report, there were no unissued ordinary shares under option.

Shares issued as a result of the exercise of optionsDuring the financial year, employees and Directors have not been granted nor have theyexercised any options to acquire fully paid ordinary shares in the Company.

INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERSThe Company has entered into agreements with each of the Directors that require the Company to indemnify them and arrange for them to be insured, in each case to the extent permitted by the Company’s Constitution and the Corporations Act, in respect of certain liabilities they may incur in their capacity as Directors and officersof the Company.

Insurance cover is maintained for these purposes. The premiums are partly paid by theCompany. The confidentiality provisions of the relevant insurance contracts prohibitfurther disclosure of the material items of the insurance policies.

DIRECTORS’REPORT

for the year ended

30 June 2008

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Templeton Global Growth Fund Ltd

DIRECTORS’ REPORT – REMUNERATION REPORT (AUDITED)This Remuneration Report outlines the director and executive remunerationarrangements of Templeton Global Growth Fund Ltd (“the Company”) in accordancewith the requirements of the Corporations Act 2001 and its Regulations. For thepurposes of this report key management personnel (“KMP”) are the seven Directors of the Company and the Secretary/General Manager. The KMP are the only employeesof the Company.

Remuneration PhilosophyThe Board of Directors of the Company is responsible for determining and reviewingcompensation arrangements for the KMP. The Board of Directors assesses theappropriateness of the nature and amount of emoluments of such officers on a periodicbasis by reference to relevant employment market conditions with the overall objectiveof ensuring maximum stakeholder benefit.

Remuneration StructureIn accordance with best practice corporate governance, the structure of non-executivedirector and executive remuneration is separate and distinct.

Non-executive Directors’ Remuneration In accordance with the Company’s Constitution and the ASX Listing Rules, theaggregate amount of remuneration payable to the non-executive Directors in any year is determined from time to time by shareholders in General Meetings. The lastdetermination was at the Annual General Meeting on 22 October 2007 whenshareholders fixed an aggregate amount of $350,000.

Within the limit of the aggregate amount determined by the shareholders, the Boarddetermines the remuneration for non-executive Directors.

The policy of the Board is not to pay fees or provide other remuneration to non-executiveDirectors who were at any time during the year officers of Franklin Templeton group. In the year ended 30 June 2008, this policy was maintained and neither Ms J J Bolt nor Messrs J A Everett and G E McGowan, who are, or were officers of the FranklinTempleton group, received fees or other remuneration from the Company.

The Company provides remuneration for non-executive Directors who are not officers of Franklin Templeton group. The remuneration arrangements for these non-executiveDirectors are reviewed annually by the Board.

The Board assesses the appropriateness of the remuneration for non-executive Directorshaving regard to market practice (including available data concerning remuneration paidby other companies, in particular companies of comparable nature and size), the dutiesand accountability of the non-executive Directors and the objective of maintaining abalanced Board which has appropriate expertise and experience, at a reasonable cost tothe Company. Non-executive Directors remuneration is not linked to the financialperformance or share price of the Company.

The non-executive Directors who received remuneration in the year ended 30 June 2008 were the Chairman, Mr. D A Walsh, Deputy Chairman, Mr. G N Webb,and Messrs J F Harvey and J A Killen.

The Board does not pay bonuses or issue shares or options to Directors as components oftheir remuneration. Neither does it make loans to Directors or employees, or providemotor vehicles, rent, travel allowances or other benefits.

DIRECTORS’REPORT

for the year ended

30 June 2008

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Templeton Global Growth Fund Ltd

The Company makes minimum superannuation guarantee contributions for non-executive Directors. Directors can also opt to “salary sacrifice” their Director’s fees and have them paid wholly or partly as further superannuation contributions.

Prior to 30 June 2003, the Company provided retirement benefits for non-executiveDirectors. With effect from 30 June 2003, the Board resolved to remove retirementbenefits for Directors except for existing entitlements, which were frozen at the amounts accrued and provided for at that date. Mr. Walsh’s accrued entitlement as at 30 June 2003 was $90,120 and is the maximum retirement benefit (additional tosuperannuation) to which he may become entitled on his retirement. Retirementbenefits will not be paid to any other Directors.

Details of the remuneration for non-executive Directors for the year ended 30 June 2008are set out in Table 1 at the end of this Report.

Executive’s RemunerationThe remuneration provided by the Company to executives is reviewed annually by the Board.

In the year ended 30 June 2008, the only executive directly remunerated by theCompany was the Secretary and General Manager, Mr. M F Warwick.

Fixed RemunerationManagement of the Company’s investment portfolio is delegated to the InvestmentManager and the Company’s performance and results are principally attributable to the performance and results achieved by the Investment Manager in managing theinvestment portfolio.

Having regard to this, the Board has determined that the remuneration of executivesshould principally take the form of a fixed amount of remuneration which is reviewed by the Board in each year and does not at this time include a performance based orincentive component.

Executives are given the option of receiving their fixed amount of remuneration in avariety of forms including cash and fringe benefits. The objective is, so far as reasonablypractical, to permit the remuneration to be received in a manner that will be optimal forthe executive without creating additional cost to the Company.

The level of the fixed remuneration for an executive is determined having regard tomarket relativities and the executive’s responsibilities, accountability and performance.

Variable RemunerationAt present there are no short term or long term incentives in place for the remunerationof executives.

Employment ContractThe Secretary and General Manager, Mr. M F Warwick is employed under contract. Mr. Warwick was employed during the financial year ended 30 June 2008 under a contractthat expired at the end of that financial year. The current employment contract commenced1 July 2008 and terminates on 30 June 2010, by which time the Company may choose tocommence negotiations to enter into a new employment contract with Mr. M F Warwick.

DIRECTORS’REPORT

for the year ended

30 June 2008

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Templeton Global Growth Fund Ltd

Both the Company and Mr. M F Warwick may terminate the contract at any time by giving six month’s notice in writing to the other party. Where the Companyterminates the contract a payment equivalent to the notice period is required to be paid, or at the Company’s discretion Mr. M F Warwick can be required to work through all or part of his notice period. The Company also has the right to summarilyterminate the contract without notice, or payment in lieu of notice of termination, for matters such as serious misconduct.

Table 1: Director remuneration for the years ended 30 June 2007

and 30 June 2008.

Table 2: Remuneration of the executives who receive the highest

remuneration for the years ended 30 June 2007 and 30 June 2008

The only executive officer of the Company during the year ended 30 June 2008 was theSecretary and General Manager, Mr M. F. Warwick.

DIRECTORS’REPORT

for the year ended

30 June 2008

Short-Term Post EmploymentDirectors

Salary and RetirementFees Superannuation Benefits Total

Director Year $ $ $ $

D A Walsh 2008 21,225 63,795 – 85,0202007 18,750 66,270 – 85,020

J A Everett 2008 – – – –2007 – – – –

J F Harvey 2008 46,997 4,233 – 51,2302007 – 51,230 – 51,230

J A Killen 2008 26,862 31,998 – 58,8602007 3,500 58,860 – 62,360

G E McGowan 2008 – – – –2007 – – – –

G N Webb 2008 – 51,230 – 51,2302007 – 51,230 – 51,230

J J Bolt 2008 – – – –2007 – – – –

Total 2008 95,084 151,256 – 246,3402007 22,250 227,590 – 249,840

Short-TermSalaries and Post Employment

Fees Superannuation TotalExecutive Year $ $ $

M F Warwick 2008 148,165 13,334 161,4992007 130,733 11,766 142,499

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Templeton Global Growth Fund Ltd

DIRECTORS’ MEETINGSThe number of meetings of Directors (including meetings of committees of Directors) heldduring the year and the number of meetings attended by each Director were as follows:

All Directors were eligible to attend all meetings held, except for J A Everett, who waseligible to attend two Directors’ meetings and J J Bolt who was eligible to attend fourDirectors’ meetings.

Committee MembershipAs at the date of this report, the Company had an Audit Committee and a Review Committee.

Members acting on these committees of the Board during the year were:

Audit ReviewJ.A. Killen (c) D.A.Walsh (c)G.N.Webb G.N.WebbJ.F. Harvey J.F. Harvey

J.A. Killen(c) indicates Chairman of the committee

Auditor Independence and Non-Audit ServicesThe auditor’s independence declaration given under Section 307C of the CorporationsAct 2001 is set out on page 30 and forms part of the Directors’ Report for the year ended30 June 2008.

Non-Audit ServicesThere were no non-audit related services provided by the entity’s auditor, Ernst & Young.

Signed in accordance with a resolution of the Directors.

D.A. WalshChairman

Melbourne27 August 2008

DIRECTORS’REPORT

for the year ended

30 June 2008 Audit ReviewDirectors Board Committee Committee

Number of meetings held 6 5 4Number of meetings attended:D A Walsh 6 3 4G N Webb 6 4 4J A Everett – – –J F Harvey 5 4 3J A Killen 5 4 4G E McGowan 6 – –J J Bolt 4 – –

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In relation to our audit of the financial report of Templeton Global Growth Fund Ltd for the financial year ended 30 June 2008, to the best of my knowledge and belief, there have been no contraventions of the auditor independence requirements of theCorporations Act 2001 or any applicable code of professional conduct.

