nvcsr
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-04893
THE TAIWAN FUND, INC.
(Exact name of registrant as specified in charter)
C/O STATE STREET BANK AND TRUST COMPANY,
2 AVENUE DE LAFAYETTE, P.O. BOX 5049,
BOSTON, MA 02206-5049
(Address of principal executive offices)(Zip code)
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(Name and Address of Agent for Service)
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Copy to: |
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State Street Bank and Trust Company
Attention: Elizabeth A. Watson
Secretary
4 Copley Place, 5th Floor
Boston, Massachusetts 02116
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Leonard B. Mackey, Jr., Esq.
Clifford Chance US LLP
31 West 52nd Street
New York, New York 10019-6131 |
Registrants telephone number, including area code: 1-800-636-9242
Date of fiscal year end: August 31
Date of reporting period: August 31, 2010
Item 1. Report to Stockholders.
The Taiwan The Taiwan Fund, Inc. Annual Report What s Inside August 31, 2010 Page Chairmans
Statement 2 Report of the Investment Manager 3 About the Portfolio Manager 6 Portfolio Snapshot 7 Industry
Allocation 8 Investments 9 Financial Statements 11 Notes to Financial Statements 15 Report of Independent
Registered Public Accounting Firm 20 Other Information 21 Summary of Dividend Reinvestment and
Cash Purchase Plan 23 Directors and Officers 26 |
Chairmans
Statement
Dear Stockholders,
The past twelve months have seen a number of significant
developments, both for The Taiwan Fund, Inc. (the
Fund) and for Taiwan. Happily, these developments
have been positive in both cases.
On May 8, 2010, we switched the management of the Fund to
Martin Currie, Inc. (Martin Currie). I am pleased to
report that, so far, this has been validated by the Funds
returns. Thanks to clear outperformance in the three months
since Martin Currie took over, the Fund has beaten its benchmark
over the past twelve months, returning
18.6%* in
U.S. dollar terms against the Taiwan Stock Exchange Index
(the TAIEX) return of 14.7%. This is despite the
costs associated with the change of strategy a
process that involved numerous transactions.
The Fund is now significantly underweight in the electronics
sector and has a more pronounced bias to small and mid-cap
stocks; this reflects the new managers preference for
beneficiaries of rising domestic consumption and of the closer
links with China.
Those links became closer still over the past year, with the
historic signing of the Economic Cooperation Framework
Agreement, a free-trade agreement between Taipei and Beijing in
June, 2010. The agreement, which was approved by the Taiwanese
parliament in August 2010, removes the tariffs on hundreds of
products and will have a considerable and positive economic
impact on the island.
Given the positive political developments and after the strong
start that the Fund has made under its new management, I look
forward to being able to report further strong performance in my
next statement. On behalf of the Board, I would like to thank
you for your continuing support of the Taiwan Fund, Inc.
Sincerely,
Harvey Chang
Chairman
* Returns for the Fund are
historical total returns that reflect changes in net asset value
per share during each period and assume that dividends and
capital gains, if any, were reinvested. Returns for the TAIEX
are not total returns and reflect only changes in share price
but do not assume that cash dividends, if any, were reinvested,
and thus are not strictly comparable to the Fund returns. Past
performance is not indicative of future results of the Fund.
2
Report
of the Investment Manager
Review
The Taiwanese market rose by 14.7% over the twelve months ended
August 31, 2010. The Fund did better, rising by 18.6%. All
of this outperformance came after the change in
management and despite the transactions costs
involved in repositioning the portfolio. In the three full
months since the switch of manager, the Fund has returned 9.7%
against a 3.1% return from the benchmark.
Economic news has been better than expected, with Taiwans
second-quarter gross domestic product growth beating all
expectations at 12.5%, the second-fastest expansion since 1986.
Inflation has remained low, and exports are growing rapidly,
although the pace of growth is likely to decelerate because of
disappointing demand from the Information Technology sector. Car
sales have been particularly
eye-catching,
growing by 23.4% in July; Hotai, the Toyota car distributor,
revised up its forecast for Taiwanese new-car sales in 2010,
from 230,000 to 280,000 units, and expects another good
year in 2011.
