<Page>
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant |X|
Filed by a Party other than the Registrant | |
Check the appropriate box:
|X| Preliminary Proxy Statement
| | Confidential, for Use of the Commission Only (as permitted by
Rule 14a6(e)(2))
| | Definitive Proxy Statement
| | Definitive Additional Materials
| | Soliciting Material Pursuant to Section 240.14a12
THE EMERGING MARKETS TELECOMMUNICATIONS FUND, INC.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
|X| No fee required.
| | Fee computed on table below per Exchange Act Rules 14a6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
| | Fee paid previously with preliminary materials.
| | Check box if any part of the fee is offset as provided by
Exchange Act Rule 0-11(a)(2) and identify the filing for which
the offsetting fee was paid previously. Identify the previous
filing by registration statement number, or the Form or Schedule
and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
<Page>
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant |X|
Filed by a Party other than the Registrant | |
Check the appropriate box:
|X| Preliminary Proxy Statement
| | Confidential, for Use of the Commission Only (as permitted by
Rule 14a6(e)(2))
| | Definitive Proxy Statement
| | Definitive Additional Materials
| | Soliciting Material Pursuant to Section 240.14a12
THE INDONESIA FUND, INC.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
- --------------------------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
|X| No fee required.
| | Fee computed on table below per Exchange Act Rules 14a6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
| | Fee paid previously with preliminary materials.
| | Check box if any part of the fee is offset as provided by
Exchange Act Rule 0-11(a)(2) and identify the filing for which
the offsetting fee was paid previously. Identify the previous
filing by registration statement number, or the Form or Schedule
and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
2
<Page>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE EMERGING MARKETS TELECOMMUNICATIONS FUND, INC.
THE INDONESIA FUND, INC.
466 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017
YOUR VOTE IS IMPORTANT
DEAR SHAREHOLDER:
The governing Board of Directors (the "Board") of each fund listed above
(each, a "Fund" and together, the "Funds") has recently reviewed and unanimously
endorsed a proposal to retain Credit Suisse Asset Management (Australia) Limited
("CSAM Australia"), the Australian affiliate of Credit Suisse Asset Management,
LLC ("CSAM"), the Funds' investment adviser, as sub-investment adviser to the
Funds. We are pleased to invite you to attend a Special Meeting of Shareholders
of The Emerging Markets Telecommunications Fund, Inc. (the "Special Meeting")
and an Annual Meeting of Shareholders of The Indonesia Fund, Inc. (the "Annual
Meeting" and together with the Special Meeting, the "Meetings") to consider the
approval of a sub-investment advisory agreement with CSAM Australia.
Shareholders of The Indonesia Fund, Inc. will consider this matter along with
the election of two directors at its Annual Meeting.
Each Fund's Board and CSAM believes that the retention of CSAM Australia is
in the best interest of shareholders. The governing Board of each Fund has
determined that retention of CSAM Australia will enable each Fund to capitalize
on that firm's investment expertise. SINCE THE SUB-ADVISORY FEES FOR CSAM
AUSTRALIA WILL BE PAID BY CSAM, THE PROPOSAL WILL NOT RESULT IN ANY INCREASE OF
THE FEES OR EXPENSES OTHERWISE INCURRED BY SHAREHOLDERS.
The costs associated with The Emerging Markets Telecommunications Fund,
Inc.'s Special Meeting are being paid for by CSAM and its affiliates and not by
the Fund or its shareholders. The costs associated with the solicitation of
proxies for The Indonesia Fund's Annual Meeting are being shared equally by the
Fund and CSAM.
THE BOARD MEMBERS OF YOUR FUND BELIEVE THAT THE PROPOSALS DESCRIBED IN THE
ACCOMPANYING PROXY STATEMENT ARE IMPORTANT AND RECOMMEND THAT YOU READ THE
ENCLOSED MATERIALS CAREFULLY AND THEN VOTE FOR THE PROPOSALS.
Detailed information about the proposals may be found in the attached Proxy
Statement. You are entitled to vote at the Meetings and any adjournments thereof
if you owned shares of the Fund at the close of business on May 24, 2002.
Respectfully,
/s/ Michael A. Pignataro
MICHAEL A. PIGNATARO
SECRETARY
<Page>
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
THE EMERGING MARKETS TELECOMMUNICATIONS FUND, INC.
466 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017
-------------------
NOTICE OF SPECIAL MEETING OF SHAREHOLDERS
JULY 26, 2002
-----------------
THE INDONESIA FUND, INC.
466 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017
-------------------
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
JULY 26, 2002
-----------------
DEAR SHAREHOLDERS:
NOTICE IS HEREBY GIVEN that a Special Meeting of Shareholders of The
Emerging Markets Telecommunications Fund, Inc. and the Annual Meeting of
Shareholders of The Indonesia Fund, Inc. (each, a "Fund" and collectively, the
"Funds") will be held on Friday, July 26, 2002, at the offices of the Funds, 466
Lexington Avenue, 16th Floor, New York, New York 10017, commencing at the
following times
<Table>
The Emerging Markets Telecommunications Fund, Inc. 3:00 p.m.
The Indonesia Fund, Inc. 3:30 p.m.
</Table>
The meetings are being held to consider and act upon the following proposals
for each Fund as described in the accompanying joint Proxy Statement and such
other matters as may properly come before the meetings or any adjournments
thereof:
PROPOSAL 1: To approve a Sub-Investment Advisory Agreement among each Fund,
Credit Suisse Asset Management, LLC ("CSAM") and Credit Suisse Asset Management
(Australia) Limited ("CSAM Australia").
PROPOSAL 2 (FOR THE INDONESIA FUND, INC. ONLY): To elect two directors to
hold office for the term indicated and until his successor shall have been
elected and qualified.
THE BOARD OF DIRECTORS OF EACH FUND UNANIMOUSLY RECOMMENDS THAT SHAREHOLDERS
VOTE IN FAVOR OF THE PROPOSAL OR PROPOSALS BEING PRESENTED TO THE SHAREHOLDERS
OF THAT FUND.
Holders of record shares of each Fund at the close of business on May 24,
2002 are entitled to notice of, and to vote at, that Fund's Meeting and at any
adjournments thereof.
By Order of the Boards of Directors,
/s/ Michael A. Pignataro
MICHAEL A. PIGNATARO
SECRETARY
WHETHER OR NOT YOU PLAN TO ATTEND A MEETING IN PERSON, IT IS IMPORTANT THAT YOUR
SHARES BE REPRESENTED AND VOTED AT THE MEETINGS. ACCORDINGLY, PLEASE DATE, SIGN
AND RETURN THE ENCLOSED PROXY CARD PROMPTLY. NO POSTAGE IS REQUIRED IF MAILED IN
THE UNITED STATES. IT IS IMPORTANT THAT YOUR PROXY CARD BE RETURNED PROMPTLY IN
ORDER TO AVOID THE ADDITIONAL EXPENSE OF FURTHER SOLICITATION.
June 10, 2002
New York, New York
<Page>
THE EMERGING MARKETS TELECOMMUNICATIONS FUND, INC.
466 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017
-------------------
SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD ON JULY 26, 2002
-----------------
THE INDONESIA FUND, INC.
466 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017
-------------------
ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON JULY 26, 2002
-----------------
JOINT PROXY STATEMENT
--------------
This combined Proxy Statement is furnished in connection with the
solicitation of proxies by the Board of Directors (the "Board"), of each of the
funds listed above for use at the Special Meeting of Shareholders of The
Emerging Markets Telecommunications Fund, Inc. (the "Special Meeting") and at
the Annual Meeting of Shareholders (the "Annual Meeting" and together with the
Special Meeting, the "Meetings") of The Indonesia Fund, Inc. (each a "Fund" and
together, the "Funds") at 466 Lexington Avenue, 16th Floor, New York, New York
10017, on July 26, 2002, and at any and all adjournments thereof. The Special
Meeting will commence at 3:00 p.m. and the Annual Meeting will commence at
3:30 p.m.
A Notice of Meetings and a proxy card ("Proxy") accompany this Proxy
Statement. This Proxy Statement, Notice of Meetings and the proxy cards are
first being mailed to shareholders on or about June 10, 2002, or as soon as
practicable thereafter.
All properly executed Proxies received prior to a Meeting will be voted at
that Meeting in accordance with the instructions marked thereon or otherwise as
provided therein. Unless instructions to the contrary are marked, shares
represented by Proxies will be voted "FOR" all the proposals. Any shareholder
giving a Proxy has the power to revoke it by mail (addressed to the Secretary of
the relevant Fund, c/o Credit Suisse Asset Management, LLC, 466 Lexington
Avenue, New York, New York 10017) or in person at the relevant Meeting by
executing a superseding Proxy or by submitting a notice of revocation.
A quorum of shareholders is constituted by the presence in person or by
proxy of the holders of a majority of the outstanding shares of the relevant
Fund entitled to vote at that Meeting. In the event that a quorum is not present
at a Meeting, the holders of a majority of the shares present in person or by
proxy will have the power to adjourn that Meeting, without notice other than an
announcement at that Meeting, until the requisite number of shares entitled to
vote at such Meeting is present. In the event that a quorum is present at a
Meeting but sufficient votes to approve any of the proposals are not received,
the persons named as proxies may propose one or more adjournments of that
Meeting to permit further solicitation of Proxies. Any such adjournment will
require the affirmative vote of a majority of the concerned Fund's
1
<Page>
shares represented at that Meeting in person or by proxy and the persons named
as proxies will vote those Proxies that they are entitled to vote "FOR" or
"AGAINST" any such proposal in their discretion. Absent the establishment of a
subsequent record date and the giving of notice to the holders of record
thereon, the adjourned Meeting must take place not more than 120 days after the
record date. At such adjourned Meeting, any business may be transacted which
might have been transacted at the original Meeting. If a quorum is present, a
shareholder vote may be taken on one or more of the proposals in the joint Proxy
Statement prior to any adjournment if sufficient votes have been received and it
is otherwise appropriate.