Ernst & Young

Martin WalshPartnerMelbourne

27 August 2008

auditor’sindependence

declaration to the

Directors ofTempleton

Global GrowthFund Ltd

30

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Templeton Global Growth Fund Ltd

incomeSTATEMENT

for theyear ended

30 JUNE 2008

2008 2007Notes $ $

Revenue 5 6,813,574 8,798,407

Net capital gain 5 4,137,895 3,259,105

10,951,469 12,057,512

Investment expenses 6 (2,071,831) (2,030,415)

Diminution in market value of investments (36,805,743) –

Salaries and employee benefit expenses (408,767) (396,098)

Shareholder and regulatory costs (138,280) (152,586)

Other expenses (197,773) (210,228)

Profit/(loss) before income tax (28,670,925) 9,268,185

Income tax benefit/(expense) 7 8,627,426 (2,504,970)

Profit/(loss) after income tax (20,043,499) 6,763,215

Net profit/(loss) for the period (20,043,499) 6,763,215

EARNINGS/(LOSSES) PER SHARE (cents) 17

• Basic for profit/(loss) for the year attributable to ordinary equity holders (13.8) 6.1

• Diluted for profit/(loss) for the year attributable to ordinary equity holders (13.8) 6.1

Dividends per share (cents) 8 5.0 6.0

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Templeton Global Growth Fund Ltd

balance sheetat 30 JUNE 2008

30 June 30 June2008 2007

Notes $ $

CURRENT ASSETS

Cash and cash equivalents 1,857,543 9,058,279

Receivables 9 703,199 556,926

Total current assets 2,560,742 9,615,205

NON-CURRENT ASSETS

Investments – available for sale 10 157,061,185 214,913,050

Deferred tax assets 7 11,084,152 39,190

Total non-current assets 168,145,337 214,952,240

Total assets 170,706,079 224,567,445

CURRENT LIABILITIES

Payables 11 243,924 349,597

Provisions 12 14,500 14,500

Current tax liabilities 1,666,031 977,512

Total current liabilities 1,924,455 1,341,609

NON-CURRENT LIABILITIES

Provisions 12 90,120 90,120

Deferred tax liability 7 80,790 8,771,946

Total non-current liabilities 170,910 8,862,066

Total liabilities 2,095,365 10,203,675

NET ASSETS 168,610,714 214,363,770

EQUITY

Contributed equity 13 184,848,556 183,192,515

Reserves 14 6,650,840 28,142,205

Retained profits/(Accumulated losses) 14 (22,888,682) 3,029,050

TOTAL EQUITY 168,610,714 214,363,770

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Templeton Global Growth Fund Ltd

STATEMENT OF changes

in equityfor the

YEAR ENDED 30 JUNE 2008

Investment InvestmentIssued Retained Revaluation Realisation Total

Capital Profits Reserve Reserve Equity$ $ $ $ $

At 1 July 2006 126,204,935 1,565,154 14,717,337 8,806,515 151,293,941

Increase in investment revaluation reserve – – 7,801,780 – 7,801,780

Tax effect of increments to revaluation reserve – – (2,340,534) – (2,340,534)

Net income recognised directly in equity – – 5,461,246 – 5,461,246

Profit after income tax – 6,763,215 – – 6,763,215

Total income and expense for the year – 6,763,215 5,461,246 – 12,224,461

Net gains on investments – (2,299,319) – 2,299,319 –

Shares issued 57,353,793 – – – 57,353,793

Transaction costs on share issues (366,213) – – – (366,213)

Equity dividends – (3,000,000) – (3,142,212) (6,142,212)

At 30 June 2007 183,192,515 3,029,050 20,178,583 7,963,622 214,363,770

Decrease in investment revaluation reserve – – (28,826,547) – (28,826,547)

Tax effect of decrements to revaluation reserve – – 8,647,964 – 8,647,964

Net income derecognised directly in equity – – (20,178,583) – (20,178,583)

Profit/(loss) after income tax – (20,043,499) – – (20,043,499)

Total income and expense for the year – (20,043,499) (20,178,583) – (40,222,082)

Net gains on investments – (2,900,114) – 2,900,114 –

Shares issued 1,654,609 – – – 1,654,609

Transaction benefits/(costs) on share issues 1,432 – – – 1,432

Prior period taxation adjustment – 25,881 – – 25,881

Equity dividends – (3,000,000) – (4,212,896) (7,212,896)

At 30 June 2008 184,848,556 (22,888,682) – 6,650,840 168,610,714

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Templeton Global Growth Fund Ltd

STATEMENT OFcash flowsYEAR ENDED

30 JUNE 2008

2008 2007$ $

Inflows InflowsNotes (Outflows) (Outflows)

Cash flows from operating activities

Dividends and distributions received 6,084,287 7,381,903

Interest received 217,920 398,258

Custodian fees paid (95,742) (141,683)

Goods and services tax refunded 185,974 138,998

Investment manager’s fees paid (2,034,032) (1,674,627)

Income taxes paid (1,139,990) (81,601)

Administrative, regulatory, legal and other payments in the normal course

of operations (825,521) (426,571)

Net cash flows from operating activities 15(a) 2,392,896 5,594,677

Cash flows from investing activities

Cash paid for purchase of:

Listed shares (27,131,167) (78,691,761)

Proceeds received from realisation of:

Listed shares 23,149,498 21,577,475

Unlisted trusts – 7,011,029

Net cash flows used in investing activities (3,981,669) (50,103,257)

Cash flows from financing activities

Proceeds from issue of shares net of costs – 55,951,425

Dividend paid (5,558,288) (5,099,782)

Net cash flows from/(used in) financing activities (5,558,288) 50,851,643

Net increase/(decrease) in cash held (7,147,061) 6,343,063

Add opening cash brought forward 9,058,279 2,994,943

Effects of exchange rate changes on cash (53,675) (279,727)

Closing cash carried forward 15(b) 1,857,543 9,058,279

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Templeton Global Growth Fund Ltd

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

1. CORPORATE INFORMATIONThe financial report of Templeton Global Growth Fund Ltd (“the Company”) for theyear ended 30 June 2008 was authorised for issue in accordance with a resolution of thedirectors on 27 August 2008.

The Company is limited by shares, incorporated in Australia and whose shares arepublicly traded on the Australian Securities Exchange (“ASX”).

The nature of the operations and principal activities of the Company are described inthe Directors’ Report.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIESBasis of preparationThe financial report is a general purpose financial report, which has been prepared inaccordance with the requirements of the Corporations Act 2001 and AustralianAccounting Standards and other authoritative pronouncements of the AustralianAccounting Standards Board.

The financial report has been prepared on a historical cost basis, except for available-for-sale investment assets (“Investments”) which have been measured at fair value (last bid price).

The financial report is presented in Australian dollars.

(a) Compliance with IFRSThe financial report complies with Australian Accounting Standards as issued by the Australian Accounting Standards Board and International Financial ReportingStandards (“IFRS”) as issued by the International Accounting Standards Board.

(b) New accounting standards and interpretationsExcept for the amendments to AASB 101 Presentation of Financial Statements and AASB2007-4 Amendments to Australian Accounting Standards arising from ED 151 and OtherAmendments, which the Company has early adopted, Australian Accounting Standardsand Interpretations that have recently been issued or amended but are not yet effectivehave not been adopted by the Company for the annual reporting period ending 30 June2008. These are outlined in the table below.

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Templeton Global Growth Fund Ltd

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued

(b) New accounting standards and interpretations (continued)

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008 Reference Title Summary Application

date ofstandard*

Impact on theCompany’s financial report

Applicationdate forCompany*

AASB 8andAASB2007-3

OperatingSegments andconsequentialamendments toother AustralianAccountingStandards

New standardreplacing AASB 114Segment Reporting,which adopts amanagementreporting approachto segment reporting.

1 January2009

AASB 8 is a disclosurestandard so will haveno direct impact on theamounts included inthe Company’sfinancial statements.However, the standardmay have an impact onthe Company’s segmentdisclosures the extentof which is yet to bedetermined.

1 July 2009

AASB 101(Revised)and AASB 2007-8.

Presentation ofFinancialStatements andconsequentialamendments toother AustralianAccountingStandards.

Introduces astatement ofcomprehensiveincome. Otherrevisions includeimpacts on thepresentation of itemsin the statement ofchanges in equity,new presentationrequirements forrestatements orreclassifications ofitems in the financialstatements, changesin the presentationrequirements fordividends andchanges to the titlesof the financialstatements.

1 January2009

These amendments areonly expected to affectthe presentation of theCompany’s financialreport and will nothave a direct impact on the measurementand recognition ofamounts disclosed inthe financial report. The Company has notdetermined at this stagewhether to present asingle statement ofcomprehensive incomeor two separatestatements.

1 July 2009

AASB 123(Revised)and AASB2007-6.

Borrowing Costsand consequentialamendments toother AustralianAccountingStandards.

The amendments toAASB 123 requirethat all borrowingcosts associated witha qualifying asset becapitalised.

1 January2009

These amendments toAASB 123 require thatall borrowing costsassociated with aqualifying asset becapitalised. TheCompany has noborrowing costsassociated withqualifying assets and assuch the amendmentsare not expected tohave any impact on the Company’sfinancial report.

1 July 2009

AASB2008-5 andAASB2008-6.

Improvements toIFRSs

The improvementsproject is an annualproject that providesa mechanism formaking non-urgent,but necessary,amendments toIFRSs. The IASB has separated theamendments intotwo parts: Part I dealswith changes theIASB identifiedresulting inaccounting changes;Part II deals witheither terminology oreditorial amendmentsthat the IASBbelieves haveminimal impact.

1 January2009 except foramendmentsto IFRS 5,which areeffective from1 July 2009

The Company has notyet determined theextent of the impact ofthe amendments, if any.

1 July 2009

*Designates the beginning of the applicable annual reporting period.

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Templeton Global Growth Fund Ltd

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued

(c) Foreign currency translation(i) Functional and presentation currencyBoth the functional and presentation currency of the Company is Australian dollars ($).

(ii) Transactions and balancesTransactions in foreign currencies are initially recorded in the functional currency byapplying the exchange rates ruling at the date of the transaction. Monetary assets andliabilities denominated in foreign currencies are retranslated at the rate of exchangeruling at the balance sheet date.

(d) Trade and other receivablesTrade receivables which generally have 30-90 day terms are recognised at the originaltransaction amount and where applicable converted to the equivalent Australian dollarvalue on the day of transaction.

(e) Cash and cash equivalentsCash and cash equivalents in the balance sheet comprise cash at bank and in hand andshort-term deposits with an original maturity of three months or less that are readilyconvertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

For the purposes of the Cash Flow Statement, cash and cash equivalents consist of cash and cash equivalents as defined above.

(f) Investments and other financial assetsFinancial assets in the scope of AASB 139 Financial Instruments: Recognition andMeasurement are categorised as either financial assets at fair value through profit and loss, loans and receivables, held-to-maturity investments, or available-for-salefinancial assets.

When financial assets are recognised initially, they are measured at fair value, plus in the case of investments not at fair value through profit and loss, directly attributabletransaction costs.