But the most noteworthy development over the period was the
signing of the Economic Cooperation Framework Agreement (the
ECFA) on June 29, 2010. This marks a new
chapter in relations between the island and the mainland. The
agreement was approved by the Legislative Yuan in August and
will be effective from September onwards. A total of
539 items have been included in the early
harvest list of Taiwanese products that will benefit from
tariff cuts (a shorter list of mainland products will also
benefit). The estimated direct benefit to Taiwan is around
US$815 million.
After taking over management on May 8, 2010, we undertook a
major reorganization of the portfolio. In a program trade, we
sold 25 stocks (value US$118 million) and bought 38 stocks
(value US$112 million) at a cost of 3 basis points. As
part of this reorganization, the realized net gain rose from
US$12.8 million on May 8, 2010 to US$41.5 million
at year-end.
The main effect of the dealing was to reduce the Funds
exposure to the electronics industry to 31% and
telecommunications industry to 0%, while increasing our
investment in the potential beneficiaries of the improvement in
cross-strait relations and a recovery in domestic consumption.
With the resultant increased weighting in smaller-caps, the
number of stocks in the portfolio has grown to 56. Given the
signing of ECFA, the new focus on China plays was a
major factor in
3
the Funds outperformance over the past three months and,
consequently, the twelve month period ended August 31, 2010.
Stocks sold from the inherited portfolio included Realtek
Semiconductor Corp., RichTek Technology Corp., Chimei Innolux
Corp., AU Optronics Corp., Novatek Microelectronics Corp.
Ltd., ALI Corp., Everlight Electronics Co., Ltd., Siliconware
Precision Industries Co., Ralink Technology Corp., Quanta
Computer, Inc., Lite-On Technology Corp., Formosa Advanced
Technologies Co., Ltd., Far EasTone Telecommunications Co.,
Ltd., Chunghwa Telecom Co., Ltd., Taiwan Mobile Co., Ltd., Great
Wall Enterprise Co., Ltd., Formosa Plastics Corp., Cheng Shin
Rubber Industry Co., Ltd., Taishin Financial Holdings Co., Ltd.,
First Financial Holding Co., Ltd., Pou Chen Corp., Asia Cement
Corp., China Steel Chemical Corp.,
U-Ming
Marine Transport Corp. and Yulon Nissan Motor Co., Ltd.
New stocks included Prince Housing & Development
Corp., Taiwan Land Development Corp., Hung Poo Real Estate
Development Corp., Taiwan Tea Corp., Continental Holdings Corp.,
Yungtay Engineering Co., Ltd., Tatung Co., Ltd., Awea
Mechatronic Co., Ltd., Globe Union Industrial Corp., Wei Mon
Industry Co., Ltd., Depo Auto Parts Industrial Co., Ltd.,
Farglory F T Z Investment Holding Co., Ltd., Test-Rite
International Co., Ltd., Far Eastern Department Stores, Ltd., PC
Home Online, Mercuries & Associates, Ltd., Excelsior
Medical Co., Ltd., Eastern Media International, Wah Lee
Industrial Corp., Aurora Corp., Soft-World International Corp.,
WT Microelectronics Co., Ltd., Avermedia Technologies, Inc.,
Chicony Electronics Co., Ltd., Syncmold Enterprise Corp.,
Powercom Co., Ltd., TSRC Corp., China Petrochemical Development
Corp., Li Peng Enterprise Co., Ltd., Taiwan Glass Industrial
Corp., Tung Ho Steel Enterprise Corp., China Life Insurance Co.,
Ltd., SinoPac Financial Holdings Co., Ltd., Yuanta Financial
Holding Co., Ltd. and KGI Securities Co., Ltd.
Outlook
Clearly, the results of ECFA will take time to show, with the
tariff reductions only coming into effect on January 1,
2011. But the increasing amount of cross-strait M&A rumors
show that companies are not waiting for the starting gun.