For purposes of determining the presence of a quorum for transacting
business at a Meeting, abstentions and broker "non-votes" (that is, Proxies from
brokers or nominees indicating that such persons have not received instructions
from the beneficial owner or other persons entitled to vote shares on a
particular matter with respect to which the brokers or nominees do not have
discretionary power) will be treated as shares that are present but which have
not been voted. Broker non-votes are Proxies received from brokers or nominees
when the broker or nominee has neither received instructions from the beneficial
owner or other persons entitled to vote nor has discretionary power to vote on a
particular matter been given. Accordingly, shareholders are urged to forward
their voting instructions promptly.
Approval of Proposal 1 for a Fund will require the affirmative vote of a
majority of the outstanding voting securities of the Fund ("Majority Vote").
"Majority Vote" for purposes of this joint Proxy Statement, and under the
Investment Company Act of 1940, as amended (the "1940 Act"), means the lesser of
(i) 67% of the shares represented at a meeting at which more than 50% of the
outstanding shares of a concerned Fund are represented or (ii) more than 50% of
the outstanding shares of a Fund. Approval of Proposal 2 by shareholders of The
Indonesia Fund, Inc. (the "Indonesia Fund") will require the affirmative vote of
a plurality of the votes cast at the Meeting in person or by proxy. EACH FUND
WILL CONSIDER THE APPROVAL OF PROPOSAL 1 SET FORTH HEREIN SEPARATELY, AND THE
APPROVAL OR DISAPPROVAL BY ONE FUND ON PROPOSAL 1 WILL NOT AFFECT THE APPROVAL
OR DISAPPROVAL BY THE OTHER FUND ON PROPOSAL 1. ONLY THE INDONESIA FUND WILL
CONSIDER THE APPROVAL OF PROPOSAL 2.
Abstentions and broker non-votes will have the effect of votes "against"
Proposal 1 for purposes of tabulating votes necessary for Proposal 1's approval.
Because abstentions and broker non-votes are not treated as shares voted, any
abstentions and broker non-votes would have no impact on Proposal 2.
Each full share outstanding is entitled to one vote and each fractional
share outstanding is entitled to a proportionate share of one vote. As of
May 24, 2002 (the "Record Date"), the Funds had the following number of
outstanding shares:
<Table>
<Caption>
NUMBER OF
FUND OUTSTANDING SHARES
- ---- ------------------
The Emerging Markets Telecommunications Fund, Inc........... 10,781,436
The Indonesia Fund, Inc..................................... 8,266,202
</Table>
The persons who owned more than 5% of any Fund's outstanding shares as of
the Record Date, to the knowledge of the Funds, are set forth in APPENDIX A
hereto.
In order that your shares may be represented at the Meetings, we request
that you:
--indicate your instructions on the Proxy;
--date and sign the Proxy;
--mail the Proxy promptly in the enclosed envelope;
--allow sufficient time for the Proxy to be received and processed on or
before July 26, 2002.
2
<Page>
PROPOSAL 1
APPROVAL OF SUB-INVESTMENT ADVISORY AGREEMENT
INTRODUCTION
The shareholders of each Fund will be asked at the Meetings to approve a
Sub-Investment Advisory Agreement (the "Sub-Advisory Agreement") among each
Fund, Credit Suisse Asset Management, LLC ("CSAM") and CSAM's Australian
affiliate, Credit Suisse Asset Management (Australia) Limited ("CSAM Australia"
or the "Subadviser"). The Sub-Advisory Agreement was unanimously approved by the
Board of each Fund, including all of the Directors (the "Directors") who are not
parties to the Sub-Advisory Agreement or "interested persons" (as defined under
the 1940 Act) of any such parties (the "Non-Interested Directors") at meetings
held on May 13, 2002.
At the meetings, CSAM, as investment adviser to each Fund, recommended to
the Boards that each Fund retain CSAM Australia as sub-investment adviser and
that pursuant to the proposed Sub-Advisory Agreement, CSAM (and not any Fund)
pay CSAM Australia a sub-advisory fee in such amount as may be agreed upon from
time to time by CSAM and the Subadviser. Thus, the retention of CSAM Australia
will not increase the fees or expenses otherwise incurred by a Fund or its
shareholders. Under the proposed Sub-Advisory Agreement, CSAM will monitor the
activities and performance of CSAM Australia.
The Sub-Advisory Agreement for each Fund as approved by each Board is now
being submitted for approval by the shareholders of each Fund. If it is approved
by a Majority Vote of the outstanding shares of a Fund, it will continue in
effect for an initial two-year term, and will continue from year to year
thereafter, subject to approval annually by the Board or by a Majority Vote of
the outstanding shares of the Fund, and also, in either event, approval by a
majority of the Non-Interested Directors at a meeting called for the purpose of
voting on such approval. If the shareholders of a Fund should fail to approve
the Sub-Advisory Agreement, the Board of that Fund will consider appropriate
action with respect to such non-approval of the Sub-Advisory Agreement.
A form of the Sub-Advisory Agreement to be used for each Fund is attached
hereto as APPENDIX B.
CSAM's principal office is located at 466 Lexington Avenue, New York, New
York 10017, and CSAM Australia's principal office is located at Level 32
Gateway, 1 Macquarie Place, Sydney 2001.
AS DESCRIBED ABOVE, THE SUB-ADVISORY FEE PAYABLE TO CSAM AUSTRALIA PURSUANT
TO THE SUB-ADVISORY AGREEMENT WILL BE PAID BY CSAM AND, ACCORDINGLY, THE
RETENTION OF CSAM AUSTRALIA WILL NOT INCREASE THE FEES OR EXPENSES OTHERWISE
INCURRED BY A FUND OR ITS SHAREHOLDERS.
EACH FUND WILL CONSIDER THE APPROVAL OF PROPOSAL 1 SEPARATELY, AND THE
APPROVAL OR DISAPPROVAL BY ONE FUND OF PROPOSAL 1 WILL NOT AFFECT THE APPROVAL
OR DISAPPROVAL BY THE OTHER FUND OF PROPOSAL 1.
BOARD EVALUATION AND RECOMMENDATION
In determining whether it was appropriate to approve the Sub-Advisory
Agreement for CSAM Australia and to recommend approval to shareholders, the
Board of each Fund, including the Non-Interested Directors, considered various
matters and materials provided by CSAM and CSAM Australia. With regard to The
Emerging Markets Telecommunications Fund, Inc. (the "Telecommunications Fund"),
the Board considered, primarily, the benefits to the Fund of retaining CSAM
Australia given the increased complexity of the emerging securities markets, and
specifically that retention of CSAM Australia could
3
<Page>
expand the universe of companies and countries from which investment
opportunities can be sought, supplement the Fund's access to information about
investments and enhance the Fund's ability to obtain best price and execution on
trades in international markets. With regard to the Indonesia Fund, the Board
considered, primarily, the greater geographic proximity of CSAM Australia to
Indonesia and the relatively greater access that CSAM Australia may have to
information about Indonesian companies and the economy of Indonesia. That Board
also considered the benefit the Indonesia Fund may derive from CSAM Australia's
ability to obtain best price and execution on trades on the Indonesia market due
to its familiarity with the market. The Boards also carefully considered the
particular expertise of CSAM Australia in managing the types of investments
which each Fund makes, including their personnel and research capabilities. The
Boards also evaluated the extent of the proposed services to be offered by CSAM
Australia. In addition, the Boards took into account the lack of any anticipated
adverse impact to a Fund as a result of the Sub-Advisory Agreement, particularly
that THE COMPENSATION PAID TO CSAM AUSTRALIA WILL BE PAYABLE BY CSAM AND,
ACCORDINGLY, THAT THE RETENTION OF CSAM AUSTRALIA WILL NOT INCREASE THE FEES OR
EXPENSES OTHERWISE INCURRED BY A FUND OR ITS SHAREHOLDERS.
BACKGROUND INFORMATION REGARDING THE FUNDS
The Telecommunications Fund invests primarily in equity securities of
telecommunications companies in emerging countries. In addition, the
Telecommunications Fund may invest in equity or debt securities of corporate or
government issuers in developed countries, and in certain short-term and
medium-term debt instruments.
The Indonesia Fund invests primarily in Indonesian equity securities
consisting predominantly of common stock, preferred stock and convertible
securities and warrants. The Indonesia Fund may also invest in Indonesian debt
securities.
Currently, Bear Stearns Funds Management Inc. ("Bear Stearns"), serves as
the administrator to each of the Funds. Bear Stearns has its principal executive
office at 383 Madison Avenue, 23rd Floor, New York, New York 10179. Brown
Brothers Harriman & Co. ("Brown Brothers") serves as custodian for assets for
each of the Funds. Brown Brothers principal business address is 40 Water Street,
Boston, Massachusetts 02109. THESE SERVICE AGREEMENTS WILL NOT BE AFFECTED BY
THE PROPOSED SUB-ADVISORY AGREEMENT.
DESCRIPTION OF CURRENT INVESTMENT ADVISORY AGREEMENT
CSAM, a professional investment counseling firm, serves as each Fund's
investment adviser and is the institutional and mutual fund asset management arm
of Credit Suisse First Boston, and a wholly owned subsidiary of Credit Suisse
Group ("Credit Suisse"). Credit Suisse is a global financial services company,
providing a comprehensive range of banking and insurance products. The principal
business address of Credit Suisse is Paradeplatz 8, CH 8070, Zurich,
Switzerland. CSAM is a diversified investment adviser managing global and
domestic equity and fixed income portfolios for retail investors as well as
institutional clients such as corporate pension and profit-sharing plans, state
pension funds, union funds, endowments and charitable institutions. Together
with its predecessor firms, CSAM has been engaged in the investment advisory
business for over 60 years. As of December 31, 2001, Credit Suisse Asset
Management companies managed approximately $78 billion in the U.S. and
$303 billion globally. Credit Suisse Asset Management has offices in
14 countries, including CSAM and CSAM Australia; other offices (such as those in
Budapest, Frankfurt, Milan, Moscow, Paris, Prague, Warsaw and Zurich) are not
registered with the U.S. Securities and Exchange Commission.
4
<Page>
Pursuant to the Investment Advisory Agreements with CSAM related to each of
the Funds (the "Advisory Agreements"), subject to the supervision and direction
of each Board, CSAM is responsible for managing each Fund in accordance with the
Fund's stated investment objective and policies. CSAM is responsible for
providing investment advisory services as well as conducting a continual program
of investment, evaluation and, if appropriate, sale and reinvestment of a Fund's
assets. In addition to expenses that CSAM may incur in performing its services
under the Advisory Agreements, CSAM pays the compensation, fees and related
expenses of all Directors who are affiliated persons of CSAM or any of its
subsidiaries and, if the Sub-Advisory Agreement is approved by the shareholders
of a Fund, will pay the sub-advisory fee to CSAM Australia as described more
fully below. Each Fund pays all other expenses incurred in its operations,
including general administrative expenses.