The Company determines the categorisation of its financial assets based on theestablished case law, Australian Taxation Office rulings and the historical averageholding period of investments. All the Company’s investments in securities that areactively traded on organised financial markets are classified by the Company asavailable-for-sale investments.

Available-for-sale investments (“Investments”)Available-for-sale investments are those non-derivative financial assets, principallyequity securities, that are designated as available-for-sale or are not classified as financialassets at fair value through profit and loss, loans and receivables or held-to-maturityinvestments. After initial recognition investments are measured at fair value with gainsor losses being recognised as a separate component of equity until the investment isderecognised or until the investment is determined to be impaired, at which time thecumulative gain or loss previously reported in equity is recognised in profit or loss.

The fair values of investments that are actively traded in organised financial markets are determined by reference to quoted market bid prices at the close of business on thebalance sheet date. The fair value of units in unlisted unit trusts is determined based on the redemption value of those units at balance date.

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Templeton Global Growth Fund Ltd

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued

(g) Impairment of InvestmentsIf there is objective evidence that an investment is impaired (ie there is a significant orprolonged decline in fair value), an amount comprising the difference between its costand its current fair value, less any impairment loss previously recognised in profit or loss,is transferred from equity to the income statement. Reversals of impairment losses forequity instruments classified as available-for-sale are not recognised in profit. Reversals ofimpairment losses for debt instruments are reversed through profit or loss if the increasein an instrument’s fair value can be objectively related to an event occurring after theimpairment loss was recognised in profit or loss.

(h) Trade and other payablesTrade payables and other payables are carried at amortised cost and due to their short term nature are not discounted. They represent liabilities for goods and servicesprovided to the Company prior to the end of the financial year that are unpaid and arise when the Company becomes obliged to make future payments in respect of thepurchase of these goods and services. The amounts are unsecured and are usually paidwithin 30 days of recognition.

(i) Provisions and employee leave benefitsProvisions are recognised where the Company has a present obligation (legal orconstructive) as a result of past events, it is probable that an outflow of resourcesembodying economic benefits will be required to settle the obligation and a reliableestimate can be made of the amount of the obligation.

Provisions are measured at the present value of management’s best estimate of theexpenditure required to settle the present obligation at the balance sheet date.

A provision for dividends is not recognised as a liability unless the dividends aredeclared, determined or publicly recommended on or before the reporting date.

Employee leave benefits(i) Wages, salaries, annual leave and sick leaveLiabilities for wages and salaries, including non-monetary benefits, annual leave andaccumulating sick leave expected to be settled within 12 months of the reporting dateare recognised in respect of employees’ services up to the reporting date. They aremeasured at the amounts expected to be paid when the liabilities are settled. Expensesfor non-accumulating sick leave are recognised when the leave is taken and are measuredat the rates paid or payable.

(ii) Long service leaveThe liability for long service leave is recognised in the provision for employee benefitsand measured as the present value of expected future payments to be made in respect of services provided by employees up to the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels,experience of employee departures, and periods of service. Expected future payments are discounted using market yields at the reporting date on national government bondswith terms to maturity and currencies that match, as closely as possible, the estimatedfuture cash outflows.

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Templeton Global Growth Fund Ltd

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued

(j) Contributed equityOrdinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from proceeds.

(k) Income tax and other taxesCurrent tax assets and liabilities for the current and prior periods are measured at theamount expected to be recovered from or paid to the taxation authorities based on thecurrent period’s taxable income. The tax rates and tax laws used to compute the amountare those that are enacted or substantively enacted by the balance sheet date.

Deferred income tax is provided on all temporary differences at the balance sheet datebetween the tax bases of assets and liabilities and their carrying amounts for financialreporting purposes.

Deferred income tax liabilities are recognised for all taxable temporary differences except:

• when the deferred income tax liability arises from the initial recognition of an asset orliability in a transaction that is not a business combination and that, at the time of thetransaction, affects neither the accounting profit nor taxable profit or loss; or

• when the taxable temporary difference is associated with investments in subsidiaries,associates or interests in joint ventures, and the timing of the reversal of the temporarydifference can be controlled and it is probable that the temporary difference will notreverse in the foreseeable future.

Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of unused tax credits and unused tax losses, to the extent that it is probable thattaxable profit will be available against which the deductible temporary differences andthe carry-forward of unused tax credits and unused tax losses can be utilised, except:

• when the deferred income tax asset relating to the deductible temporary differencearises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither theaccounting profit not taxable profit or loss; or

• when the deductible temporary difference is associated with investments insubsidiaries, associates or interests in joint ventures, in which case a deferred tax asset is only recognised to the extent that it is probable that the temporary differencewill reverse in the foreseeable future and taxable profit will be available against which the temporary difference can be utilised.

The carrying amount of deferred income tax assets is reviewed at each balance sheet date and is reduced to the extent that it is no longer probable that sufficient taxableprofit will be available to allow all or part of the deferred income tax to be utilised.

Unrecognised deferred income tax assets are reassessed at each balance sheet date andare recognised to the extent that it has become probable that future taxable profit willallow the deferred tax asset to be recovered.

Deferred income tax assets and liabilities are measured at the tax rates that areexpected to apply to the year when the asset is realised or the liability is settled, based ontax rates (and tax laws) that have been enacted or substantively enacted at the balancesheet date.

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Templeton Global Growth Fund Ltd

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued

Income taxes relating to items recognised directly in equity are recognised in equity andnot in profit or loss.

Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable rightexists to set off current tax assets against current tax liabilities and the deferred tax assetsand liabilities relate to the same taxable entity and the same taxation authority.

Other taxesRevenues, expenses and assets are recognised net of the amount of GST except:

• when the GST incurred on a purchase of goods and services is not recoverable fromthe taxation authority, in which case the GST is recognised as part of the cost ofacquisition of the asset or as part of the expense item as applicable; and

• receivables and payables, which are stated with the amount of GST included.

The net amount of GST recoverable from, or payable to, the taxation authority isincluded as part of receivables or payables in the balance sheet.

Cash flows are included in the Cash Flow Statement on a gross basis and the GSTcomponent of cash flows arising from investing and financing activities, which isrecoverable from, or payable to, the taxation authority is classified as operating cash flow.

Commitments and contingencies are disclosed net of the amount of GST recoverablefrom, or payable to, the taxation authority.

(l) Earnings per shareBasic earnings per share (“EPS”) is calculated as net profit attributable to members,adjusted to exclude any costs of servicing equity (other than dividends) and preferenceshare dividends, divided by the weighted average number of ordinary shares, adjusted forany bonus element.

Diluted EPS is calculated as net profit attributable to members, adjusted for:

• costs of servicing equity (other than dividends) and preference share dividends;• the after tax effect of dividends and interest associated with dilutive potential ordinary

shares that have been recognised as expenses; and• other non-discretionary changes in revenues or expenses during the period that would

result from the dilution of potential ordinary shares;

divided by the weighted average number of ordinary shares and dilutive potentialordinary shares, adjusted for any bonus element.

(m) Revenue recognitionRevenue is recognised and measured at the fair value of the consideration received orreceivable to the extent it is probable that the economic benefit will flow to theCompany and the revenue can be reliably measured. The following specific recognitioncriteria must also be met before revenue is recognised:

Interest incomeRevenue is recognised as the interest accrues using the effective interest method. This isa method of calculating the amortised costs of financial assets and allocating the interestincome over the relevant period using the effective interest rate, which is the rate thatexactly discounts estimated future cash receipts through the expected life of the financialasset to the net carrying amount of the financial asset.

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Templeton Global Growth Fund Ltd

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES continued

DividendsRevenue is recognised when the Company’s right to receive the payment is established.

Net capital gainsNet capital gains represent amounts received on the sale of available-for-saleinvestments. Revenue from net capital gains is recognised when the Company’s right to receive the payment is established.

(n) Borrowing costsBorrowing costs are recognised as an expense when incurred.

(o) Segment reportingA business segment is a distinguishable component of the Company that is engaged inproviding products or services that are subject to risks and returns that are different tothose of other business segments. A geographical segment is a distinguishable componentof the Company that is engaged in providing products or services within a particulareconomic environment and is subject to risks and returns that are different than those of segments operating in other economic environments.

The Company operates in only one business and geographic sector.

3. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES

(a) Financial Risk Management Objectives, Policies and ProcessesRisks arising from holding financial instruments are inherent in the Company’sactivities, and are managed through a process of ongoing identification, measurementand monitoring. The Company is exposed primarily to market risk, liquidity risk, interest rate risk and credit risk.

Financial instruments of the Company comprise investments in financial assets for thepurpose of generating a return on the investment made by shareholders, in addition tocash and cash equivalents, net assets attributable to shareholders, and other financialinstruments such as trade debtors and creditors, which arise directly from its operations.

Management is responsible for identifying and controlling the risks that arise from thesefinancial instruments.

The risks are measured using a method that reflects the expected impact on the resultsand net assets attributable to shareholders of the Company from reasonably possiblechanges in the relevant risk variables. Information about these risk exposures at thereporting date, measured on this basis, is disclosed below. Information about the total fairvalue of financial instruments exposed to risk, as well as compliance with establishedinvestment mandate limits, is also monitored by management. These mandated limitsreflect the investment strategy and market environment of the Company, as well as the level of risk that the Company is willing to accept, with additional emphasis onselected industries.

This information is prepared and reported to relevant parties within the Company on aregular basis as deemed appropriate, including management, committees of Directors andultimately the Board of Directors of the Company.

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Templeton Global Growth Fund Ltd

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

3. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES continued

Concentrations of risk arise when a number of financial instruments are entered into in the same geographic region or industry grouping whereby the performance of thosefinancial instruments could be similarly affected by changes in economic, political orother conditions.

In order to avoid excessive concentration of risk, the Company monitors its exposure toensure concentrations of risk remain within acceptable levels.

(b) Market riskMarket risk is the risk that the fair value of future cash flows of financial instruments willfluctuate due to changes in the market variables such as foreign currency exchange ratesand equity prices.

Management of the Company’s investment portfolio is outsourced to Franklin TempletonInvestments Australia Ltd (“FTI”) who manage market risk by diversification of theinvestment portfolio over geographic and industry sectors. The Board and Boardcommittees monitor FTI’s management of market risk by reference to the performance of the portfolio of investments compared to the performance of an appropriatebenchmark index.