Examples abound in our portfolio. Another benefit that should
not be overlooked is that it will allow President Ma to sign
free-trade agreements with other trading partners; this was
previously hampered by Beijing. Also, we expect negotiations
4
on round two, which will broaden the agreement, to start within
six months of the first stage being put into effect.
In the meantime, direct flights are to increase by 100 per week
(+37%) to meet the surging demand from Chinese tourists, whose
numbers have already surpassed Taiwans ceiling of an
average of 3,000 tourists per day. The Taiwanese government
estimates that the overall number of Chinese tourists will
double this year.
We believe the stream of strong economic data emanating from the
island, and the improving trade relationship with its giant
neighbour should encourage a rebound in the equity markets. We
are confident that the portfolio we have put together is well
placed to benefit from these trends in the coming months and
quarters.
Thank you for your continued support.
Chris Ruffle
Portfolio Manager
5
About
the Portfolio Manager (Unaudited)
Mr. Chris Ruffle serves as the portfolio manager for the
Funds portfolio. Mr. Ruffle joined Martin Currie in
1994. He is a Chinese and Taiwanese equity specialist with over
15 years investment experience in Asia. Fluent in Mandarin,
Mr. Ruffle has worked in the Far East since 1983. He worked
originally in Beijing and Shanghai and then in Australia for a
metal trading company. He then moved to Warburg Securities in
1987 as an analyst in Tokyo, before establishing Warburgs
office in Taiwan. Mr. Ruffle also manages The Martin Currie
China Hedge Fund, The China Fund, Inc and the China
A Share Fund.
6
Portfolio
Snapshot*
Top Ten Equity
Holdings
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Holdings
As Of August 31, 2010
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%
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Taiwan Semiconductor Manufacturing Co., Ltd.
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3.6
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Nan Ya Plastics Corp.
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3.6
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President Chain Store Corp.
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3.5
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Synnex Technology International Corp.
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3.4
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Hon Hai Precision Industry Co., Ltd.
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3.0
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Tung Ho Steel Enterprise Corp.
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2.9
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Far Eastern Department Stores, Ltd.
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2.9
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KGI Securities Co., Ltd.
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2.8
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Fubon Financial Holding Co., Ltd.
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2.8
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WPG Holdings Co., Ltd.
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2.5
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Top Ten
Industry Weightings
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Weightings
As Of August 31, 2010
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%
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Financial and Insurance
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13.6
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Trading and Consumers Goods
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12.6
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Other Electronic
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9.6
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Electronic Products Distribution
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8.0
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Plastic
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7.7
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Building Material and Construction
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5.3
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Computer and Peripheral Equipment
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4.1
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Semiconductor
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3.6
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Electric Machinery
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3.5
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Food
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3.5
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Top Ten Equity
Holdings
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Holdings
As Of August 31, 2009
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%
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Taiwan Semiconductor Manufacturing Co., Ltd.
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7.8
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MediaTek, Inc.
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5.7
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Hon Hai Precision Industry Co., Ltd.
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5.4
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Chunghwa Telecom Co., Ltd.
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3.9
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Cheng Shin Rubber Industry Co., Ltd.
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3.5
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Synnex Technology International Corp.
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3.4
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China Steel Corp.
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3.2
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Fubon Financial Holding Co., Ltd.
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2.9
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Formosa Petrochemical Corp.
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2.6
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Au Optronics Corp.
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2.6
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Top Ten
Industry Weightings
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Weightings
As Of August 31, 2009
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%
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Semiconductor Manufacturing
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10.6
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IC Design
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8.7
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Telecommunications
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8.1
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Financial Services
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8.1
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Optoelectronics
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6.2
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PC & Peripherals
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5.4
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Other Electronic
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5.4
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Electronics Distribution
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4.9
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Rubber
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4.8
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Food
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4.5
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* |
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Percentages based on net assets. |
7
Industry
Allocation
Fund holdings are subject to change and percentages shown above
are based on net assets as of August 31, 2010. The pie
chart illustrates the allocation of the investment by sector. A
complete list of holdings as of August 31, 2010 is
contained in the Schedule of Investments included in this
report. The most currently available data regarding portfolio
holdings and industry allocation can be found on our website,
www.thetaiwanfund.com. You may also obtain updated
holdings by calling 1-877-864-5056.