Shown below is the date of each Advisory Agreement, the date each Advisory
Agreement was last submitted to a vote of the shareholders and the purpose of
such submission.
<Table>
<Caption>
DATE OF ADVISORY DATE LAST APPROVED BY PURPOSE OF LAST SUBMISSION
CREDIT SUISSE FUND AGREEMENT SHAREHOLDERS TO SHAREHOLDERS
- ------------------ ------------------ --------------------- ---------------------------
Telecommunications Fund November 3, 2000 October 10, 2000 in connection with change
in fee structure to base
fee on lower of net asset
value or market value
Indonesia Fund December 21, 1990 September 28, 1990 to satisfy an undertaking
to present the Agreement
for shareholder approval
following the Fund's
initial public offering
</Table>
As compensation for its services to the Telecommunications Fund, CSAM
receives compensation at an annual rate of 1.25% of the first $100 million of
the Telecommunications Fund's "Average Weekly Base Amount," 1.125% of the next
$100 million and 1.00% of amounts above $200 million. "Average Weekly Base
Amount" is the average of the lesser of (i) market value of the
Telecommunications Fund's outstanding shares and (ii) the Telecommunications
Fund's net assets, in each case determined as of the last trading day for each
week during that quarter. For the fiscal year ended November 30, 2001, CSAM
received $1,219,093 in total compensation (after waivers and reimbursements)
from the Telecommunications Fund. CSAM is entitled to rights of indemnification
and the advancement of expenses, including reasonable attorneys' fees, from the
Telecommunications Fund in connection with any litigation or on claims brought
against CSAM arising out of its services as investment adviser to the
Telecommunications Fund provided certain conditions set forth in the Advisory
Agreement are satisfied.
As compensation for its services to the Indonesia Fund, CSAM receives
compensation at an annual rate of 1.00% of the Indonesia Fund's average weekly
net assets. For the fiscal year ended December 31, 2001, CSAM received $106,131
in total compensation from the Indonesia Fund.
REGARDLESS OF WHETHER THE SUB-ADVISORY AGREEMENT IS APPROVED, CSAM WILL
CONTINUE TO SERVE AS INVESTMENT ADVISER TO THE FUNDS PURSUANT TO THE ADVISORY
AGREEMENTS AND BEAR STEARNS WILL CONTINUE TO PROVIDE ADMINISTRATIVE SERVICES TO
THE FUNDS.
5
<Page>
DESCRIPTION OF PROPOSED SUB-ADVISORY AGREEMENT
Subject to the supervision of CSAM, each Sub-Advisory Agreement requires
CSAM Australia, in the exercise of its best judgment, to provide investment
advisory assistance and portfolio management advice to a Fund in accordance with
the Articles of Incorporation applicable to the Fund, as may be amended from
time to time, and the Fund's Registration Statement, as from time to time in
effect, and in such manner and to such extent as may from time to time be
approved by the Board.
In connection with the Sub-Advisory Agreement, CSAM Australia will, subject
to the supervision and direction of CSAM:
(1) manage that portion of the relevant Fund's assets designated by CSAM
from time to time (the "Assets") or furnish recommendations to manage the
Assets in accordance with the Fund's investment objective and policies;
(2) make investment decisions or recommendations with respect to the Assets;
(3) if requested by CSAM place purchase and sale orders for securities on
behalf of the Fund with respect to the Assets;
(4) exercise voting rights with respect to the Assets if requested by CSAM;
and
(5) furnish CSAM and the Fund's Board with such periodic and special reports
as the Fund or CSAM may reasonably request.
CSAM Australia may provide different services or differing levels of service
to each Fund. In fact, while it is contemplated that its role for the
Telecommunications Fund will be limited, at least initially to providing
investment recommendations to CSAM, it is contemplated that CSAM Australia will
be solely responsible for the day-to-day management of all of the Indonesia
Fund's assets, subject to CSAM's supervision.
In connection with the performance of services under a Sub-Advisory
Agreement, CSAM Australia may contract at its own expense with third parties for
the acquisition of research, clerical services and other administrative services
that would not require such parties to be required to register as an investment
adviser under the Investment Advisers Act of 1940, as amended (the "Advisers
Act"); provided that CSAM Australia remains liable for the performance of the
third party's duties.
The services of CSAM Australia under the proposed Sub-Advisory Agreement are
not exclusive. CSAM Australia has the right to provide similar services to other
investment companies or to engage in other activities, provided that those
activities do not adversely affect its ability to perform its services under the
Sub-Advisory Agreement.
Each Sub-Advisory Agreement will terminate automatically in the event of its
assignment. In addition, it may be terminated by CSAM or CSAM Australia upon 60
days' written notice to the other parties; or with respect to a Fund, upon the
vote of a majority of the Board or a majority of the outstanding voting
securities of the Fund, upon 60 days' written notice to CSAM or CSAM Australia.
In consideration of the services rendered pursuant to the Sub-Advisory
Agreement for the Telecommunications Fund and other CSAM advised funds other
than the Indonesia Fund, CSAM will pay CSAM Australia an aggregate fee of
$480,000 per annum (the "Total Fee"). The Total Fee will be an aggregate fee
paid for services rendered with respect to all Credit Suisse Funds, other than
the Indonesia Fund, for which
6
<Page>
CSAM Australia has been appointed as sub-adviser and which CSAM and CSAM
Australia agree will be governed by this fee schedule. The Total Fee may be
amended from time to time upon the mutual agreement of the parties upon notice
to shareholders. A quarter of the Total Fee is payable in U.S. dollars in
arrears on the last day of each calendar quarter. The fee for the first period
during which the Sub-Advisory Agreement for the Telecommunications Fund is in
effect will be pro-rated for the portion of the calendar quarter that the
Sub-Advisory Agreement is in effect. The Sub-Advisory Agreement for the
Telecommunications Fund contains indemnity and advancement of expenses
provisions in favor of CSAM Australia comparable to provisions in favor of CSAM
set forth in the Advisory Agreement between the Telecommunications Fund and
CSAM.
With respect to the Indonesia Fund, CSAM will pay CSAM Australia, in
consideration of its services as sub-adviser, a quarterly fee equal to 100% of
the net quarterly amount received by CSAM as the Fund's investment adviser. Such
fee will be payable in U.S. dollars in arrears on the last day of each calendar
quarter. The fee for the first period during which the Sub-Advisory Agreement
for the Indonesia Fund is in effect will be pro-rated for the portion of the
calendar quarter that the Sub-Advisory Agreement is in effect.
CSAM PAYS CSAM AUSTRALIA THE SUB-ADVISORY FEE. CSAM AUSTRALIA DOES NOT HAVE
A RIGHT TO OBTAIN COMPENSATION DIRECTLY FROM A FUND FOR SERVICES PROVIDED UNDER
THE SUB-ADVISORY AGREEMENT AND MUST LOOK SOLELY TO CSAM FOR PAYMENT OF FEES DUE.
INFORMATION ABOUT CSAM AUSTRALIA
CSAM Australia was registered as a company under the Laws of Victoria,
Australia on September 15, 1989. CSAM Australia is licensed as a securities
dealer and operator of managed investment schemes under the Australian
Corporations Act of 2001 and is an investment adviser registered under the
Advisers Act. The registered office of CSAM Australia is Level 32 Gateway,
1 Macquarie Place, Sydney 2001. CSAM Australia is a diversified asset manager,
specializing in equity, fixed income and balanced portfolio management for a
range of clients including superannuation funds, Government agencies and large
companies as well as private individuals. CSAM Australia has been in the funds
management business for over 12 years and currently manages over AUD
$22 billion (US $11 billion)in assets.
CSAM Australia is a wholly owned subsidiary of Credit Suisse First Boston.
Credit Suisse First Boston is a wholly owned subsidiary of Credit Suisse, the
indirect parent company of the Funds' investment adviser, CSAM. Credit Suisse
First Boston is located at Uetlibergstrasse 231, Uetlihof 1 CH-8045 Zurich,
Switzerland. Credit Suisse is located at Paradeplatz 8, 8001 Zurich,
Switzerland.
CSAM Australia is governed by a Board of Directors, with the day-to-day
affairs of the company managed by an Executive Committee. The names and
principal occupations of the directors and officers of
7
<Page>
CSAM Australia are set forth below. Each of the persons listed may be contacted
c/o Credit Suisse Asset Management Limited, Level 32 Gateway, 1 Macquarie Place,
Sydney, NSW 2000, Australia.
<Table>
<Caption>
CURRENT POSITION WITH CSAM OTHER CURRENT PRINCIPAL
NAME AUSTRALIA OCCUPATIONS
- ---- ------------------------------ ----------------------------------------
Andrew McKinnon CEO and Director N.A.
Bronwyn Matheson Director and Company Secretary N.A.
William Gates Director N.A.
Joseph Gallagher Director Global CFO and Member of Executive Board
of Credit Suisse Asset Management
Jeffrey Peek Director Global CEO and Member of Executive Board
of Credit Suisse Asset Management
</Table>
THE BOARD OF DIRECTORS OF EACH FUND, INCLUDING THE NON-INTERESTED DIRECTORS,
UNANIMOUSLY RECOMMENDS THAT YOU VOTE "FOR" PROPOSAL 1.
PROPOSAL 2
(FOR THE INDONESIA FUND, INC. ONLY)
The second proposal to be submitted at the Meeting by the Indonesia Fund
will be the election of two (2) Directors of the Indonesia Fund to hold office
for the term set forth below and until their respective successors are elected
and qualified.
The Board of the Indonesia Fund is divided into three classes, each class
having a term of no more than three years. Each year the term of office of one
class expires and the successor or successors elected to such class will serve
for a three-year term.
Lawrence J. Fox and Laurence R. Smith, Directors of the Indonesia Fund whose
current terms expire on the date of this Meeting, have been nominated for a
three-year term to expire at the 2005 Annual Meeting of Shareholders.