Foreign currency exchange riskForeign currency exchange risk is the risk that the fair value of future cash flows of afinancial instrument will fluctuate due to changes in foreign currency exchange rates.

The Company’s operations provide Australian investors with not only access to theworld’s equity markets but also investment exposure beyond the Australian dollar.

This has been one of the reasons that the long-standing approach of the Company hasbeen not to hedge the underlying currencies of its portfolio of investments.

Investors in the Company should be aware that the Company does not hedge its foreigncurrency exposure to its underlying investments.

The table below indicates the currencies to which the Company had significant exposure at 30 June 2008 on its monetary assets and liabilities and forecast cash flows.The analysis calculates the effect of a reasonably possible movement of the currency rate against the Australian dollar on the value of the portfolio of investments, with allother variables held constant.

Accounting Assumptions – Variability of foreign currencyThe sensitivity is based on management’s estimate of volatility of change probable inglobal currencies in which the portfolio of investments is significantly invested.

2008 2007

Currency AUD equivalent inexposure bycurrency $,000

Change incurrency rate in %

Effect on loss before tax$,000

Effect on equity $,000

AUDequivalent inexposure bycurrency$,000

Change incurrency rate in %

Effect onprofit before tax$,000

Effect on equity $,000

USDEURGBP

45,51742,40526,901

15/(15)15/(15)15/(15)

6,828/(6,828)6,361/(6,361)4,035/(4,035)

4,780/(4,780)4,453/(4,453)2,825/(2,825)

61,86457,51035,173

15/(15)15/(15)15/(15)

NilNilNil

6,496/(6,496)6,038/(6,038)3,693/(3,693)

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Templeton Global Growth Fund Ltd

3. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES continued

Equity price riskEquity price risk is the risk that the fair value of equities decreases as a result of changesin market prices, whether those changes are caused by factors specific to the individualstock or factors affecting all instruments in the market. Equity price risk exposure arisesfrom the Company’s investment portfolio.

The effect on net assets attributable to shareholders and operating profit beforedistribution due to reasonably possible changes in market factors, as represented byequity indices, with all other variables held constant is indicated in the table below.

Accounting Assumptions – Variability of equity priceThe sensitivity is based on management’s estimate of the possible volatility of change inthe individual composite indices.

(c) Liquidity riskLiquidity risk is the risk that the Company will encounter difficulty in meetingobligations associated with financial liabilities. This risk is controlled through theCompany’s investment in financial instruments, which under normal market conditionsare readily convertible to cash. In addition, the Company maintains sufficient cash and cash equivalents to meet normal operating requirements. Further, the Companyunder the requirements of its Australian Financial Services licence is required tomaintain cash reserves equivalent to three months projected operational expenditure.

The Company, through FTI, seeks maximum investment in world equity markets butbalances that objective with the need to retain sufficient cash reserves to meetoperational expenses, shareholder distributions and potential investment opportunities.

The effect of these requirements is that the company is ordinarily fully invested in themarket with cash and cash equivalents of between 1% to 7% of the Company’s marketcapitalisation to account for operational and investment contingencies. The Company’sinvestments are in equities tradeable on stock exchanges around the world and areconsidered highly liquid.

The Board and Board committees monitor the liquidity by reference to monthly cashflow projections and financial reports.

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

2008 2007

Index Change in index%

Effect on lossbefore tax$,000

Effect on equity$,000

Change in index %

Effect on profitbefore tax$,000

Effect on equity$,000

Dow Jones London FTSEParis CAC

20/(20)20/(20)20/(20)

9,103/(9,103)5,350/(5,350)2,920/(2,920)

6,372/(6,372)3,745/(3,745)2,044/(2,044)

20/(20)20/(20)20/(20)

NilNilNil

12,373/(12,373)7,035/(7,035)3,168/(3,168)

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3. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES continued

Maturity analysis for financial liabilitiesFinancial liabilities of the company comprise trade and other payables, dividends payableand payments for purchases of investments. Trade and other payables and dividendpayments have no contractual maturities but are typically settled within 30 days.

Payments for purchases of investments are governed by the rules of the relevant stockexchange and are usually settled in less than five working days.

(d) Interest rate riskThe nature of the Company’s business operations are such that the only exposure tofinancial instruments with interest rate risk exposure is to cash and cash equivalents.Cash and cash equivalents are restricted to investment in “at-call” or short-term tomaturity deposits. At balance date cash and cash equivalents were valued at $1,857,543(2007: $9,058,279), the interest rate applicable to cash and cash equivalents at balancedate was 5.4% (2007: 5.2%).

(e) Credit riskCredit risk represents the risk that the counterparty to the financial instrument will failto discharge an obligation and cause the Company to incur a financial loss.

With respect to credit risk arising from the financial assets of the Company, theCompany’s exposure to credit risk arises from default of the counterparty, with thecurrent exposure equal to the fair value of these instruments as disclosed in the BalanceSheet. This does not represent the maximum risk exposure that could arise in the futureas a result of changes in values, but best represents the current maximum exposure at thereporting date. Credit risk is not considered to be significant to the Company.

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

44

Templeton Global Growth Fund Ltd

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Templeton Global Growth Fund Ltd

4. SIGNIFICANT ACCOUNTING JUDGMENTS, ESTIMATES AND ASSUMPTIONS

The preparation of the financial statements requires management to make judgments,estimates and assumptions that affect the reported amounts in the financial statements.Management continually evaluates its judgments and estimates in relation to assets,liabilities, contingent liabilities, revenue and expenses. Management bases its judgmentsand estimates on historical experience and on other various factors it believes reasonableunder the circumstances, the result of which form the basis of the carrying values ofassets and liabilities that are not readily apparent from other sources. Actual results maydiffer from these estimates under different assumptions and conditions.

Management has identified the following critical accounting policies for whichsignificant judgments, estimates or assumptions are made. Actual results may differ from these estimates under different assumptions and conditions and may materiallyaffect financial results or the financial position reported in future periods.

Further details of the nature of these assumptions and conditions may be found in therelevant notes to the financial statements.

(i) Significant accounting judgmentsRecovery of deferred tax assetsDeferred tax assets are recognised for deductible temporary differences as managementconsiders that it is probable that future taxable profits will be available to utilise thosetemporary differences.

Classification of and valuation of investmentsThe Company classifies assets and liabilities as held for sale when its carrying amountwill be recovered through a sale transaction. The assets and liabilities must be availablefor immediate sale and the Company must be committed to selling the asset or liabilityeither through the entering into a contractual sale agreement or the activation andcommitment to a program to locate a buyer and dispose of the assets or liabilities. It is the act of classification which requires accounting judgment to be applied.

(ii)Significant accounting estimates and assumptionsLong service leave provisionAs discussed in note 2(i), the liability for long service leave is recognised and measuredat the present value of the estimated future cash flows to be made in respect of alleligible employees at balance date. In determining the present value of the liability,attrition rates and pay increases through promotion and inflation have been taken into account.

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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Templeton Global Growth Fund Ltd

2008 2007$ $

5. REVENUE AND NET CAPITAL GAIN

Revenue

Dividends and distributions – other corporations 6,571,678 8,287,389

Interest – other person/corporations 217,975 398,271

Other investment income 23,921 112,747

6,813,574 8,798,407

Net capital gain

Net gain on disposal of investments 4,137,895 3,259,105

10,951,469 12,057,512

6. EXPENSES AND LOSSES

Investment Expenses

Investment management fees 1,857,999 1,626,586

Custodian fees 66,491 81,691

Net foreign currency losses 147,341 322,138

2,071,831 2,030,415

7. INCOME TAXThe major components of income tax are:

Income Statement

Current income taxCurrent income tax charge 2,460,717 2,423,972

Deferred income taxRelating to origination and reversal of temporary differences (11,088,143) 80,998

Income tax expense/(benefit) reported in the income statement (8,627,426) 2,504,970

Statement of Changes in Equity

Deferred income tax related to items charged or credited directly to equityUnrealised gain/(loss) on investments (8,647,964) 2,340,545

Income tax reported in equity (8,647,964) 2,340,545

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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Templeton Global Growth Fund Ltd

7. INCOME TAX continuedA reconciliation between the income tax expense and the product of accounting profitbefore income tax multiplied by the Company’s applicable income tax rate is as follows:

2008 2007$ $

Accounting profit/(loss) before tax (28,670,925) 9,268,185

Prima facie expense from ordinary activities (8,601,277) 2,780,456

Tax effect of:

– Indexation of capital gains (3,060) (17,947)

– Trust distributions – (267,738)

– Non deductible expenses – 458

– Unrealised foreign exchange (gains)/losses (1,116) 5,834

– Other items (21,973) –

– Refundable credits – 3,907

Income tax expense attributable to ordinary activities (8,627,426) 2,504,970

Deferred income tax

Deferred income tax at 30 June relates to the following:

Balance sheet Income statement

2008 2007 2008 2007

$ $ $ $

Deferred tax liabilities

Unrealised gain on investments – 8,647,975 – –

Dividends receivable 80,790 123,971 (43,181) 60,297

80,790 8,771,946

Deferred tax assetDirectors retirement benefit 27,036 27,036 – –

Long service leave accrued 4,350 4,350 – –

Audit fee accrued 11,043 7,804 (3,239) 3,243

Superannuation accrued – – – 805

Unrealised loss on investments 11,041,723 – (11,041,723) –

Other timing differences – – – 16,653

11,084,152 39,190

Deferred tax income/(expense) (11,088,143) 80,998

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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Templeton Global Growth Fund Ltd

2008 2007$ $

8. DIVIDENDS PAID OR PROVIDED FOR

(a) Dividends paid during the year:

(i) Previous year’s final and specialFinal Dividend – 3.5 cents per share fully franked(2006 – 3.0 cents per share fully franked) 5,049,021 3,065,787Special Dividend – 1.5 cents per share fully franked(2006 – nil cents per share) 2,163,866 –(ii) Current year interimInterim Dividend – nil cents per share(2007 – 3.0 cents per share fully franked) – 3,076,425

7,212,887 6,142,212

Dividend declared since year end and not included in this reportFinal Dividend – nil cents per share(2007 – 3.5 cents per share fully franked) – 5,049,021Special Dividend – nil cents per share(2007 – 1.5 cents per share fully franked) – 2,163,866

– 7,212,887

The tax rate at which dividends have or will be franked is 30% (b) Franking credit balanceThe amount of franking credits available for the subsequent financial year are:– franking account balance as at the end

of the financial year at the tax rate of 30% 4,926,046 6,882,795– franking credits that will arise from the

payment of income tax payable as at the end of the financial year 1,666,031 977,512

6,592,077 7,860,307

The amount of franking credits available for future reporting periods:– impact on the franking account of dividends

proposed or declared before the financial report was authorised for issue but not recognised as a distribution to equity holders during the period. – (3,091,237)

6,592,077 4,769,070

9. RECEIVABLES (CURRENT)Receivables 703,199 556,926

Receivables consist principally of sales of securities not yet settled or dividends declarednot yet received. Proceeds from unsettled sale of securities are generally received within30 days and dividends declared not yet received are generally received within 60 days.