8
Schedule
of Investments/August 31, 2010
(Showing Percentage of Net Assets)
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US$
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VALUE
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SHARES
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(NOTE
1)
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COMMON
STOCKS 94.9%
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CEMENT 0.9%
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Cement Industry 0.9%
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Wei Mon Industry Co., Ltd.
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4,204,296
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$
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2,618,334
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TOTAL CEMENT
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2,618,334
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CHEMICALS 2.7%
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Biotechnology and Medical Care Industry 1.1%
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Excelsior Medical Co., Ltd
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1,421,000
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3,313,626
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Chemical Industry 1.6%
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China Steel Chemical Corp.
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1,600,000
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4,984,704
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TOTAL CHEMICALS
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8,298,330
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CONSTRUCTION 5.3%
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Building Material and Construction Industry
5.3%
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Continental Holdings Corp.*#
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7,468,000
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2,657,651
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Hung Poo Real Estate Development Corp.
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3,061,000
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4,061,076
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Prince Housing & Development Corp.*#
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9,519,000
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5,437,900
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Taiwan Land Development Corp.*#
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8,854,183
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3,883,414
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TOTAL CONSTRUCTION
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16,040,041
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ELECTRIC AND MACHINERY 3.5%
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Electric Machinery Industry 3.5%
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Awea Mechantronic Co., Ltd.#
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2,264,000
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2,205,057
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Depo Auto Parts Industrial Co., Ltd.#
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1,674,000
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4,551,583
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Yungtay Engineering Co., Ltd.
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3,274,000
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3,924,630
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TOTAL ELECTRIC AND MACHINERY
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10,681,270
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ELECTRONICS 28.3%
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Computer and Peripheral Equipment Industry
4.1%
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Avermedia Technologies, Inc.
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2,690,000
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3,354,733
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Chicony Electronics Co., Ltd.
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3,214,879
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5,770,604
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Clevo Co.
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1,650,000
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3,425,267
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12,550,604
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Electronic Parts/Components Industry 3.0%
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Longwell Co.
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3,339,000
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3,929,584
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Syncmold Enterprise Corp.#
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2,678,000
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5,024,281
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8,953,865
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Electronic Products Distribution Industry 8.0%
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Synnex Technology International Corp.
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4,946,544
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10,160,535
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Wah Lee Industrial Corp.
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4,344,000
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6,468,402
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WPG Holdings Co., Ltd.
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4,129,725
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7,657,666
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24,286,603
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Other Electronic Industry 9.6%
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Aurora Corp.
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2,196,000
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3,873,197
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|
Hon Hai Precision Industry Co., Ltd.
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2,614,085
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|
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|
9,221,190
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Powercom Co., Ltd.*
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1,871,000
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|
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|
4,970,410
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|
Soft-World International Corp.
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210,000
|
|
|
|
914,497
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|
Tatung Co., Ltd.*
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26,073,000
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4,362,592
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WT Microelectronics Co., Ltd.
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5,056,000
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|
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|
5,768,771
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|
|
|
|
|
|
|
|
|
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|
|
|
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29,110,657
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|
|
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Semiconductor Industry 3.6%
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MediaTek, Inc.
|
|
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1,400
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|
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|
19,077
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|
Taiwan Semiconductor Manufacturing Co., Ltd.
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5,994,426
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|
|
|
11,021,779
|
|
|
|
|
|
|
|
|
|
|
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11,040,856
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|
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|
|
|
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|
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TOTAL ELECTRONICS
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85,942,585
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FINANCE 13.6%
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Financial and Insurance Industry 13.6%
|
Cathay Financial Holding Co., Ltd.