The nominees have indicated an intention to continue to serve if elected and
have consented to being named in this Proxy Statement.
8
<Page>
The following table sets forth certain information regarding the nominees
for election to the Board of the Indonesia Fund, Directors whose terms of office
continue beyond the Meeting, and the officers of the Indonesia Fund.
<Table>
<Caption>
NUMBER OF
PORTFOLIOS IN
POSITION(S) TERM OF FUND OTHER
HELD WITH OFFICE AND PRINCIPAL OCCUPATION(S) COMPLEX DIRECTORSHIPS
INDONESIA LENGTH OF DURING PAST OVERSEEN BY HELD BY
NAME, ADDRESS, AND AGE FUND TIME SERVED 5 YEARS DIRECTOR DIRECTOR
- ---------------------- --------------- ------------------- ----------------------- ------------- ----------------------
NON-INTERESTED DIRECTORS:
- -----------------------------------------
Enrique R. Arzac Director Since 2000; current Professor of Finance 8 Director of The Adams
c/o CSAM term ends at the and Economics, Graduate Express Company (a
466 Lexington Avenue 2003 annual School of Business, closed-end investment
New York, NY 10017 meeting. Columbia University company); Director of
Age: 60 (1971-present). Petroleum and
Resources Corporation
(a closed-end
investment company).
Richard H. Francis Director Since 1990; current Currently retired; 55 --
c/o CSAM term ends at the Executive Vice
466 Lexington Avenue 2004 annual President and Chief
New York, NY 10017 meeting. Financial Officer of
Age: 70 Pan Am Corporation and
Pan American World
Airways, Inc.
(1988-1991).
Lawrence J. Fox Director Since 2000; current Partner, Drinker 3 Director, Winthrop
One Logan Square term ends at the Biddle & Reath (law Trust Company.
18th & Cherry Streets 2002 annual firm) (1976-present);
Philadelphia, PA 19103 meeting. Managing Partner
Age: 58 Drinker Biddle & Reath
(1992-1998).
INTERESTED DIRECTORS:
- -----------------------------------------
William W. Priest, Jr.* Director Since 1990; current Senior Partner of 61 --
12 East 49th Street, term ends at 2004 Steinberg Priest &
New York, NY 10017 annual meeting. Sloane Capital
Age: 60 Management
(3/01-present);
Chairman and Managing
Director of CSAM
(5/00-2/01); Chief
Executive Officer and
Managing Director of
CSAM (11/89-5/00).
</Table>
9
<Page>
<Table>
<Caption>
NUMBER OF
PORTFOLIOS IN
POSITION(S) TERM OF FUND OTHER
HELD WITH OFFICE AND PRINCIPAL OCCUPATION(S) COMPLEX DIRECTORSHIPS
INDONESIA LENGTH OF DURING PAST OVERSEEN BY HELD BY
NAME, ADDRESS, AND AGE FUND TIME SERVED 5 YEARS DIRECTOR DIRECTOR
- ---------------------- --------------- ------------------- ----------------------- ------------- ----------------------
Laurence R. Smith* Chairman of the Since May 2002; Global Chief Investment 3 --
c/o CSAM Board and current term ends Officer and Managing
466 Lexington Avenue Director at 2002 annual Director of CSAM
New York, NY 10017 meeting. (1999-present);
Age: Managing Director of
J.P. Morgan Investment
Management (- 1999)
</Table>
<Table>
<Caption>
POSITION(S) TERM OF
HELD WITH OFFICE AND PRINCIPAL OCCUPATION(S)
INDONESIA LENGTH OF DURING PAST
OFFICERS FUND TIME SERVED 5 YEARS
- -------- --------------- ------------------------------------- ----------------------------------------
Hal Liebes Senior Vice Since 1997; current term ends August Managing Director and General Counsel of
c/o CSAM President 2002. CSAM (12/99-present); Director and
466 Lexington Avenue General Counsel of CSAM (3/97-12/99);
New York, NY 10017 executive officer of other CSAM-advised
Age: 37 investment companies.
Richard W. Watt President and Since 2002; current term ends August Managing Director of CSAM
c/o CSAM Chief 2002. (7/96-present).
466 Lexington Avenue Investment
New York, NY 10017 Officer
Age: 43
Michael A. Pignataro Chief Financial Since 1990; current term ends August Director of CSAM (1/01-present); Vice
c/o CSAM Officer and 2002. President of CSAM (12/95-12/00);
466 Lexington Avenue Secretary executive officer of other CSAM-advised
New York, NY 10017 investment companies.
Age: 42
Rocco A. Del Guercio Vice President Since 1997; current term ends August Vice President of CSAM (1/01-present);
c/o CSAM 2002. Assistant Vice President of CSAM
466 Lexington Avenue (1/99-12/00); Administrative Officer of
New York, NY 10017 CSAM (6/96-12/98); executive officer of
Age: 38 other CSAM-advised investment companies.
Robert M. Rizza Treasurer Since 1999; current term ends August Assistant Vice President of CSAM
c/o CSAM 2002. (1/01-present); Administrative Officer
466 Lexington Avenue of CSAM (3/98-12/00); Assistant
New York, NY 10017 Treasurer Bankers Trust Co. (4/94-3/98);
Age: 36 executive officer of other CSAM-advised
investment companies.
</Table>
- --------------------
* Mr. William W. Priest, Jr. is an interested person of the Fund by virtue of
his former position as an officer of CSAM and Mr. Laurence R. Smith by
virtue of his current position as an officer of CSAM.
10
<Page>
Set forth in the table below is the dollar range of equity securities in the
Indonesia Fund and the aggregate dollar range of equity securities in the CSAM
Family of Closed-End Investment Companies (as defined below) beneficially owned
by each Director.
<Table>
<Caption>
AGGREGATE DOLLAR RANGE OF EQUITY
SECURITIES IN ALL FUNDS OVERSEEN BY
DIRECTOR IN CSAM FAMILY OF
DOLLAR RANGE OF EQUITY SECURITIES CLOSED-END INVESTMENT
NAME OF DIRECTOR IN THE INDONESIA FUND*(1)(2) COMPANIES*(1)(3)
- ---------------- --------------------------------- -----------------------------------
Enrique R. Arzac...................... B E
Richard H. Francis.................... B B
Lawrence J. Fox....................... B E
William W. Priest, Jr................. A A
Laurence R. Smith..................... A A
</Table>
- --------------
* Key to Dollar Ranges:
A. None
B. $1 -- $10,000
C. $10,001 -- $50,000
D. $50,001 -- $100,000
E. over $100,000
(1) This information has been furnished by each director as of December 31,
2001. "Beneficial Ownership" is determined in accordance with
Rule 16a-1(a)(2) promulgated under the Securities Exchange Act of 1934 (the
"1934 Act").
(2) The Indonesia Fund's directors and officers, in the aggregate, own less than
1% of the Indonesia Fund's outstanding equity securities.
(3) "CSAM Family of Closed-End Investment Companies" means those registered
investment companies that share CSAM as the investment adviser and that hold
themselves out to investors as related companies for purposes of investment
and investor services.
As of December 31, 2001, none of the Non-Interested Directors, including the
non-interested nominee for election to the Board of the Indonesia Fund, or their
immediate family members owned beneficially or of record any class of securities
in CSAM or in a person (other than a registered investment company) directly or
indirectly controlling, controlled by, or under common control with CSAM.
During the fiscal year ended December 31, 2001, each Director of the
Indonesia Fund who was not a director, officer, partner, co-partner or employee
of CSAM, Bear Stearns or any affiliate thereof, received an annual fee of $5,000
and $500 for each meeting of the Board of the Indonesia Fund attended by him and
was reimbursed for expenses incurred in connection with his attendance at the
Indonesia Fund's Board meetings. The total remuneration paid or accrued by the
Indonesia Fund during the fiscal year ended December 31, 2001 to all such
Non-Interested Directors was $25,500.
During the fiscal year ended December 31, 2001, the Board of the Indonesia
Fund convened 8 times. Each Director attended at least seventy-five percent of
the aggregate number of meetings of the Board of the Indonesia Fund and any
committees on which he served during the period for which he was a Director.
Messrs. Arzac, Francis and Fox constitute the Indonesia Fund's Audit
Committee, which is composed of Directors who are not interested persons of the
Indonesia Fund and who are independent (as such term is defined by the New York
Stock Exchange's listing standards). The Audit Committee convened twice during
the fiscal year ended December 31, 2001. The Audit Committee advises the full
Board of the Indonesia Fund with respect to accounting, auditing and financial
matters affecting the Indonesia Fund. The Directors constituting the Indonesia
Fund's Audit Committee also constitute the Indonesia Fund's
11
<Page>
Nominating Committee, which is composed of Directors who are not interested
persons of the Indonesia Fund. The Nominating Committee did not meet during the
fiscal year ended December 31, 2001. The Nominating Committee selects and
nominates new Non-Interested Directors. The Nominating Committee will consider
nominees recommended by shareholders should a vacancy arise. Recommendations
should be submitted to the Nominating Committee in care of the Secretary of the
Indonesia Fund. The Indonesia Fund does not have a compensation committee.
AUDIT COMMITTEE REPORT
The Indonesia Fund's Board has an Audit Committee. Pursuant to the Audit
Committee Charter adopted by the Indonesia Fund's Board, the Audit Committee is
responsible for conferring with the Indonesia Fund's independent public
accountants, reviewing annual financial statements and recommending the
selection of the Indonesia Fund's independent public accountants. The Audit
Committee advises the full Board of the Indonesia Fund with respect to
accounting, auditing and financial matters affecting the Indonesia Fund. The
independent public accountants are responsible for planning and carrying out the
proper audits and reviews of the Indonesia Fund's financial statements and
expressing an opinion as to their conformity with accounting principles
generally accepted in the United States of America.
The Audit Committee has met with the Indonesia Fund's management to discuss,
among other things, the Indonesia Fund's audited financial statements for the
fiscal year ended December 31, 2001. The Audit Committee has also met with the
Indonesia Fund's independent public accountants, PricewaterhouseCoopers LLP
("PwC"), and discussed with them certain matters required by Statement of
Auditing Standards No. 61, COMMUNICATIONS WITH AUDIT COMMITTEES, as currently
modified or supplemented, including, but not limited to, the scope of the
Indonesia Fund's audit, the Indonesia Fund's financial statements and the
Indonesia Fund's accounting controls. The Audit Committee has received the
written disclosures and the letter from PwC required by the Securities and
Exchange Commission's (the "SEC") independence rules delineating relationships
between the independent public accountants and the Indonesia Fund and the impact
that any such relationships may have on the objectivity and independence of the
independent public accountants. The Audit Committee has discussed with PwC their
independence and has considered whether the provision of services by PwC to the
Indonesia Fund and to CSAM, as more fully described below, was compatible with
maintaining PwC's independence.