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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Templeton Global Growth Fund Ltd

2008 2007$ $

10. INVESTMENTS (NON-CURRENT)Investments are classified as available-for-sale financial assets.

Securities listed on a prescribed stock exchange at cost:

Shares 193,866,928 186,086,466

Aggregate quoted market value at balance date

of securities listed on a prescribed stock exchange 157,061,185 214,913,050

There are no individually material investments.

11. TRADE AND OTHER PAYABLES (CURRENT)

Trade payables 94,353 162,675

Payables due to related parties:

– Director related entities – refer note 21(b) 149,571 186,922

243,924 349,597

Trade payables and amounts payable to Director related entities are non-interest bearingand are normally settled on 30 day terms.

12. PROVISIONS Current

Long service leave 14,500 14,500

Non-current

Directors’ retirement allowance 90,120 90,120

Prior to 30 June 2003, the Company provided retirement benefits for independent non-executive Directors. With effect from 30 June 2003, the Board resolved to removeretirement benefits except for existing entitlements, which were frozen at the amountsaccrued at that date.

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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Templeton Global Growth Fund Ltd

2008 2007$ $

13. CONTRIBUTED EQUITY(a) Issued and Paid-Up Capital

Ordinary shares fully paid 184,848,556 183,192,515

2008 2008 2007 2007No. of No. of shares $ shares $

(b) Movements in shares on Issue

Beginning of financial year 144,257,731 183,192,515 102,192,884 126,204,935

Issued during the year:

– Dividend reinvestment plan (“DRP”) 1,156,988 1,654,609 700,836 1,042,431

– Transaction costs of DRP – (6,365) – (6,275)

– Renounceable rights issue (“rights”) – – 41,019,011 55,845,613

– Transaction costs/(benefits) of rights – 7,797 – (357,115)

– Placement – – 345,000 465,750

– Transaction cost of placement – – – (2,824)

End of the financial year 145,414,719 184,848,556 144,257,731 183,192,515

Effective 1 July 1998, the Corporations legislation abolished the concepts of authorisedcapital and par value shares. Accordingly the Company does not have authorised capitalnor par value shares in respect of its issued capital.

(c) Terms and Conditions of Contributed Capital

Ordinary shares have the right to receive dividends as declared and, in the event ofwinding up the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of (and amounts paid up on) shares held.

Ordinary shares entitle their holder to one vote, either in person or by proxy, at ameeting of the Company.

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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Templeton Global Growth Fund Ltd

2008 2007Notes $ $

14. RESERVES AND RETAINED PROFITS/(Accumulated losses)

Investment Realisation 14(a) 6,650,840 7,963,622Investment Revaluation 14(b) – 20,178,583

6,650,840 28,142,205Retained profits/(Accumulated losses) 14(c) (22,888,682) 3,029,050

(a) Investment Realisation Reserve

(i) Nature and purpose of Reserve The investment realisation reserve is used to accumulate realised capital profits. The reserve can be used to pay dividends.(ii) Movements in ReserveBalance at beginning of year 7,693,622 8,806,515Transfer from retained profits of net profit on realisation of investments 2,900,114 2,299,319Dividends paid (4,212,896) (3,142,212)

Balance at end of year 6,650,840 7,963,622

(b) Investment Revaluation Reserve

(i) Nature and purpose of ReserveThe investment revaluation reserve is used to accumulate unrealised capital profits. The reserve can only be used in limited circumstances for payment of dividends(ii) Movement in ReserveBalance at the beginning of the year 20,178,583 14,717,337Net revaluation increments/(decrements) on revaluation of listed securities. (28,826,547) 7,801,780Tax effect of increments to revaluation reserve 8,647,964 (2,340,534)

Balance at the end of year – 20,178,583

(c) Retained Profits/(Accummulated Losses)

Movements in Retained Profits/(Accumulated Losses)Balance at the beginning of year 3,029,050 1,565,154Net profit/(loss) attributable to members of Templeton Global Growth Fund Ltd (20,043,499) 6,763,215Aggregate of amounts transferred toInvestment Realisation Reserve (2,900,114) (2,299,319)Prior period taxation adjustment 25,881 –

(19,888,682) 6,029,050Dividends provided for or paid (3,000,000) (3,000,000)

Balance at the end of year (22,888,682) 3,029,050

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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Templeton Global Growth Fund Ltd

2008 2007$ $

15. STATEMENT OF CASH FLOWS

(a) Reconciliation of the net profit after tax to the net cash flows from operations

Net profit/(loss) (20,043,499) 6,763,215Diminution in market value of investments 36,805,743 –Net gain on realisation of investments (4,234,175) (3,038,957)Changes in assets and liabilities– Receivables 124,348 (205,197)– Payables 121,659 36,904– Provision for taxation 688,519 971,526– Deferred tax asset (11,044,962) 4,048– Deferred tax liability (43,181) 1,079,124– Provision for employee entitlements 18,444 (15,986)

Net cash flow from operating activities 2,392,896 5,594,677

(b) Reconciliation of cash

Cash comprises:Cash at Bank 1,857,543 9,058,279

Disclosure of non-cash financing activitiesThe company issued shares under a dividend reinvestment plan. Refer note 13(b)

16. EMPLOYEE BENEFITS ANDSUPERANNUATION COMMITMENTS

Employee Benefits

The aggregate employee benefit liability is comprised of:Accrued wages, long service leave, salaries, superannuation and on costs (current) 14,500 14,500Provisions (non-current) 90,120 90,120

104,620 104,620

17. EARNINGS/(LOSSES) PER SHAREThe following reflects the income and share data used in the calculations of basic and diluted earnings per share:Net profit/(loss) used in calculating basic and diluted earnings/(losses) per share (20,043,499) 6,763,215

Weighted average number of ordinary shares on issue used in the calculation of basic and diluted earnings/(losses) per share. 145,139,697 111,300,544

There have been no transactions involving ordinary shares or potential ordinary sharesthat would significantly change the number of ordinary shares or potential ordinaryshares outstanding between the reporting date and the date of completion of thesefinancial statements.

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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Templeton Global Growth Fund Ltd

18. KEY MANAGEMENT PERSONNEL

(a) Details of Key Management Personnel

(i) DirectorsD.A. Walsh Chairman (non-executive)G.N. Webb Deputy Chairman (non-executive) J.J. Bolt Director (non-executive)J.F. Harvey Director (non-executive) J.A. (Tony) Killen Director (non-executive)G.E. McGowan Director (non-executive)

(ii) ExecutiveM.F. Warwick Company Secretary and General Manager

2008 2007$ $

(b) Compensation of Key Management Personnel

Short-Term 243,249 152,983

Post Employment 164,590 239,356

Total 407,839 392,339

(c) Compensation options: Granted and vested during the year

No options were granted to, or vested with, key management personnel during the yearended 30 June 2008 or the year ended 30 June 2007.

(d) Shares issued on exercise of compensation options

No shares were issued on exercise of compensation options during the year ended 30 June 2008 or the year ended 30 June 2007.

(e) Option holdings of directors and the executive

No options are held by key management personnel during the year ended 30 June 2008or the year ended 30 June 2007.

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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Templeton Global Growth Fund Ltd

18. KEY MANAGEMENT PERSONNEL continued

(f) Shareholdings of key management personnel

Shares held in the Company Balance Net Change Balance(number) 1 July 2007 Other 30 June 2008

Ord Ord OrdDirectors

D.A. Walsh 25,000 37,500 62,500

G.N. Webb 332,353 11,621 343,974

J.A. Everett – – –

J.F. Harvey 81,000 – 81,000

J.A. (Tony) Killen 166,600 – 166,600

G.E. McGowan – – –

J.J. Bolt – – –

Executive

M.F. Warwick 12,960 – 12,960

Total 617,913 49,121 667,034

Shares held in the Company Balance Net Change Balance(number) 1 July 2006 Other 30 June 2007

Ord Ord OrdDirectors

D.A. Walsh 25,000 – 25,000

G.N. Webb 229,376 102,977 332,353

J.A. Everett – – –

J.F. Harvey 69,000 12,000 81,000

J.A. (Tony) Killen 119,000 47,600 166,600

G.E. McGowan – – –

Executive

M.F. Warwick 8,100 4,860 12,960

Total 450,476 167,437 617,913

All equity transactions with directors and the executive have been entered into underterms and conditions no more favourable than those the entity would have adopted ifdealing at arm’s length.

(g) Loans to key management personnelThere were no loans made to key management personnel at any time during the year andno loans exist at 30 June 2008.

(h) Other transactions and balances with key management personnel

Messrs Mallesons Stephen Jaques, Solicitors, a firm in which Mr. David Walsh is aformer partner, was paid $26,830 for providing legal advisory services on normal termsand conditions for the 12 months to 30 June 2008 (2007: $32,924).

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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Templeton Global Growth Fund Ltd

2008 2007$ $

19. AUDITORS’ REMUNERATIONThe auditor of the Company is Ernst & Young.Amounts received or due and receivable by Ernst & Young (Australia) for:– an audit or review of the financial report

of the Company 58,440 63,402– other services in relation to the Company – –

58,440 63,402

20. SEGMENT INFORMATIONThe Company is domiciled and incorporated in Australia.The Company’s principal activity is investment in quoted equities and other securitieson a worldwide basis. Details of these investments are disclosed in the InvestmentManager’s Report and the List of Investments.The Company operates in only one business and geographic sector.

