FORM OF AMENDMENT TO ADMINISTRATION AND SHAREHOLDER SERVICES AGREEMENT

FORM OF AMENDMENT TO ADMINISTRATION AND

SHAREHOLDER SERVICES AGREEMENT

This Amendment to Administration and Shareholder Services Agreement (this “Amendment”), effective as of [    ], 2015, is made by and between ▇▇▇▇▇▇▇▇ International Funds (the “Trust”) and ▇▇▇▇▇▇▇▇ International Capital Management, LLC (“▇▇▇▇▇▇▇▇,” and together with the Trust, the “Parties”).

Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Administration and Shareholder Services Agreement, dated as of August 31, 2004, as amended August 12, 2005, August 11, 2006, August 31, 2007, September 15, 2008, November 30, 2009, May 19, 2011, November 30, 2011, April 30, 2013, September 1, 2013, September 1, 2014 and April 30, 2015, by and between the Trust and ▇▇▇▇▇▇▇▇ (the “Agreement”).

WITNESSETH THAT:

WHEREAS, the Parties originally entered into the Agreement, wherein ▇▇▇▇▇▇▇▇ agreed to provide certain services to the Trust; and

WHEREAS, the Parties wish to amend the Agreement to provide for the addition of one separate series of the Trust.

NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the Parties hereto, intending to be legally bound, do hereby agree as follows:

1. The addition of the ▇▇▇▇▇▇▇▇ Asia Value Fund as set forth on the attached amended Exhibit A.

2. The Agreement will otherwise remain in full force and effect.

IN WITNESS WHEREOF, the Parties hereto have caused this Amendment, including the amended Exhibit A attached hereto, to be signed by their duly authorized officers as of the date set forth below.

▇▇▇▇▇▇▇▇ INTERNATIONAL FUNDS						▇▇▇▇▇▇▇▇ INTERNATIONAL CAPITAL MANAGEMENT, LLC
By:						By:
Name:		▇▇▇▇ ▇. ▇▇▇▇▇▇▇				Name:		▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title:		Vice President and Secretary				Title:		Chief Executive Officer
Date:		[    ], 2015				Date:		[    ], 2015

EXHIBIT A

▇▇▇▇▇▇▇▇ INTERNATIONAL FUNDS

FUND SCHEDULE

(updated [    ], 2015)

Fund				Effective Date
•       ▇▇▇▇▇▇▇▇ Asia Growth Fund				August 31, 2004
•       ▇▇▇▇▇▇▇▇ Asia Dividend Fund				August 11, 2006
•       ▇▇▇▇▇▇▇▇ Pacific Tiger Fund				August 31, 2004
•       ▇▇▇▇▇▇▇▇ Asian Growth and Income Fund				August 31, 2004
•       ▇▇▇▇▇▇▇▇ Asia Science and Technology Fund				August 31, 2004
•       ▇▇▇▇▇▇▇▇ China Fund				August 31, 2004
•       ▇▇▇▇▇▇▇▇ India Fund				August 12, 2005
•       ▇▇▇▇▇▇▇▇ Japan Fund				August 31, 2004
•       ▇▇▇▇▇▇▇▇ Korea Fund				August 31, 2004
•       ▇▇▇▇▇▇▇▇ Asia Small Companies Fund				September 15, 2008
•       ▇▇▇▇▇▇▇▇ China Dividend Fund				November 30, 2009
•       ▇▇▇▇▇▇▇▇ China Small Companies Fund				May 31, 2011
•       ▇▇▇▇▇▇▇▇ Asia Strategic Income Fund				November 30, 2011
•       ▇▇▇▇▇▇▇▇ Asia Focus Fund				April 30, 2013
•       ▇▇▇▇▇▇▇▇ Emerging Asia Fund				April 30, 2013
•       ▇▇▇▇▇▇▇▇ Asia ESG Fund				April 30, 2015
•       ▇▇▇▇▇▇▇▇ Asia Value Fund				[    ], 2015

▇▇▇▇▇▇▇▇ INTERNATIONAL FUNDS						▇▇▇▇▇▇▇▇ INTERNATIONAL CAPITAL MANAGEMENT, LLC
By:						By:
Name:		▇▇▇▇ ▇. ▇▇▇▇▇▇▇				Name:		▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title:		Vice President and Secretary				Title:		Chief Executive Officer
Date:		[    ], 2015				Date:		[    ], 2015