The members of the Audit Committee are not professionally engaged in the
practice of auditing or accounting and are not employed by the Indonesia Fund
for accounting, financial management or internal control. Moreover, the Audit
Committee relies on and makes no independent verification of the facts presented
to it or representations made by management or the independent public
accountants. Accordingly, the Audit Committee's oversight does not provide an
independent basis to determine that management has maintained appropriate
accounting and financial reporting principles and policies, or internal controls
and procedures, designed to assure compliance with accounting standards and
applicable laws and regulations. Furthermore, the Audit Committee's
considerations and discussions referred to above do not provide assurance that
the audit of the Indonesia Fund's financial statements has been carried out in
accordance with generally accepted accounting standards or that the financial
statements are presented in accordance with generally accepted accounting
principles.
Based upon these reviews and discussions, the Audit Committee recommended to
the Indonesia Fund's Board that the Indonesia Fund's audited financial
statements be included in the Indonesia Fund's
12
<Page>
2001 Annual Report to Shareholders for the year ended December 31, 2001 and be
mailed to shareholders and filed with the SEC.
SUBMITTED BY THE AUDIT COMMITTEE OF THE INDONESIA FUND'S BOARD OF DIRECTORS
Enrique R. Arzac
Richard H. Francis
Lawrence J. Fox
INDEPENDENT PUBLIC ACCOUNTANTS
At a meeting held on February 13, 2002, the Indonesia Fund's Board,
including the Non-Interested Directors, approved the selection of PwC for the
fiscal year ending December 31, 2002. PwC has been the Indonesia Fund's
independent public accountants since the Indonesia Fund commenced operations,
and has informed the Indonesia Fund that it has no material direct or indirect
financial interest in the Indonesia Fund. A representative of PwC will be
available by telephone at the Meeting and will have the opportunity to make a
statement if the representative so desires and will be available to respond to
appropriate questions.
The following table shows the aggregate fees PwC billed to the Indonesia
Fund, to CSAM and to any entity controlling, controlled by or under common
control with CSAM that provides services to the Indonesia Fund for their
professional services rendered for the fiscal year ended December 31, 2001.
<Table>
<Caption>
CSAM AND
INDONESIA FUND CERTAIN AFFILIATES
-------------- ------------------
Audit Fees.................................................. $32,800 $ 0
Financial Information Systems Design and Implementation
Fees...................................................... $ 0 $ 0
All Other Fees.............................................. $ 8,200 $460,000
</Table>
COMPENSATION
The following table shows certain compensation information for the Directors
of the Indonesia Fund for the fiscal year ended December 31, 2001. All officers
of the Indonesia Fund are employees of and are compensated by CSAM. None of the
Indonesia Fund's executive officers or Directors who are also officers or
directors of CSAM received any compensation from the Indonesia Fund for such
period. The Indonesia Fund has no bonus, profit sharing, pension or retirement
plans.
<Table>
<Caption>
TOTAL
COMPENSATION FROM
AGGREGATE INDONESIA FUND
COMPENSATION FROM AND FUND COMPLEX
NAME OF DIRECTOR INDONESIA FUND PAID TO DIRECTORS
- ---------------- ----------------- -----------------
Enrique R. Arzac........................................... $8,500 $72,792
Richard H. Francis......................................... 8,500 8,500
Lawrence J. Fox............................................ 8,500 38,292
James P. McCaughan*........................................ 0 0
William W. Priest, Jr...................................... 0 0
</Table>
- --------------
* Subsequent to December 31, 2001, Mr. McCaughan resigned as Director.
13
<Page>
THE BOARD OF DIRECTORS, INCLUDING THE NON-INTERESTED DIRECTORS, RECOMMENDS
THAT THE SHAREHOLDERS VOTE "FOR" THE INDONESIA FUND'S NOMINEES FOR DIRECTOR.
ADDITIONAL INFORMATION
GENERAL
The costs of the Special Meeting for the Telecommunications Fund (estimated
at $19,800 including the cost of preparing, printing and mailing the enclosed
proxy, accompanying notice and Proxy Statement and all other costs incurred in
connection with the solicitation of proxies) will be paid entirely by CSAM
and/or its affiliates (and not by the Fund). The Indonesia Fund will pay
one-half of the costs associated with its Annual Meeting (estimated at $29,600),
with the remainder being paid by CSAM and/or its affiliates. Proxy solicitations
will be made primarily by mail, but solicitations may also be made by telephone,
telegraph or personal interviews conducted by officers or employees of the Fund,
CSAM, Bear Stearns, or Georgeson Shareholder Communications, Inc. ("Georgeson"),
a proxy solicitation firm that has been retained by the Fund and which will
receive a fee of approximately $3,500 for each Fund and will be reimbursed for
its reasonable expenses.
SHAREHOLDER PROPOSALS
Notice is hereby given that for a shareholder proposal to be considered for
inclusion in the Indonesia Fund's proxy material relating to its 2003 annual
meeting of shareholders, the shareholder proposal must be received by the
Indonesia Fund no later than February 11, 2003. The shareholder proposal,
including any accompanying supporting statement, may not exceed 500 words. A
shareholder desiring to submit a proposal must be a record or beneficial owner
of Shares with a market value of $2,000 and must have held such Shares for at
least one year. Further, the shareholder must continue to hold such Shares
through the date on which the meeting is held. Documentary support regarding the
foregoing must be provided along with the proposal. There are additional
requirements regarding proposals of shareholders, and a shareholder
contemplating submission of a proposal is referred to Rule 14a-8 promulgated
under the 1934 Act. The timely submission of a proposal does not guarantee its
inclusion in the Indonesia Fund's proxy materials.
Pursuant to the By-laws of the Indonesia Fund, at any annual meeting of the
shareholders, only such business will be conducted as has been properly brought
before the annual meeting. To be properly brought before the annual meeting, the
business must be (i) specified in the notice of meeting (or any supplement
thereto) given by or at the direction of the Board, (ii) otherwise properly
brought before the meeting by or at the direction of the Board, or
(iii) otherwise properly brought before the meeting by a shareholder.
For business to be properly brought before the annual meeting by a
shareholder, the shareholder must have given timely notice thereof in writing to
the Secretary of the Indonesia Fund. To be timely, any such notice must be
delivered to or mailed and received at The Indonesia Fund, Inc. c/o Credit
Suisse Asset Management, LLC, 466 Lexington Avenue, 16th Floor, New York, NY
10017 not later than 45 days before the date in the then current year
corresponding to the date on which the Indonesia Fund first mailed its notice
and proxy materials for the annual meeting held in the prior year; provided,
however, that in the event that the date of the annual meeting is advanced or
delayed by more than 30 days from the first anniversary of the preceding year's
annual meeting, notice by such shareholder to be timely must be so
14
<Page>
received not later than the close of business on the 10th day following the day
on which notice or public announcement of the date of such meeting was given or
made. In no event shall the public announcement of an adjournment of an annual
meeting commence a new time period for the giving of a shareholder's notice as
described above.
Any such notice by a shareholder shall set forth as to each matter the
shareholder proposes to bring before the annual meeting: (i) a brief description
of the business desired to be brought before the annual meeting and the reasons
for conducting such business at the annual meeting, (ii) the name and address,
as they appear on the Indonesia Fund's books, of the shareholder proposing such
business, (iii) the class and number of shares of the capital stock of the
Indonesia Fund which are beneficially owned by the shareholder, (iv) a
representation that the shareholder is a holder of record of shares of the
Indonesia Fund entitled to vote at such meeting and intends to appear in person
or by proxy at the meeting to present such business, (v) whether the shareholder
intends or is part of a group which intends to solicit proxies from other
shareholders in support of such business and (vi) any material interest of the
shareholder in such business.
The Indonesia Fund may exercise discretionary voting authority with respect
to any shareholder proposals for the 2003 annual meeting of shareholders not
included in the proxy statement and form of proxy which are not submitted to the
Indonesia Fund within the time-frame indicated above. Even if timely notice is
received, the Indonesia Fund may exercise discretionary voting authority in
certain other circumstances. Discretionary voting authority is the ability to
vote proxies that shareholders have executed and returned to the Indonesia Fund
on matters not specifically reflected on the form of proxy.
SHAREHOLDERS WHO DO NOT EXPECT TO BE PRESENT AT THE MEETING AND WHO WISH TO
HAVE THEIR SHARES VOTED ARE REQUESTED TO DATE AND SIGN THE ENCLOSED PROXY AND
RETURN IT IN THE ENCLOSED ENVELOPE. NO POSTAGE IS REQUIRED IF MAILED IN THE
UNITED STATES.
OTHER BUSINESS
Management knows of no business to be presented to the Meetings, other than
the matters set forth in this joint Proxy Statement, but should any other matter
requiring the vote of shareholders arise, the proxies will vote thereon
according to their best judgment in the interests of a Fund.
By Order of the Boards of Directors,
/s/ Michael A. Pignataro
MICHAEL A. PIGNATARO
SECRETARY
New York, New York
June 10, 2002
EACH FUND WILL FURNISH, WITHOUT CHARGE, A COPY OF ITS MOST RECENT ANNUAL
REPORT AND ANY MORE RECENT SEMI-ANNUAL REPORT TO A SHAREHOLDER UPON REQUEST. ANY
SUCH REQUEST SHOULD BE DIRECTED TO THE FUNDS BY CALLING 1-800-293-1232, BY
WRITING TO THE RELEVANT FUND C/O CREDIT SUISSE ASSET MANAGEMENT, LLC AT
466 LEXINGTON AVENUE, 16TH FLOOR, NEW YORK, NEW YORK 10017, OR AT THE FUNDS'
WEBSITE AT www.cefsource.com. THESE REQUESTS WILL BE HONORED WITHIN THREE
BUSINESS DAYS OF RECEIPT.