21. RELATED PARTY DISCLOSURE (a) Key management personnelDetails relating to key management personnel, including remuneration paid, are includedin note 18.

(b) Transactions with related partiesManagement fees paid to Franklin Templeton Investments Australia LimitedThe Company’s Investment Manager is Franklin Templeton Investments AustraliaLimited (“Investment Manager”). The Investment Manager is a member of the Franklin Templeton group.In accordance with the Investment Management Agreement, the Investment Manager is entitled to a fee in respect of the management of the investment portfolio of theCompany. This fee is calculated at the rate of 1% per annum payable monthly on thevalue of the net tangible assets of the Company less the value of the investments inunlisted trusts managed by the Investment Manager. For those services, the InvestmentManager was paid a fee of $1,857,999 for the 12 months to 30 June 2008 (2007:$1,626,586). As at the end of the financial year $149,571 (2007: $186,922) was owing tothe Investment Manager. The Company has the following relationships with the Investment Manager:Mr. G N Webb, Ms J J Bolt, Mr. G E McGowan, and Mr. J A Everett have a beneficialinterest in shares in Franklin Resources, Inc., the ultimate holding company of theInvestment Manager. Certain directors of the Company also held the following appointments with theInvestment Manager and / or companies related to the Investment Manager. Theseappointments were held throughout the financial year (and continues as at 30 June2008) unless otherwise specified.• Mr. G E McGowan is a director of the Investment Manager. • Mr. G E McGowan and Ms J J Bolt are employed by companies related to the

Investment Manager.• Mr. J A Everett was employed by companies related to the Investment Manager up to

his resignation from those companies in September 2007.Neither the Investment Manager nor any of the funds for which the InvestmentManager is responsible are shareholders in Templeton Global Growth Fund Ltd.

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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22. FAIR VALUE

Fair values

All financial assets and liabilities recognised in the balance sheet, whether they arecarried at cost or fair value, are recognised at amounts that represent a reasonableapproximation of fair value unless otherwise stated in the applicable notes.

23. EXPENDITURE COMMITMENTS

Remuneration commitments

Commitments for the payment of salaries and other remuneration under long-termemployment contracts in existence at the reporting date but not recognised as liabilities,payable:

2008 2007$ $

Within one year 168,000 155,000

After one year but not more than five years 168,000 –

Longer than five years – –

Total 336,000 155,000

Amounts disclosed as remuneration commitments arise from the service contract withthe General Manager referred to in the Remuneration Report of the Directors’ Report.The above amount is not recognised as a liability and is not included in thecompensation of key management personnel.

24. EVENTS AFTER THE BALANCE SHEET DATENo matters or occurrences have arisen subsequent to balance date that materially effectthe operations of the Company.

NOTES TOFINANCIAL

STATEMENTS 30 JUNE 2008

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In accordance with a resolution of the Directors of Templeton Global Growth Fund Ltd.(“the Company”) I state that –

1. In the opinion of the directors of the Company:a) the financial statements, notes and the additional disclosures included in the

Directors’ Report designated as audited, of the Company are in accordance withthe Corporations Act 2001, including:• giving a true and fair view of the Company’s financial position as at 30 June

2008 and of its performance for the year ended on that date; and • complying with Accounting Standards and Corporations Regulations 2001; and

b) there are reasonable grounds to believe that the Company will be able to pay itsdebts as and when they become due and payable.

2. This declaration has been made after receiving the declarations required to be madeto the Directors in accordance with section 295A of the Corporations Act 2001 for thefinancial year ending 30 June 2008.

On behalf of the Board

D.A. WALSHChairman

Melbourne 27 August 2008

Directors’Declaration

Templeton Global Growth Fund Ltd. ABN 44 006 558 149

Level 25360 Collins StreetMelbourne, Victoria 3000Telephone (03) 9603 1207Facsimile (03) 9603 1299

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Report on the Financial ReportWe have audited the accompanying financial report of Templeton Global Growth FundLtd (the “company”), which comprises the balance sheet as at 30 June 2008 and theincome statement, statement of changes in equity and cash flow statement for the yearended on that date, a summary of significant accounting policies, other explanatorynotes and the directors’ declaration.

Directors’ Responsibility for the Financial ReportThe directors of the company are responsible for the preparation and fair presentation of the financial report in accordance with the Australian Accounting Standards(including the Australian Accounting Interpretations) and the Corporations Act 2001.This responsibility includes establishing and maintaining internal controls relevant tothe preparation and fair presentation of the financial report that is free from materialmisstatement, whether due to fraud or error; selecting and applying appropriateaccounting policies; and making accounting estimates that are reasonable in thecircumstances. In Note 2, the directors also state that the financial report, comprisingthe financial statements and notes, complies with International Financial ReportingStandards as issued by the International Accounting Standards Board.

Auditor’s ResponsibilityOur responsibility is to express an opinion on the financial report based on our audit. We conducted our audit in accordance with Australian Auditing Standards. TheseAuditing Standards require that we comply with relevant ethical requirements relatingto audit engagements and plan and perform the audit to obtain reasonable assurancewhether the financial report is free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amountsand disclosures in the financial report. The procedures selected depend on our judgment,including the assessment of the risks of material misstatement of the financial report,whether due to fraud or error. In making those risk assessments, we consider internalcontrols relevant to the entity’s preparation and fair presentation of the financial reportin order to design audit procedures that are appropriate in the circumstances, but not forthe purpose of expressing an opinion on the effectiveness of the entity’s internal controls.An audit also includes evaluating the appropriateness of accounting policies used and thereasonableness of accounting estimates made by the directors, as well as evaluating theoverall presentation of the financial report.

We believe that the audit evidence we have obtained is sufficient and appropriate toprovide a basis for our audit opinion.

IndependenceIn conducting our audit we have met the independence requirements of the Corporations Act 2001. We have given to the directors of the company a writtenAuditor’s Independence Declaration, a copy of which is included in the directors’ report.The Auditor’s Independence Declaration would have been expressed in the same terms if it had been given to the directors at the date this auditor’s report was signed.

IndependentAuditor’s

Report to members

of TempletonGlobal Growth

Fund Ltd

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Templeton Global Growth Fund Ltd

Auditor’s OpinionIn our opinion:

1. the financial report of Templeton Global Growth Fund Ltd is in accordance with the Corporations Act 2001, including:

(i) giving a true and fair view of the financial position of Templeton Global Growth Fund Ltd at 30 June 2008 and of its performance for the year ended on that date; and

(ii)complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001.

2. the financial report also complies with International Financial Reporting Standards as issued by the International Accounting Standards Board.

Report on the Remuneration ReportWe have audited the Remuneration Report included in pages 26 to 28 of the directors’report for the year ended 30 June 2008. The directors of the company are responsible forthe preparation and presentation of the Remuneration Report in accordance withsection 300A of the Corporations Act 2001. Our responsibility is to express an opinion onthe Remuneration Report, based on our audit conducted in accordance with AustralianAuditing Standards.

Auditor’s OpinionIn our opinion the Remuneration Report of Templeton Global Growth Fund Ltd for theyear ended 30 June 2008, complies with Section 300A of the Corporations Act 2001.

Ernst & Young

Martin WalshPartnerMelbourne

27 August 2008

IndependentAuditor’s

Report to members

of TempletonGlobal Growth

Fund Ltdcontinued

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five year summary of Financial information2008 2007 2006 2005 2004

$ $ $ $ $

Income statement Investment and other income 6,813,574 8,798,407 5,055,158 3,963,501 3,479,197

Expenses 2,816,651 2,789,327 2,245,936 2,106,624 1,745,773

Profit before realisation of investments and tax 3,996,923 6,009,080 2,809,222 1,856,877 1,733,424

Net gain/(loss) on realisation of investments 4,137,895 3,259,105 5,961,627 692,681 (306,091)

Appreciation/(Diminution) invalue of investments (Note 1) (36,805,743) – – – 22,793,409

Profit/(loss) before income tax (28,670,925) 9,268,185 8,770,849 2,549,558 24,220,742

Income tax expense/(benefit) (8,627,426) 2,504,970 2,781,841 734,940 2,055,634

Operating profit/(loss) after tax (20,043,499) 6,763,215 5,989,008 1,841,618 22,165,108

Balance sheetAssets

Cash and receivables 2,560,742 9,615,205 4,075,293 5,112,824 4,861,300

Investments 157,061,185 214,913,050 153,432,959 128,712,574 128,822,182

Deferred tax asset 11,084,152 39,190 43,238 2,674,951 3,139,190

Total Assets 170,706,079 224,567,445 157,551,490 136,500,349 136,822,672

Liabilities

Payables 243,924 349,597 694,664 345,276 308,201

Provisions 1,851,441 9,854,078 5,562,885 104,620 359,250

Total Liabilities 2,095,365 10,203,675 6,257,549 449,896 667,451

Net Assets 168,610,714 214,363,770 151,293,941 136,050,453 136,155,221

Shares on issue 145,414,719 144,257,731 102,192,884 101,555,181 101,167,306

Earnings/(losses) per share (13.8)c 6.1c 5.9c 1.8c 23.1c

Dividends per share 5.0c 6.0c 5.0c 2.5c 0.0c

Note 1: The appreciation in valuation of investments recorded in the Income Statement in the year ended 2004 was a recoupment of earlieryear’s diminution in valuation of investments in accordance with the then applicable accounting standards. In subsequent years theappreciation in the valuation of investments is taken directly to equity in accordance with the current applicable accounting standards.

Templeton Global Growth Fund Ltd

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Templeton Global Growth Fund Ltd

SHAREHOLDING INFORMATIONShareholdings at Number of Number of 31 July 2008 Holders SharesDistribution of Holders1 to 1,000 shares 235 121,880

1,001 to 5,000 shares 880 2,739,571

5,001 to 10,000 shares 940 7,277,672

10,001 to 100,000 shares 2,435 71,948,208

100,001 and over 167 63,325,452

Total 4,657 145,412,783

Shareholders with less than a marketable parcel of shares: 122

All ordinary shares carry one vote per share without restriction.