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3,974,653
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|
5,719,907
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|
China Life Insurance Co., Ltd.
|
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4,191,254
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|
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|
3,401,780
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|
Fubon Financial Holding Co., Ltd.
|
|
|
7,349,624
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|
|
|
8,569,284
|
|
Jih Sun Financial Holdings Co., Ltd.*
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11,240,781
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|
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|
3,386,200
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|
KGI Securities Co., Ltd.
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20,740,000
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|
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|
8,643,285
|
|
SinoPac Financial Holdings Co., Ltd.
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12,170,000
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|
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|
4,273,975
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|
Yuanta Financial Holding Co., Ltd.
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13,013,000
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|
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|
7,393,288
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|
|
|
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TOTAL FINANCE
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|
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|
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41,387,719
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FOODS 3.5%
|
Food Industry 3.5%
|
Lien Hwa Industrial Corp.
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|
|
4,815,000
|
|
|
|
2,893,449
|
|
Uni-President Enterprises Corp.
|
|
|
6,600,000
|
|
|
|
7,633,452
|
|
|
|
|
|
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|
TOTAL FOODS
|
|
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|
|
|
|
10,526,901
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|
|
|
|
|
|
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GLASS AND CERAMICS 2.1%
|
Glass and Ceramic Industry 2.1%
|
Taiwan Glass Industrial Corp.
|
|
|
6,534,320
|
|
|
|
6,323,404
|
|
|
|
|
|
|
|
|
|
|
TOTAL GLASS AND CERAMICS
|
|
|
|
|
|
|
6,323,404
|
|
|
|
|
|
|
|
|
|
|
HEALTHCARE 2.4%
|
Healthcare Industry 2.4%
|
Pacific Hospital Supply Co., Ltd.
|
|
|
1,251,000
|
|
|
|
3,428,788
|
|
St. Shine Optical Co., Ltd.
|
|
|
392,000
|
|
|
|
3,805,707
|
|
|
|
|
|
|
|
|
|
|
TOTAL HEALTHCARE
|
|
|
|
|
|
|
7,234,495
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9
The
accompanying notes are an integral part of the financial
statements.
Schedule
of Investments/August 31, 2010
(continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
US$
|
|
|
|
|
|
|
VALUE
|
|
|
|
SHARES
|
|
|
(NOTE
1)
|
|
|
OTHERS 2.6%
|
Other Industry 2.6%
|
Globe Union Industrial Corp. #
|
|
|
3,728,000
|
|
|
$
|
4,189,548
|
|
Yem Chio Co., Ltd.
|
|
|
4,412,000
|
|
|
|
3,746,220
|
|
|
|
|
|
|
|
|
|
|
TOTAL OTHERS
|
|
|
|
|
|
|
7,935,768
|
|
|
|
|
|
|
|
|
|
|
PLASTICS 7.7%
|
Plastic Industry 7.7%
|
China Petrochemical Development Corp.*
|
|
|
11,711,000
|
|
|
|
6,909,468
|
|
Formosa Chemicals & Fibre Corp.
|
|
|
2,500,000
|
|
|
|
5,556,596
|
|
Nan Ya Plastics Corp.
|
|
|
5,700,000
|
|
|
|
10,996,441
|
|
|
|
|
|
|
|
|
|
|
TOTAL PLASTICS
|
|
|
|
|
|
|
23,462,505
|
|
|
|
|
|
|
|
|
|
|
RUBBER 1.5%
|
Rubber Industry 1.5%
|
TSRC Corp.
|
|
|
3,057,000
|
|
|
|
4,461,346
|
|
|
|
|
|
|
|
|
|
|
TOTAL RUBBER
|
|
|
|
|
|
|
4,461,346
|
|
|
|
|
|
|
|
|
|
|
STEEL AND IRON 2.9%
|
Iron and Steel Industry 2.9%
|
Tung Ho Steel Enterprise Corp.
|
|
|
10,099,000
|
|
|
|
8,732,668
|
|
|
|
|
|
|
|
|
|
|
TOTAL STEEL AND IRON
|
|
|
|
|
|
|
8,732,668
|
|
|
|
|
|
|
|
|
|
|
TEXTILES 2.8%
|
Textile Industry 2.8%
|
Far Eastern New Century Corp.