15
<Page>
APPENDIX A
[INFORMATION TO BE PROVIDED]
A-1
<Page>
THE EMERGING MARKETS TELECOMMUNICATIONS FUND, INC.
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
<Table>
<Caption>
NUMBER OF SHARES PERCENT OF SHARES
NAME AND ADDRESS OWNED OF RECORD OUTSTANDING
- ---------------- ---------------- -----------------
Lazard Freres & Co. LLC* ................................... 1,623,118 15.0%
30 Rockefeller Plaza
New York, NY 10020
</Table>
- --------------
* As stated in Schedule 13G filed with the Securities and Exchange Commission
on February 28, 2002.
THE INDONESIA FUND, INC.
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
<Table>
<Caption>
NUMBER OF SHARES PERCENT OF SHARES
NAME AND ADDRESS OWNED OF RECORD OUTSTANDING
- ---------------- ---------------- -----------------
</Table>
A-2
<Page>
APPENDIX B
B-1
<Page>
FORM OF SUB-INVESTMENT ADVISORY AGREEMENT
, 2002
Credit Suisse Asset Management (Australia) Limited
Level 32, Gateway Building
1 Macquarie Place
SYDNEY NSW 2000
Dear Sir/Madam:
The Fund, Inc. (the "Fund"), a corporation organized and existing
under the laws of the State of Maryland, and Credit Suisse Asset Management,
LLC, as investment adviser to the Fund ("CSAM"), herewith confirms their
agreement with Credit Suisse Asset Management (Australia) Limited (the
"Sub-Adviser"), a company registered under the laws of the State of Victoria, as
follows:
1. INVESTMENT DESCRIPTION; APPOINTMENT
The Fund desires to employ the capital of the Fund by investing and
reinvesting in securities of the kind and in accordance with the limitations
specified in the Fund's Articles of Incorporation, as may be amended from time
to time (the "Articles of Incorporation"), and in the Fund's Registration
Statement, as from time to time in effect (the "Registration Statement") and in
such manner and to such extent as may from time to time be approved by the Board
of Directors of the Fund. Copies of the Registration Statement and Articles of
Incorporation have been or will be submitted to the Sub-Adviser. The Fund agrees
to promptly provide the Sub-Adviser with copies of all amendments to the
Registration Statement on an on-going basis. The Fund employs CSAM as its
investment adviser. CSAM desires to employ and hereby appoints the Sub-Adviser
to act as its sub-investment adviser upon the terms set forth in this Agreement.
The Sub-Adviser accepts the appointment and agrees to furnish the services set
forth below for the compensation provided for herein.
2. SERVICES AS SUB-INVESTMENT ADVISER
(a) Subject to the supervision and direction of CSAM, the Sub-Adviser will
provide investment advisory and portfolio management advice to all or that
portion of the Fund's assets designated by CSAM from time to time (the "Assets")
in accordance with (a) the Articles of Incorporation, (b) the Investment Company
Act of 1940, as amended (the "1940 Act"), and the Investment Advisers Act of
1940, as amended (the "Advisers Act"), and all applicable Rules and Regulations
of the Securities and Exchange Commission (the "SEC") and all other applicable
laws and regulations, and (c) the Fund's investment objective and policies as
stated in the Registration Statement and investment parameters provided by CSAM
from time to time. In connection therewith, the Sub-Adviser will:
(i) manage the Assets or furnish recommendations to manage the Assets in
accordance with the Fund's investment objective and policies;
(ii) make investment decisions or recommendations with respect to the
Assets;
(iii) if requested by CSAM will place purchase and sale orders for
securities on behalf of the Fund with respect to the Assets;
(iv) exercise voting rights with respect to the Assets if requested by
CSAM; and
B-2
<Page>
(v) furnish CSAM and the Fund's Board of Directors with such periodic
and special reports as the Fund or CSAM may reasonably request.
In providing those services, the Sub-Adviser will, if requested by CSAM,
provide investment research and supervision of the Assets and conduct a
continued program of investment, evaluation and, if appropriate, sale and
reinvestment of the Assets.
(b) In connection with the performance of the services of the Sub-Adviser
provided for herein, the Sub-Adviser may contract at its own expense with third
parties for the acquisition of research, clerical services and other
administrative services that would not require such parties to be required to
register as an investment adviser under the Advisers Act; provided that the
Sub-Adviser shall remain liable for the performance of its duties hereunder.
3. EXECUTION OF TRANSACTIONS
(a) In executing transactions for the Assets, selecting brokers or dealers
and negotiating any brokerage commission rates, the Sub-Adviser will use its
best efforts to seek the best overall terms available. In assessing the best
overall terms available for any portfolio transaction, the Sub-Adviser will
consider all factors it deems relevant including, but not limited to, the
breadth of the market in the security, the price of the security, the financial
condition and execution capability of the broker or dealer and the
reasonableness of any commission for the specific transaction and for
transactions executed through the broker or dealer in the aggregate. In
selecting brokers or dealers to execute a particular transaction and in
evaluating the best overall terms available, to the extent that the execution
and price offered by more than one broker or dealer are comparable the
Sub-Adviser may consider any brokerage and research services (as those terms are
defined in Section 28(e) of the Securities Exchange Act of 1934) provided to the
Sub-Adviser or to CSAM for use on behalf of the Fund or other clients of the
Sub-Adviser or CSAM.
(b) It is understood that the services of the Sub-Adviser are not exclusive,
and nothing in this Agreement shall prevent the Sub-Adviser from providing
similar services to other investment companies or from engaging in other
activities, provided that those activities do not adversely affect the ability
of the Sub-Adviser to perform its services under this Agreement. The Fund and
CSAM further understand and acknowledge that the persons employed by the
Sub-Adviser to assist in the performance of its duties under this Agreement will
not devote their full time to that service. Nothing contained in this Agreement
will be deemed to limit or restrict the right of the Sub-Adviser or any
affiliate of the Sub-Adviser to engage in and devote time and attention to other
businesses or to render services of whatever kind or nature, provided that doing
so does not adversely affect the ability of the Sub-Adviser to perform its
services under this Agreement.
(c) On occasions when the Sub-Adviser deems the purchase or sale of a
security to be in the best interest of the Fund as well as of other investment
advisory clients of the Sub-Adviser, the Sub-Adviser may, to the extent
permitted by applicable laws and regulations, but shall not be obligated to,
aggregate the securities to be so sold or purchased with those of its other
clients. In such event, allocation of the securities so purchased or sold, as
well as the expenses incurred in the transaction, will be made by the Sub-
Adviser in a manner that is fair and equitable, in the judgment of the
Sub-Adviser, in the exercise of its fiduciary obligations to the Fund and to
such other clients. The Sub-Adviser shall provide to CSAM and the Fund all
information reasonably requested by CSAM and the Fund relating to the decisions
made by
B-3
<Page>
the Sub-Adviser regarding allocation of securities purchased or sold, as well as
the expenses incurred in a transaction, among the Fund and the Sub-Adviser's
other investment advisory clients.
(d) In connection with the purchase and sale of securities for the Fund, the
Sub-Adviser will provide such information as may be reasonably necessary to
enable the custodian and co-administrators to perform their administrative and
recordkeeping responsibilities with respect to the Fund
4. DISCLOSURE REGARDING THE SUB-ADVISER
(a) The Sub-Adviser has reviewed the disclosure about the Sub-Adviser
contained in the Fund's proxy statement used in seeking shareholder approval for
this Agreement and represents and warrants that, with respect to such disclosure
about the Sub-Adviser or information related, directly or indirectly, to the
Sub-Adviser, such proxy statement contains, as of the date hereof, no untrue
statement of any material fact and does not omit any statement of a material
fact which is required to be stated therein or necessary to make the statements
contained therein not misleading.
(b) The Sub-Adviser agrees to notify CSAM and the Fund promptly of (i) any
statement about the Sub-Adviser contained in the Registration Statement that
becomes untrue in any material respect, (ii) any omission of a material fact
about the Sub-Adviser in the Registration Statement which is required to be
stated therein or necessary to make the statements contained therein not
misleading, or (iii) any reorganization or change in the Sub-Adviser, including
any change in its ownership or key employees .
(c) Prior to the Fund or CSAM or any affiliated person (as defined in the
1940 Act, an "Affiliate") of either using or distributing sales literature or
other promotional material referring to the Sub-Adviser ("Promotional
Material"), the Fund or CSAM, where applicable, shall forward such material to
the Sub-Adviser and shall allow the Sub-Adviser reasonable time to review the
material. The Sub-Adviser will not act unreasonably in its review of Promotional
Material and the Fund or CSAM, where applicable, will use all reasonable efforts
to ensure that all Promotional Material used or distributed by or on behalf of
the Fund or CSAM will comply with the requirements of the Advisers Act, the 1940
Act and the rules and regulations promulgated thereunder.
(d) The Sub-Adviser has supplied CSAM and the Fund copies of its Form ADV
with all exhibits and attachments thereto and will hereinafter supply CSAM and
the Fund, promptly upon preparation thereof, copies of all amendments or
restatements of such document.
5. REPRESENTATIONS AND WARRANTIES
5.1 The Sub-Adviser represents and warrants that:
(a) it is a duly registered investment adviser under the Advisers Act, a
duly registered investment adviser in any and all states of the United States in
which the Sub-Adviser is required to be so registered and has obtained all
necessary licenses and approvals in order to perform the services provided in
this Agreement. The Sub-Adviser covenants to maintain all necessary
registrations, licenses and approvals in effect during the term of this
Agreement.
(b) it has read and understands the Registration Statement and warrants that
in investing the Fund's assets it will use all reasonable efforts to adhere to
the Fund's investment objectives, policies and restrictions contained therein.
B-4
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(c) it has adopted a written Code of Ethics in compliance with Rule 17j-1
under the 1940 Act and will provide the Fund with any amendments to such Code.
5.2 The Fund represents and warrants that:
(a) it has full power to enter into the terms of this Agreement and to enter
into transactions contemplated by this Agreement and that its entry into the
Agreement nor the exercise by the Fund of its discretions or powers under this
Agreement will result in any default under any contract or other agreement or
instrument to which the Fund is a party, or any statute or rule, regulation or
order of any governmental agency or body applicable to the Fund.