The names of the twenty largest shareholders of quoted shares are:

Number % ofof shares total

1. RBC Dexia Investor Services Australia Nominees Pty Ltd* 11,611,221 7.99

2. Australian Foundation Investment Company Limited 7,899,534 5.43

3. National Nominees Limited 6,691,282 4.604. The Walter and Eliza Hall

Institute of Medical Research 1,331,112 0.925. Lord Mayor’s Charitable Fund 1,255,000 0.866. RPG Management Pty Limited 1,100,000 0.767. Perpetual Trustees

Consolidated Limited 1,096,301 0.758. Ms. Gabrielle Rosa Baron and

Mr Peter Michael Wilmshurst 993,377 0.689. UBS Wealth Management

Australia Nominees Pty Ltd 986,574 0.6810. RBC Dexia Investor Services

Australia Nominees Pty Ltd <MLCI A/c> 953,270 0.66

11. Questor Financial Services Limited 715,264 0.4912. Ms Diana Eirene Angliss Gibson

& Mr John Digby Norris & Mr Graeme William Ballard 700,000 0.48

13. PNBW Pty. Ltd 559,405 0.3814. Mr. Robert David Evans and

Mrs. Meredith Nevill Evans 500,000 0.3415. Djerriwarrh Investments Limited 492,292 0.3416. INVIA Custodian Pty Limited 427,164 0.2917. Bokatarra Pty Ltd 417,167 0.2918. PGP Pty Ltd 380,000 0.2619. RBC Dexia Investor Services

Australia Nominees Pty Ltd <NMSMT A/c> 376,574 0.26

20. Purry Burry Investments Pty Ltd 365,000 0.25

SUBSTANTIAL SHAREHOLDERSThe following entities are recorded in the Company’sRegister of Substantial shareholders as at 31 July 2008.

*Maple-Brown Abbott Ltd., and various related bodies corporate 8,139,762

Australian Foundation Investment Company Limited 7,899,534

A person may be a substantial shareholder of theCompany by virtue of the person or their associatesholding a “relevant interest” in shares in the Company.A person may hold a “relevant interest” in shares in theCompany even though they are not a shareholder.

STOCK EXCHANGE LISTINGSThe Company's shares are listed on the AustralianSecurities Exchange Ltd.

INVESTMENT DEALINGSA list of all investments held as at 30 June 2008 is setout on pages 62 to 69.

During the year 30 June 2008 the Company completed 137 transactions in equity investments and the total brokerage paid or accrued on thesetransactions was $36,751.

During the year 30 June 2008 management fees paid or accrued for the management of the Company’sinvestment portfolio was $1,857,999 – refer Note 21(b).

ADDITIONAL ASX INFORMATION

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Templeton Global Growth Fund Ltd

LIST OF INVESTMENTS AS AT 30 JUNE 2008(Note: Certain investments which are listed in stock markets away from their normal place of business have been treated as if listed in their home countries.)

Shares A$ % ofheld value total

AUSTRIATelecommunication ServicesTELEKOM AUSTRIA AG: Mobile and fixed line service provider with operations in a number of European countries. 45,670 1,033,235

1,033,235 0.66

BERMUDAInsuranceACE LTD: Provides a diversified range of specialty insurance and reinsurance products to clients around the world. 29,460 1,688,735XL CAPITAL LTD: Provides general liability, directors and officers liability, professional liability, and excess property insurance coverage 17,950 381,576

2,070,311 1.32

CHINATelecommunication ServicesCHINA TELECOM: Principal activity is the provision of wireline telecommunications services in provinces throughout Southern China. 2,074,000 1,172,421

1,172,421 0.75

EGYPTTelecommunication ServicesEGYPTIAN MOBILE PHONE: Mobile service provider in Egypt 80,578 2,509,013

2.509,013 1.60

FINLANDMaterialsUPM-KYMMENE OY: Manufactures pulp and paper for newspapers and magazines, plywood, and timber. 109,214 1,864,794ENSO OYU “R”: Integrated forest products company producing magazines, newsprint, fine papers, packaging boards and wood products. 114,910 1,124,407

2,989,201 1.90

FRANCE Automobiles & Components MICHELIN (CGDE): Manufactures tyres for passenger, commercial and specialty vehicles. 16,940 1,269,063EnergyTOTAL SA: Explores for, produces, refines, transports and markets oil and natural gas. The company also operates a chemical division which produces polypropylene, polyethylene, polystyrene, rubber, paint, ink, adhesives, and resins. 44,670 3,973,509InsuranceAXA SA: A Company providing insurance (life and non-life), financial services and real estate services in Europe, Asia and North America. 62,338 1,930,251MediaVIVENDI SA: Media and telecom conglomerate with operations inEurope, Africa and the USA. 30,980 1,225,285

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Pharmaceuticals & BiotechnologySANOFI - AVENTIS: The Company’s principal activity is the provision of products and services for health and nutrition. 35,036 2,440,082TelecommunicationsFRANCE TELECOM SA: Fixed line and mobile telecommunications operatoracross numerous countries. 122,463 3,761,820

14,600,010 9.30

GERMANYAutomobiles & ComponentsBAYER MOTOREN WERK: BMW manufactures and sells cars and motorcycles worldwide including BMW and Mini. 45,390 2,272,894TransportationDEUTSCHE POST AG: Provides German domestic mail delivery, international parcel and mail delivery, freight delivery and logistics services 66,890 1,817,517Technology Hardware & EquipmentSIEMENS AG: Produces a wide range of industrial and consumer products including trains, electricity generation, medical equipment, building controls etc. 16,140 1,866,561UtilitiesE.ON AG: This conglomerate is one of Germany’s largest electrical utilities. 7,160 1,507,377

7,464,349 4.75

HONG KONGReal EstateCHEUNG KONG HLDGS LTD: One of the largest property development companies in Hong Kong, with interests in telecommunications, shipping related services, trading, energy, finance and miscellaneous investments through its affiliate Hutchison Whampoa. 95,000 1,334,323

1,334,323 0.85

IRELANDBuilding and ConstructionCRH PLC: Core business involve primary materials production, value added building products and specialist building materials distribution. Operates in over 30 countries. 22,750 687,256

687,256 0.44

ISRAELSoftware & ServicesCHECK POINT SOFTWARE TECHNOLOGIES LTD: Provides internet security services including enterprise and personal firewalls, data security and VPNs. 39,810 981,923

981,923 0.62

ITALYBanksUNICREDITO ITAL SPA: Provides consumer and corporate banking and wealth management services in Italy. Now also operates in Germany, Austria and Eastern Europe following the acquisition of HypoVereinsbank. 382,421 2,439,226Energy ENI SPA: An Italian integrated oil and gas company with operations in 75 countries 58,750 2,281,173

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MediaMediaset SPA: Operates television broadcasting, television production,and signal broadcasting management, and music production businesses.The company owns and operates Italian televisions Canale 5, Italia 1,and Retequattro. Mediaset also has Spanish broadcasting operations. 245,209 1,683,804

6,404,203 4.08

JAPANAutomobile ManufacturersTOYOTA MOTOR CORP: Manufactures, sells, leases and repairspassenger cars, trucks, buses and their related parts worldwide.The Company also operates financing services through their subsidiaries. 16,300 801,158Diversified FinancialsNOMURA HOLDINGS INC: A securities company, which is active in a wide range of financial services including research, dealing, brokerage, underwriting and distribution of securities. 58,000 893,424MITSUBISHI UFJ FINANCIAL GROUP INC: A holding company established through the merger of Mitsubishi Tokyo Financial Group and UFJ Holdings. As a financial group, the company provides a variety of financial and investment services including commercial banking, and trust banking.. 239,000 2,199,047Technology Hardware and EquipmentMABUCHI MOTOR CO: Manufactures and markets small electronic motors for consumer electronics, office equipment, automobile parts etc. 16,500 932,637MaterialsFUJIFILM HOLDINGS: Manufactures film for general, medical, printing, office and movie production. Has a joint venture with Xerox for office equipment. 43,600 1,555,800OLYMPUS CORPORATION: Production and distribution of optical productsincluding lenses and endoscopes. 15,698 552,444NOK CORPORATION: Manufactures oil seals and industrial rubber products for automobiles. The company also produces electronic equipment used for cellular phones and PC’s.. 108,400 1,796,584Diversified RetailUSS CO LTD ORD JPY NPV: Principally involved in the automobile auction business. The company operates three business segments. The automobile auction segment is engaged in the operation of automobile auctions targeting secondhand car dealers, the operation of satellite telecast television auctions as well as the sale of video auction terminals. The secondhand automobile segment is engaged in the purchase and sale of secondhand cars. The other business segment is engaged in the recycling of end-of-life vehicles and waste rubber. 23,510 1,617,750Pharmaceuticals & BiotechnologyTAKEDA CHEMICALS: Manufactures and sell pharmaceuticals, food supplements and chemical products. 13,000 688,801

11,037,645 7.03

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NETHERLANDSConsumer Durables & ApparelKONINKLIJKE PHILIPS ELECTRONICS NV: One of Europe’s largestproducers of lighting and consumer electronics as well as medical devices,and industrial electronics. 46,440 1,647,655Diversified FinancialsING GROEP NV: A life, general insurance and banking group that offers a wide rangeof financial services to individuals, companies and institutions throughout the world. 78,503 2,609,940MediaREED ELSEVIER NV: An international publishing and information provider. 71,948 1,262,745Oil and GasSBM OFFSHORE NV:Engineers, supplies and installs various types of offshore terminals and related equipment. Also owns and operates a fleet of floating production storage and offloading units. 27,269 1,049,412

6,569,752 4.18

NORWAY Telecommunication ServicesTELENOR ASA: The leading telecom operator in Norway with mobile operations in countries such as Russia, Ukraine, Denmark, Hungry, Malaysia and Bangladesh 187,010 3,665,266

3,665,266 2.33

SINGAPORETelecommunication ServicesSINGAPORE TELECOMMUNICATIONS LIMITED: Operates and provides telecommunications systems and services in Singapore, Australia, India, Indonesia, Philippines, Thailand and Bangladesh. 971,000 2,695,923