|
|
|
3,121,200
|
|
|
|
3,644,031
|
|
Li Peng Enterprise Co., Ltd.*
|
|
|
7,411,000
|
|
|
|
3,238,871
|
|
Makalot Industrial Co., Ltd.
|
|
|
669,000
|
|
|
|
1,576,747
|
|
|
|
|
|
|
|
|
|
|
TOTAL TEXTILES
|
|
|
|
|
|
|
8,459,649
|
|
|
|
|
|
|
|
|
|
|
TRANSPORTATION 2.5%
|
Shipping and Transportation Industry 2.5%
|
Eastern Media International*
|
|
|
16,546,000
|
|
|
|
4,064,963
|
|
Farglory F T Z Investment Holding
Co., Ltd.*#
|
|
|
3,809,000
|
|
|
|
3,376,899
|
|
|
|
|
|
|
|
|
|
|
TOTAL TRANSPORTATION
|
|
|
|
|
|
|
7,441,862
|
|
|
|
|
|
|
|
|
|
|
WHOLESALE AND RETAIL 12.6%
|
Trading and Consumers Goods Industry
12.6%
|
Far Eastern Department Stores, Ltd.
|
|
|
8,794,500
|
|
|
|
8,702,805
|
|
Mercuries & Associates, Ltd. #
|
|
|
6,680,100
|
|
|
|
4,139,351
|
|
PC Home Online
|
|
|
922,125
|
|
|
|
3,929,265
|
|
President Chain Store Corp.
|
|
|
2,840,000
|
|
|
|
10,505,713
|
|
Taiwan Tea Corp.*
|
|
|
8,231,000
|
|
|
|
4,804,885
|
|
Test-Rite International Co., Ltd. #
|
|
|
9,134,000
|
|
|
|
6,215,933
|
|
|
|
|
|
|
|
|
|
|
TOTAL WHOLESALE AND RETAIL
|
|
|
|
|
|
|
38,297,952
|
|
|
|
|
|
|
|
|
|
|
TOTAL COMMON STOCKS
(Cost $233,955,964)
|
|
|
|
|
|
|
287,844,829
|
|
|
|
|
|
|
|
|
|
|
TOTAL INVESTMENTS 94.9%
(Cost $233,955,964)
|
|
|
|
|
|
$
|
287,844,829
|
|
|
|
|
|
|
|
|
|
|
OTHER ASSETS AND LIABILITIES, NET 5.1%
|
|
|
|
|
|
$
|
15,567,531
|
|
|
|
|
|
|
|
|
|
|
NET ASSETS 100.0%
|
|
|
|
|
|
$
|
303,412,360
|
|
|
|
|
|
|
|
|
|
|
Legend:
US
$ United States Dollar
|
|
*
|
Non-income
producing
|
#
|
Illiquid
security. At August 31, 2010, the value of these securities
amounted to $41,681,617 which represented 13.7% of net assets.
|
10
The
accompanying notes are an integral part of the financial
statements.