(b) information which has been provided to the Sub-Adviser in relation to
the Fund's status, residence and domicile for taxation purposes is complete and
correct, and the Fund agrees to provide any further information properly
required by any competent authority.
(c) it will notify the Sub-Adviser promptly if there is any material change
in any of the above information and will provide such other relevant information
as the Sub-Adviser may reasonably request in order to fulfill its regulatory and
contractual obligations. The Fund acknowledges that a failure to provide such
information may adversely affect the quality of the services that the
Sub-Adviser may provide.
5.3 CSAM represents and warrants that:
it has full power to enter into the terms of this Agreement and to enter
into transactions contemplated by this Agreement and that neither its entry into
the Agreement nor the exercise by CSAM of its discretions or powers under this
Agreement will result in any default under any contract or other agreement or
instrument to which CSAM is a party, or any statute or rule, regulation or order
of any governmental agency or body applicable to CSAM.
6. COMPLIANCE
(a) The Sub-Adviser agrees that it shall promptly notify CSAM and the Fund
(i) in the event that the SEC or any other regulatory authority has censured its
activities, functions or operations; suspended or revoked its registration as an
investment adviser; or has commenced proceedings or an investigation that may
result in any of these actions, (ii) in the event that there is a change in the
Sub-Adviser, financial or otherwise, that adversely affects its ability to
perform services under this Agreement or (iii) upon having a reasonable basis
for believing that, as a result of the Sub-Adviser's investing the Fund's
assets, the Fund's investment portfolio has ceased to adhere to the Fund's
investment objectives, policies and restrictions as stated in the Registration
Statement or is otherwise in violation of applicable law.
(b) CSAM agrees that it shall promptly notify the Sub-Adviser in the event
that the SEC has censured CSAM or the Fund; placed limitations upon any of their
activities, functions or operations; suspended or revoked CSAM's registration as
an investment adviser; or has commenced proceedings or an investigation that may
result in any of these actions.
(c) The Fund and CSAM shall be given access to the records with respect to
the Fund of the Sub-Adviser at reasonable times solely for the purpose of
monitoring compliance with the terms of this Agreement and the rules and
regulations applicable to the Sub-Adviser relating to its providing investment
advisory services to the Fund, including without limitation records relating to
trading by employees of the Sub-Adviser for their own accounts and on behalf of
other clients, provided that such access does not constitute a breach of any
obligation of client confidentiality held by the Sub-Adviser. The Sub-Adviser
B-5
<Page>
agrees to cooperate with the Fund and CSAM and their representatives in
connection with any such monitoring efforts.
7. BOOKS AND RECORDS
(a) In compliance with the requirements of Rule 31a-3 under the 1940 Act,
the Sub-Adviser hereby agrees that all records which it maintains for the Fund
are the property of the Fund and further agrees to surrender promptly to the
Fund any of such records upon request. The Sub-Adviser further agrees to
preserve for the periods prescribed by Rule 31a-2 under the 1940 Act the records
required to be maintained by Rule 31a-1 under the 1940 Act and to preserve the
records required by Rule 204-2 under the Advisers Act for the period specified
therein.
(b) The Sub-Adviser hereby agrees to furnish to regulatory authorities
having the requisite authority any information or reports in connection with
services that the Sub-Adviser renders pursuant to this Agreement which may be
requested in order to ascertain whether the operations of the Fund are being
conducted in a manner consistent with applicable laws and regulations.
8. PROVISION OF INFORMATION; PROPRIETARY AND CONFIDENTIAL INFORMATION
(a) CSAM agrees that it will furnish to the Sub-Adviser information related
to or concerning the Fund that the Sub-Adviser may reasonably request
(b) The Sub-Adviser agrees on behalf of itself and its employees to treat
confidentially and as proprietary information of the Fund all records and other
information relative to the Fund, CSAM and prior, present or potential
shareholders and not to use such records and information for any purpose other
than performance of its responsibilities and duties hereunder except, where
practicable, after prior notification to and approval in writing of the Fund,
which approval shall not be unreasonably withheld and may not be withheld where
the Sub-Adviser may be exposed to civil or criminal contempt proceedings for
failure to comply or when requested to divulge such information by duly
constituted authorities.
(c) The Sub-Adviser represents and warrants that neither it nor any
affiliate will use the name of the Fund, CSAM or any of their affiliates in any
prospectus, sales literature or other material in any manner without the prior
written approval of the Fund or CSAM, as applicable.
9. STANDARD OF CARE
[FOR THE EMERGING MARKETS TELECOMMUNICATIONS FUND, INC. ONLY]
The Sub-Adviser shall exercise its best judgment in rendering the services
described herein. The Sub-Adviser shall not be liable for any error of judgment
or mistake of law or for any loss suffered by the Fund or CSAM in connection
with the matters to which this Agreement relates, except that the Sub-Adviser
shall be liable for a loss resulting from a breach of fiduciary duty by the
Sub-Adviser with respect to the receipt of compensation for services; provided
that nothing herein shall be deemed to protect or purport to protect the
Sub-Adviser against any liability to the Fund or CSAM or to shareholders of the
Fund to which the Sub-Adviser would otherwise be subject by reason of willful
misfeasance, bad faith or gross negligence on its part in the performance of its
duties or by reason of the Sub-Adviser's reckless disregard of its obligations
and duties under this Agreement ("disabling conduct"). The Fund shall indemnify
the Sub-Adviser against, and hold it harmless from, any and all losses, claims,
damages, liabilities or expenses (including reasonable counsel fees and
expenses) not resulting from disabling conduct by the Sub-Adviser.
Indemnification shall be made only following: (i) a final decision on the merits
by a court or other body
B-6
<Page>
before whom the proceeding was brought that the Sub-Adviser was not liable by
reason of disabling conduct or (ii) in the absence of such a decision, a
reasonable determination, based upon a review of the facts, that the Sub-Adviser
was not liable by reason of disabling conduct by (a) the vote of a majority of a
quorum of directors of the Fund who are neither 'interested persons' of the Fund
nor parties to the proceeding ('disinterested non-party directors') or (b) an
independent legal counsel in a written opinion. The Sub-Adviser shall be
entitled to advances from the Fund for payment of the reasonable expenses
incurred by it in connection with the matter as to which it is seeking
indemnification in the manner and to the fullest extent permissible under the
Maryland General Corporation Law. The Sub-Adviser shall provide to the Fund a
written affirmation of its good faith belief that the standard of conduct
necessary for indemnification by the Fund has been met and a written undertaking
to repay any such advance if it should ultimately be determined that the
standard of conduct has not been met. In addition, at least one of the following
additional conditions shall be met: (a) the Sub-Adviser shall provide security
in form and amount acceptable to the Fund for its undertaking; (b) the Fund is
insured against losses arising by reason of the advance; or (c) a majority of a
quorum of the full Board of Directors of the Fund, the members of which majority
are disinterested non-party directors, or independent legal counsel, in a
written opinion, shall have determined, based on a review of facts readily
available to the Fund at the time the advance is proposed to be made, that there
is reason to believe that the Sub-Advisor will ultimately be found to be
entitled to indemnification. The Fund and CSAM understand and agree that the
Sub-Adviser may rely upon information furnished to it reasonably believed by the
Sub-Adviser to be accurate and reliable and, except as herein provided, the
Sub-Adviser shall not be accountable for loss suffered by the Fund by reason of
such reliance of the Sub-Adviser.
[FOR THE INDONESIA FUND, INC. ONLY]
The Sub-Adviser shall exercise its best judgment in rendering the services
described herein. The Sub-Adviser shall not be liable for any error of judgment
or mistake of law or for any loss suffered by the Fund or CSAM in connection
with the matters to which this Agreement relates, except that the Sub-Adviser
shall be liable for a loss resulting from a breach of fiduciary duty by the
Sub-Adviser with respect to the receipt of compensation for services; provided
that nothing herein shall be deemed to protect or purport to protect the
Sub-Adviser against any liability to the Fund or CSAM or to shareholders of the
Fund to which the Sub-Adviser would otherwise be subject by reason of willful
misfeasance, bad faith or gross negligence on its part in the performance of its
duties or by reason of the Sub-Adviser's reckless disregard of its obligations
and duties under this Agreement. The Fund and CSAM understand and agree that the
Sub-Adviser may rely upon information furnished to it reasonably believed by the
Sub-Adviser to be accurate and reliable and, except as herein provided, the
Sub-Adviser shall not be accountable for loss suffered by the Fund by reason of
such reliance of the Sub-Adviser.
10. COMPENSATION
In consideration of the services rendered pursuant to this Agreement, CSAM
will pay the Sub-Adviser such amounts as the parties may agree upon from time to
time as set forth on Schedule A, as amended from time to time.
11. EXPENSES
(a) The Sub-Adviser will bear all expenses in connection with the
performance of its services under this Agreement, which shall not include the
Fund's expenses listed in paragraph 11(b).
B-7
<Page>
(b) The Fund will bear certain other expenses to be incurred in its
operation, including: investment advisory and administration fees; taxes,
interest, brokerage fees and commissions, if any; fees of Directors of the Fund
who are not officers, directors, or employees of CSAM or the Sub-Adviser or
affiliates of any of them; fees of any pricing service employed to value assets
of the Fund; SEC fees, state Blue Sky qualification fees and any foreign
qualification fees; charges of custodians and transfer and dividend disbursing
agents; the Fund's proportionate share of insurance premiums; outside auditing
and legal expenses; costs of maintenance of the Fund's existence; costs
attributable to investor services, including, without limitation, telephone and
personnel expenses: costs of preparing and printing prospectuses and statements
of additional information for regulatory purposes and for distribution to
existing shareholders; costs of shareholders' reports and meetings of the
shareholders of the Fund and of the officers or Board of Directors of the Fund;
and any extraordinary expenses.