2,695,923 1.72

SOUTH AFRICARetail – Consumer GoodsJD GROUP LIMITED: Sells furniture, appliances, and home entertainment products through six retail chains. The group’s chain store brands include Bradlows, Russells, Joshua Doore, and Price N Pride. 158,576 551,575FOSCHINI LTD: Consists of 13 trading divisions dealing in lifestyle products that range from fashion, jewellery, accessories, cosmetics, sporting and outdoor apparel and equipment to homewares. 114,107 447,328

998,903 0.64

SOUTH KOREABanksKOOKMIN BANK: Involved in the provision of commercial and personal banking services, which include remittances, deposits, foreign investments, corporate financing, financial advisory and mid-long term funding. 23,401 1,438,316Diversified IndustrialsMACQUARIE KOREA INFRASTRUCTURE FUND: Invests in infrastructure assets in South Korea. 243,510 1,576,757Technology Hardware & EquipmentSAMSUNG ELECTRONICS CO LTD: One of the world’s leading DRAM manufacturers and a leading manufacturer of consumer electronics, displays and telecommunications equipment. 4,934 3,071,948

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Telecommunication ServicesSK TELECOM: An affiliate of SK Group, that offers mobile telecommunications services and products in South Korea. 26,000 563,539KT CORP: A leading provider of telecommunication services in Korea offering local, long distance, wireless and data communication services. 35,231 784,176

7,434,736 4.73

SPAINBanksBANCO SANTANDER CENTRAL HISPANO: Main business areas are retail banking, wholesale banking and asset management and insurance. 42,950 822,207Telecommunication ServicesTELEFONICA SA: The largest telephone company in Spain with primary markets in Spain and Latin America.– Ordinary 63,519 1,759,292– BDR 40,282 1,108,708

3,690,207 2.35

SWITZERLANDFood Beverage & TobaccoNESTLE SA: The Group’s principal activity is the manufacture of Beverages; Prepared dishes and cooking aids; Milk products, nutrition and ice cream; Pet care Products; Chocolate and Confectionery; and Pharmaceutical Products. 35,700 1,694,610Diversified FinancialsUBS AG: A bank with a focus on investment banking and wealth management/private banking. 42,525 931,853InsuranceSWISS REINSURANCE CO: Offers property/casualty, life and health insurance-based management sevices worldwide. 28,943 2,014,909

4,641,372 2.95

TAIWANComputer ServicesLITE-ON TECHNOLOGY: Provider of imaging products, enclosures, power supplies and LEDs. 498,388 522,714Technology Hardware & EquipmentCOMPAL ELECTRONICS: Manufacture and sale of computer equipment, mobile telephones and various electronic parts. 1,315,234 1,481,025Telecommunication ServicesCHUNGWA TELECOM CORPORATION: The largest telecommunications service provider in Taiwan, providing fixed and wireless telecommunications 43,461 1,150,778

3,154,517 2.01

TURKEYTelecommunication ServicesTURKCELL: Offers cellular telephone, voice and data communication services through its GSM network in Turkey. 104,270 1,578,745

1,578,745 1.00

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UNITED KINGDOMBanksROYAL BANK OF SCOTLAND: Banking, insurance and financial services in the UK and USA.. 750,138 3,340,774HSBC HOLDINGS PLC: Provides a range of financial services including : personal financial services, commercial banking, investment banking and private banking services. 173,589 2,802,358InsuranceSTANDARD LIFE PLC: Involved in the provision of life assurance and pensions, investment management, banking and healthcare insurance products. 131,420 570,977MediaBRITISH SKY BROADCASTING GROUP PLC: The Group's principal activity is the operation of a pay television broadcasting service to customers in the United Kingdom and the Republic of Ireland. Part of the News Corp Group. 152,098 1,488,018Capital GoodsBAE SYSTEMS PLC: One of the leading global defence contractors. 148,329 1,360,400SMITHS GROUP PLC: Principal activities in aerospace, engineering, detection and medicine. 43,024 968,085Pharmaceuticals & Biotechnology GLAXOSMITHKLINE PLC: Created from the December 2000 merger between GlaxoWellcome and SmithKline Beecham. Glaxo's ranks second in the world pharmaceutical industry behind Pfizer. 102,062 2,354,707EnergyBP PLC: One of the global leading oil and petrochemicals companies with operations in over 100 countries. 252,428 3,051,960ROYAL DUTCH SHELL: Global group of energy and petrochemical companies. 83,276 3,486,816Food BeverageUNILEVER PLC: One of the world’s leading companies involved in the manufacture, marketing and sale of branded and packaged consumer goods. 43,241 1,280,551PREMIER FOODS PLC : Food producer, manufacturing and supplying products for the food service industry. 468,720 923,443COMPASS GROUP PLC: Provision of food and vending services on client’s premises. 256,390 2,016,506MediaYELL GROUP PLC: Publishes telephone directories in the United Kingdom and United States. The Group's printed directories include the Yellow Pages and Business Pages in the UK, and the Yellow Book and McLeod directories in the US. 167,670 244,272Telecommunication ServicesVODAFONE GROUP PLC: One of the largest mobile telecommunicationsgroups in the world. 974,287 3,012,571

26,901,438 17.13

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UNITED STATESBanksBANK OF AMERICA CORP: A bank holding company that provides a diversified range of banking and nonbanking financial services and products both within the US and internationally. 32,456 803,917Capital GoodsTYCO INTERNATIONAL LTD: Provider of fire protection and securityproducts and services. 27,030 1,128,632Computer ServicesACCENTURE LTD: Global management consulting and technology services company. 37,510 1,590,066Consumer Durables and ApparelMATTEL INC: Designs, manufactures, and markets a broad variety of children's toys and products on a worldwide basis. 37,694 671,669MORGAN STANLEY DEAN WITTER & CO: A global financial services firm that provides products and services to a large and diversified group of clients and customers, including corporations, governments, financial institutions and individuals. 22,755 854,098ElectronicsCISCO SYSTEMS INC: Supplier of networking equipment and networkmanagement for the internet/data communications. 42,540 1,031,085GENERAL ELECTRIC COMPANY: Multinational technology and services conglomerate 86,570 2,399,585TYCO ELECTRONICS LTD: Manufacturer of various electronic components. 40,190 1,500,136InsuranceAMERICAN INTERNATIONAL GROUP: Engaged in insurance and insurance-related activities. The company’s primary activities include both general and life insurance operations. Other significant activities include financial services, retirement services and asset management. 70,560 1,943,314AON CORP: An insurance services holding company comprised of insurance brokerage, consulting, and warranty and consumer insurance companies. 20,163 965,446TORCHMARK CORP: An insurance and financial services company providing life and health insurance and annuities. 19,380 1,184,631Health Care Equipment & ServicesBOSTON SCIENTIFIC: Develops products for minimally invasive surgical procedures. Products include stents and defibrillators. 119,220 1,524,336COVIDIEN LTD: Global provider of healthcare products. 41,820 2,088,712Leisure and RecreationCARNIVAL CORP: World’s largest cruise company operating under seven cruise brands and with 45 vessels. 35,540 1,219,170Technology Hardware & EquipmentCADENCE DESIGN SYSTEMS: Provides software technology andcomprehensive design and consulting services and technology. 47,691 501,932SEAGATE TECHNOLOGY: Provides hard disk drives and related storage solutions for a variety of applications. 61,306 1,219,540

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MediaINTERPUBLIC GROUP: Comprises a number of advertising agencies and marketing service companies 107,340 961,938NEWSCORP: Diversified media and entertainment company operating in the areas of filmed entertainment, television, cable network programming, satellite television, magazines and newsprint. 106,450 1,700,493THE DIRECTV GROUP INC: Direct broadcast satellite television company. 62,300 1,682,713VIACOM INC: Global entertainment content company with brands such asParamount, Nickelodeon and MTV. 40,380 1,285,057PetrochemicalsCHEVRON CORP: Engages in oil and gas exploration, refining and marketing of oil, lubricants and fuels. Conducts business activities in over 180 countries. 21,550 2,224,053AMGEN INC: Discovers, develops, manufactures, and markets human therapeutics based on cellular and molecular biology. 51,420 2,526,929MERCK & CO: Global research pharmaceutical company that discovers, develops, manufactures and markets a broad range of innovative products to improve human and animal health. 21,920 860,445Financial ServicesDISCOVER FINANCIAL SERVICES: Credit card issuer and electronic payment services provider. 9,877 135,344Food and BeverageDR PEPPER SNAPPLE GROUP INC: Manufactures, markets and distributes more than 50 brands of carbonated soft drinks, juices, ready to drink teas, mixers and other premium beverages. 32,900 718,236OMNICARE INC: Provides professional pharmacy, related consulting,and data management services 56,130 1,534,195PFIZER INC: A research-based, global pharmaceutical company that discovers, develops, makes and markets prescription medicines for humans and animals. 119,928 2,180,736WATSON PHARMACEUTICALS INC: Develops, manufactures, and sells proprietary and off-patent pharmaceutical products. The company develops drugs in the therapeutic areas of primary care, women’s health, dermatology, and neurology/psychiatry. 33,930 959,226Software & ServicesMICROSOFT CORP: Computer software provider. Core offerings include Windows, Office, Windows Server. Newer products include Xbox and Windows Mobile. 121,360 3,481,520ORACLE CORP: Supplier of software for database management andenterprise applications. 117,410 2,569,282

43,446,436 27.66

Total of investments 157,061,186 100.00

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DIrectory

DIRECTORSD A Walsh (Chairman)

G N Webb (Deputy Chairman) J J Bolt

J F HarveyJ A Killen

G E McGowan

SECRETARYM F Warwick

REGISTERED OFFICELevel 25, 360 Collins Street

Melbourne 3000Telephone (03) 9603 1207

Facsimile (03) 9603 1299

INVESTMENT MANAGERFranklin Templeton Investments Australia Limited

Level 25, 360 Collins StreetMelbourne 3000

Telephone (03) 9603 1200Facsimile (03) 9603 1299

AUDITORErnst & Young

SOLICITORMallesons Stephen Jaques

SHARE REGISTRARComputershare Investor Services Pty Limited

Yarra Falls452 Johnston Street

Abbotsford Victoria 3067Investor Enquiries: 1300 85 05 05

International Enquiries: +61 3 9415 4000Facsimile: + 61 3 9473 2500

WEBSITEwww.tggf.com.au

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