Financial
Statements
STATEMENT
OF ASSETS AND LIABILITIES
August 31, 2010
|
|
|
|
|
|
|
|
|
Assets:
|
|
|
|
|
|
|
|
|
Investments in securities, at value (cost $233,955,964)
(Notes 1 and 2)
|
|
|
|
|
|
|
$287,844,829
|
|
Cash
|
|
|
|
|
|
|
77,225
|
|
Cash in New Taiwan dollars (cost $14,422,047)
|
|
|
|
|
|
|
14,418,574
|
|
Dividends receivable
|
|
|
|
|
|
|
1,697,434
|
|
Prepaid expenses
|
|
|
|
|
|
|
40,862
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
|
|
|
|
|
304,078,924
|
|
|
|
|
|
|
|
|
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
Accrued management fee (Note 3)
|
|
$
|
223,524
|
|
|
|
|
|
Taiwan stock dividend tax payable (Note 1)
|
|
|
239,445
|
|
|
|
|
|
Accrued directors fees
|
|
|
18,239
|
|
|
|
|
|
Accrued compliance services fees
|
|
|
8,435
|
|
|
|
|
|
Other payables and accrued expenses
|
|
|
176,921
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
|
|
|
|
|
666,564
|
|
|
|
|
|
|
|
|
|
|
Net Assets
|
|
|
|
|
|
|
$303,412,360
|
|
|
|
|
|
|
|
|
|
|
Net Assets Consist of:
|
|
|
|
|
|
|
|
|
Paid in capital
|
|
|
|
|
|
|
$293,253,546
|
|
Accumulated undistributed net investment income
|
|
|
|
|
|
|
307,733
|
|
Accumulated net realized loss on investments in securities and
foreign currency
|
|
|
|
|
|
|
(44,028,425
|
)
|
Net unrealized appreciation on investments in securities and
foreign currency
|
|
|
|
|
|
|
53,879,506
|
|
|
|
|
|
|
|
|
|
|
Net Assets
|
|
|
|
|
|
|
$303,412,360
|
|
|
|
|
|
|
|
|
|
|
Net Asset Value, per share
($303,412,360/18,575,112 shares outstanding)
|
|
|
|
|
|
|
$16.33
|
|
|
|
|
|
|
|
|
|
|
STATEMENT
OF OPERATIONS
For the Year Ended August 31, 2010
|
|
|
|
|
|
|
|
|
Investment Income:
|
|
|
|
|
|
|
|
|
Dividends
|
|
|
|
|
|
$
|
9,094,772
|
|
Interest
|
|
|
|
|
|
|
18,541
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9,113,313
|
|
Less: Taiwan witholding tax (Note 1)
|
|
|
|
|
|
|
(1,784,769
|
)
|
|
|
|
|
|
|
|
|
|
Total investment income
|
|
|
|
|
|
|
7,328,544
|
|
Expenses:
|
|
|
|
|
|
|
|
|
Management fees (Note 3)
|
|
|
|
|
|
|
|
|
Basic fee
|
|
$
|
2,820,580
|
|
|
|
|
|
Performance adjustment
|
|
|
(604,177
|
)
|
|
|
|
|
Directors fees and expenses
|
|
|
459,131
|
|
|
|
|
|
Custodian fees
|
|
|
371,502
|
|
|
|
|
|
Legal fees
|
|
|
286,047
|
|
|
|
|
|
Administration and accounting fees
|
|
|
284,618
|
|
|
|
|
|
Taiwan stock dividend tax (Note 1)
|
|
|
281,305
|
|
|
|
|
|
Shareholder communications
|
|
|
83,300
|
|
|
|
|
|
Delaware franchise tax
|
|
|
81,913
|
|
|
|
|
|
Audit fees
|
|
|
77,521
|
|
|
|
|
|
Insurance fees
|
|
|
73,714
|
|
|
|
|
|
Compliance services fees
|
|
|
62,497
|
|
|
|
|
|
Transfer agent fees
|
|
|
23,180
|
|
|
|
|
|
Miscellaneous
|
|
|
34,990
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total expenses
|
|
|
|
|
|
|
4,336,121
|
|
|
|
|
|
|
|
|
|
|
Net Investment Income
|
|
|
|
|
|
|
2,992,423
|
|
|
|
|
|
|
|
|
|
|
Realized and Unrealized Gain (Loss) on:
|
|
|
|
|
|
|
|
|
Net realized gain on:
|
|
|
|
|
|
|
|
|
Investment securities
|
|
|
37,022,337
|
|
|
|
|
|
Foreign currency transactions
|
|
|
4,562,515
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
41,584,852
|
|
Net change in unrealized appreciation
(depreciation) on:
|
|
|
|
|
|
|
|
|
Investment securities
|
|
|
3,021,572
|
|
|
|
|
|
Foreign currency translations
|
|
|
61,721
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,083,293
|
|
|
|
|
|
|
|
|
|
|
Net realized and unrealized gain
|
|
|
|
|
|
|
44,668,145
|
|
|
|
|
|
|
|
|
|
|
Net increase in net assets resulting from operations
|
|
|
|
|
|
$
|
47,660,568
|
|
|
|
|
|
|
|
|
|
|
11
The
accompanying notes are an integral part of the financial
statements.