12. TERM OF AGREEMENT
This Agreement shall commence on the date first written above and shall
continue for an initial two-year period commencing on the date first written
above, and thereafter shall continue automatically for successive annual
periods, provided such continuance is specifically approved at least annually by
(a) the Board of Directors of the Fund or (b) a vote of a "majority" (as defined
in the 1940 Act) of the Fund's outstanding voting securities, provided that in
either event the continuance is also approved by a majority of the Board of
Directors who are not "interested persons" (as defined the 1940 Act) of any
party to this Agreement, by vote cast in person at a meeting called for the
purpose of voting on such approval. This Agreement is terminable, without
penalty, (i) by CSAM on 60 (sixty) days' written notice to the Fund and the
Sub-Adviser, (ii) by the Board of Directors of the Fund or by vote of holders of
a majority of the Fund's shares on 60 (sixty) days' written notice to CSAM and
the Sub-Adviser, or (iii) by the Sub-Adviser upon 60 (sixty) days' written
notice to the Fund and CSAM. This Agreement will also terminate automatically in
the event of its assignment (as defined in the 1940 Act) by any party hereto. In
the event of termination of this Agreement for any reason, all records relating
to the Fund kept by the Sub-Adviser shall promptly be returned to CSAM or the
Fund, free from any claim or retention of rights in such records by the Sub-
Adviser. In the event this Agreement is terminated or is not approved in the
foregoing manner, the provisions contained in paragraph numbers 4(c), 7, 8 and 9
shall remain in effect.
13. AMENDMENTS
No provision of this Agreement may be changed, waived, discharged or
terminated orally, but only by an instrument in writing signed by the party
against which enforcement of the change, waiver, discharge or termination is
sought, and no amendment of this Agreement shall be effective until approved by
an affirmative vote of (a) the holders of a majority of the outstanding voting
securities of the Fund and (b) the Board of Directors of the Fund, including a
majority of Directors who are not "interested persons" (as defined in the 1940
Act) of the Fund or of either party to this Agreement, by vote cast in person at
a meeting called for the purpose of voting on such approval, if such approval is
required by applicable law.
14. NOTICES
14.1 All communications hereunder shall be given (a) if to the Sub-Adviser,
to Credit Suisse Asset Management (Australia) Limited, Level 32, Gateway
Building, 1 Macquarie Place, SYDNEY NSW AUSTRALIA Attention: Annete Golden),
telephone: 612 8205 4080- facsimile: 612-8205 4993, email,
annette.k.golden@csam.com (b) if to CSAM, to Credit Suisse Asset Management,
LLC, 466 Lexington Avenue, New York, New York 10017-3147 (Attention: Hal
Liebes), telephone: (212) 875-3779, telecopy:
B-8
<Page>
(646) 658-0817, and (c) if to the Fund, c/o Credit Suisse Funds, 466 Lexington
Avenue, New York, New York 10017-3147, telephone: (212) 878-0600, telecopy:
(212) 878-9351 (Attention: President).
14.2 The Sub-Adviser may rely on, and act without further enquiry upon, any
instruction, notice or request of any person(s) who is or who the Sub-Adviser
reasonably believes in good faith to be person(s) designated by CSAM or the Fund
to give such instruction, notice or request, and further provided that such
instruction, notice or request is made in writing and sent by original signed
letter, facsimile or electronic means in accordance with the provisions of
Clause 14.1.
14.3 CSAM and the Fund will provide a list of person(s) who are authorized
to give instructions and sign documents and take other actions in respect of the
Assets. CSAM or the Fund shall notify the Sub-Adviser promptly of any amendment
to such list and provide specimen signatures of new signatories, and the
Sub-Adviser shall accept any such amendments.
15. CHOICE OF LAW
This Agreement shall be governed by, and construed in accordance with, the
laws of the State of New York in the United States, including choice of law
principles; provided that nothing herein shall be construed in a manner
inconsistent with the 1940 Act, the Advisers Act or any applicable rules,
regulations or orders of the SEC.
16. MISCELLANEOUS
(a) The captions of this Agreement are included for convenience only and in
no way define or limit any of the provisions herein or otherwise affect their
construction or effect.
(b) If any provision of this Agreement shall be held or made invalid by a
court decision, by statute or otherwise, the remainder of this Agreement shall
not be affected thereby and, to this extent, the provisions of this Agreement
shall be deemed to be severable.
(c) Nothing herein shall be construed to make the Sub-Adviser an agent of
CSAM or the Fund.
(d) This Agreement may be executed in counterparts, with the same effect as
if the signatures were upon the same instrument.
******************
[SIGNATURE PAGE FOLLOWS]
B-9
<Page>
Please confirm that the foregoing is in accordance with your understanding
by indicating your acceptance hereof at the place below indicated, whereupon it
shall become a binding agreement between us.
<Table>
Very truly yours,
CREDIT SUISSE ASSET MANAGEMENT, LLC
By:
------------------------------------------
Name: Hal Liebes
Title: Managing Director
THE FUND, INC.
By:
------------------------------------------
Name: Michael A. Pignataro
Title: Chief Financial Officer
</Table>
CREDIT SUISSE ASSET
MANAGEMENT (AUSTRALIA) LIMITED,
ABN 57 007 305 384, in accordance with its Articles of Association
- ---------------------------------
Director
- ---------------------------------
Director/Secretary
B-10
<Page>
SCHEDULE A
[THE EMERGING MARKETS TELECOMMUNICATIONS FUND INC. ONLY]
CSAM will pay the Sub-Adviser a fee of $480,000 (the "Total Fee"), one
quarter of which shall be payable in U.S. dollars in arrears on the last
business day of each calendar quarter. The fee for the first period during which
this Agreement is in effect shall be pro-rated for the portion of the calendar
quarter that the Agreement is in effect. The Total Fee shall be an aggregate fee
paid for services rendered with respect to this Fund and such other Credit
Suisse Funds, other than The Indonesia Fund, Inc., for which the Sub-Adviser has
been appointed as such and which CSAM and the Sub-Adviser agree will be governed
by this fee schedule.
[THE INDONESIA FUND INC. ONLY]
CSAM will pay the Sub-Adviser a quarterly fee equal to 100% of the net
quarterly amount received by CSAM as the Fund's investment adviser. Such fee
shall be payable in U.S. dollars in arrears on the last business day of each
calendar quarter. The fee for the first period during which this Agreement is in
effect shall be pro-rated for the portion of the calendar quarter that the
Agreement is in effect. The fee shall be an aggregate fee paid for services
rendered with respect to this Fund.
B-11
<Page>
[PROXY CARD]
THE EMERGING MARKETS TELECOMMUNICATIONS FUND, INC.
466 Lexington Avenue
16th Floor
New York, New York 100017
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
I hereby appoint Michael A. Pignataro and Hal Liebes, each with the power of
substitution, as proxies for the undersigned to vote the shares of The Emerging
Markets Telecommunications Fund, Inc. (the "Fund") as to which I am entitled to
vote, as shown on the reverse side, at a Special Meeting of the Shareholders of
the Fund (the "Meeting") to be held on July 26, 2002, at 3:00 p.m., Eastern
Time, at the offices of the Fund, 466 Lexington Avenue, 16th Floor, New York,
New York 10017, and any adjournments thereof.
<Page>
[REVERSE SIDE]
|X| PLEASE MARK VOTES
AS IN THIS EXAMPLE
THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY RECOMMENDS A VOTE FOR PROPOSAL 1.
<Table>
THIS PROXY WHEN For Against Abstain
PROPERLY EXECUTED 1) To approve the Sub-Investment | | | | | |
WILL BE VOTED IN THE Advisory Agreement among the Fund,
MANNER DIRECTED Credit Suisse Asset Management, LLC
HEREIN BY THE and Credit Suisse Asset Management
UNDERSIGNED (Australia) Limited.
SHAREHOLDER. IF NO
DIRECTION IS MADE, THIS
PROXY WILL BE VOTED
"FOR" PROPOSAL 1.
2) To transact such other business as may properly come
before the Meeting or any adjournment thereof.
MARK HERE FOR ADDRESS CHANGE AND NOTE AT LEFT
| |
</Table>
Please sign exactly as name appears at left. When shares are held by joint
tenants, both should sign. When signing as attorney, executor, administrator,
trustee or guardian, please give full title as such. If a corporation, please
sign in full corporate name by president or other authorized officer. If a
partnership, please sign in partnership name by authorized person.
Signature: ___________________ Date: ________
Signature: ___________________ Date: ________
DETACH CARD
<Page>
[PROXY CARD]
THE INDONESIA FUND, INC.
466 Lexington Avenue
16th Floor
New York, New York 100017
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
I hereby appoint Michael A. Pignataro and Hal Liebes, each with the power of
substitution, as proxies for the undersigned to vote the shares of The Indonesia
Fund, Inc. (the "Fund") as to which I am entitled to vote, as shown on the
reverse side, at the Annual Meeting of Shareholders of the Fund (the "Meeting")
to be held on July 26, 2002, at 3:30 p.m., Eastern Time, at the offices of the
Fund, 466 Lexington Avenue, 16th Floor, New York, New York 10017, and any
adjournments thereof.
<Page>
[REVERSE SIDE]
|X| PLEASE MARK VOTES
AS IN THIS EXAMPLE
THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY RECOMMENDS A VOTE FOR PROPOSALS 1
AND 2.
<Table>
THIS PROXY WHEN For Against Abstain
PROPERLY EXECUTED 1) To approve the Sub-Investment Advisory Agreement among the Fund, | | | | | |
WILL BE VOTED IN THE Credit Suisse Asset Management, LLC and Credit Suisse Asset
MANNER DIRECTED Management (Australia) Limited.
HEREIN BY THE
UNDERSIGNED
SHAREHOLDER. IF NO
DIRECTION IS MADE, THIS
PROXY WILL BE VOTED
"FOR" PROPOSALS 1 AND
2.
2) Election of the following nominees as Directors:
Nominee: (01) Lawrence J. Fox (three-year term)
(02) Laurence R. Smith (three-year term)
| | FOR the nominees listed above (except as marked to the contrary above)
| | WITHHOLD AUTHORITY to vote for the nominees listed above
(INSTRUCTION: To withhold authority for any individual nominee, strike a
line through such individual's name above.)
3) To transact such other business as may properly come before the Meeting or
any adjournment thereof.
MARK HERE FOR ADDRESS CHANGE AND NOTE AT LEFT
| |
</Table>
Please sign exactly as name appears at left. When shares are held by joint
tenants, both should sign. When signing as attorney, executor, administrator,
trustee or guardian, please give full title as such. If a corporation, please
sign in full corporate name by president or other authorized officer. If a
partnership, please sign in partnership name by authorized person.
Signature: ___________________ Date: ________
Signature: ___________________ Date: ________
DETACH CARD