0001379491-14-001409 Sample Contracts

FRANKLIN TEMPLETON INVESTOR SERVICES, LLC AMENDED AND RESTATED
Transfer Agent and Shareholder Services Agreement • December 24th, 2014 • Templeton Global Smaller Companies Fund • California

The parties to this Agreement are the Investment Company named above ("Investment Company"), an open-end investment company registered as such under the Investment Company Act of 1940 ("1940 Act"), on behalf of each class of shares of the Investment Company, (the "Fund") and FRANKLIN TEMPLETON INVESTOR SERVICES, LLC ("FTIS"), a registered transfer agent formerly known as Franklin Administrative Services, Inc. This Agreement supersedes prior Shareholder Services Agreements between the parties, as stated below in section 16(d).

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AMENDED AND RESTATED INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • December 24th, 2014 • Templeton Global Smaller Companies Fund • Delaware

AGREEMENT made as of June 1, 2014, between TEMPLETON GLOBAL SMALLER COMPANIES FUND, a statutory trust organized under the laws of the State of Delaware (hereinafter referred to as the "Fund"), and FRANKLIN TEMPLETON INVESTMENTS CORP. (hereinafter referred to as the "Investment Manager"), and amends and restates the prior Investment Management Agreement between the Fund and the Investment Manager, dated as of January 4, 2008.

SUBCONTRACT FOR FUND ADMINISTRATIVE SERVICES
Subcontract For • December 24th, 2014 • Templeton Global Smaller Companies Fund • California

This Subcontract, dated as of June 1, 2014, is between Franklin Templeton Investments Corp. (the “Investment Manager”) and Franklin Templeton Services, LLC (“Administrator”).

SUB-ADVISORY AGREEMENT TEMPLETON GLOBAL SMALLER COMPANIES FUND
Sub-Advisory Agreement • December 24th, 2014 • Templeton Global Smaller Companies Fund • Florida

THIS SUB-ADVISORY AGREEMENT made as of 4th day of January, 2008, and amended as of June 1, 2014, by and between FRANKLIN TEMPLETON INVESTMENTS CORP. (“FTIC”), an Ontario, Canada corporation, and TEMPLETON INVESTMENT COUNSEL, LLC (“TICL”), a Delaware limited liability company.

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