Financial
Statements
(continued)
STATEMENTS
OF CHANGES IN NET ASSETS
|
|
|
|
|
|
|
|
|
|
|
Year Ended
|
|
|
Year Ended
|
|
|
|
August 31, 2010
|
|
|
August 31, 2009
|
|
|
Increase (Decrease) in Net
Assets
|
|
|
|
|
|
|
|
|
Operations:
|
|
|
|
|
|
|
|
|
Net investment income
|
|
$
|
2,992,423
|
|
|
$
|
3,426,079
|
|
Net realized gain (loss) on investments and foreign currency
transactions
|
|
|
41,584,852
|
|
|
|
(81,913,015
|
)
|
Net change in unrealized appreciation (depreciation) on
investments and foreign currency transactions
|
|
|
3,083,293
|
|
|
|
46,832,774
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in net assets resulting from operations
|
|
|
47,660,568
|
|
|
|
(31,654,162
|
)
|
|
|
|
|
|
|
|
|
|
Distributions to shareholders from:
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
(1,312,691
|
)
|
|
|
(832,006
|
)
|
Distributions in excess of net investment income
|
|
|
|
|
|
|
(2,329,264
|
)
|
|
|
|
|
|
|
|
|
|
Total distributions to shareholders
|
|
|
(1,312,691
|
)
|
|
|
(3,161,270
|
)
|
|
|
|
|
|
|
|
|
|
Capital stock transactions:
|
|
|
|
|
|
|
|
|
Reinvestment of distributions from net investment income
|
|
|
2,435
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase (Decrease) in net assets
|
|
|
46,350,312
|
|
|
|
(34,815,432
|
)
|
|
|
|
|
|
|
|
|
|
Net Assets
|
|
|
|
|
|
|
|
|
Beginning of year
|
|
|
257,062,048
|
|
|
|
291,877,480
|
|
|
|
|
|
|
|
|
|
|
End of year
|
|
$
|
303,412,360
|
|
|
$
|
257,062,048
|
|
|
|
|
|
|
|
|
|
|
Accumulated undistributed net investment income (loss) included
in end of year net assets
|
|
$
|
307,733
|
|
|
$
|
(435,644
|
)
|
|
|
|
|
|
|
|
|
|
12
The
accompanying notes are an integral part of the financial
statements.
Financial
Statements
(continued)
STATEMENT
OF CASH FLOWS
For the Year Ended August 31, 2010
|
|
|
|
|
Increase/(decrease) in
cash
|
|
|
|
|
Cash flows from operating
activities:
|
|
|
|
|
Net increase in net assets from operations
|
|
$
|
47,660,568
|
|
Adjustments to reconcile net increase in net assets from
operations to net cash used in operating activities:
|
|
|
|
|
Purchase of investment securities
|
|
|
(287,983,069
|
)
|
Proceeds from disposition of investment securities
|
|
|
269,581,183
|
|
Proceeds from foreign cash transactions
|
|
|
4,624,236
|
|
Decrease in dividends receivable
|
|
|
325,494
|
|
Decrease in receivables for securities sold
|
|
|
601,807
|
|
Decrease in prepaid expenses
|
|
|
8,974
|
|
Decrease in payable for securities purchased
|
|
|
(2,731,695
|
)
|
Increase in accrued management fee
|
|
|
96,087
|
|
Increase in Taiwan stock dividend tax payable
|
|
|
148,624
|
|
Decrease in distribution payable
|
|
|
(2,327
|
)
|
Increase in accrued directors fees and expenses
|
|
|
9,116
|
|
Increase in compliance service fees
|
|
|
2,265
|
|
Decrease in other payables and accrued expenses
|
|
|
(75,614
|
)
|
Unrealized appreciation (depreciation) on investment securities
|
|
|
(3,021,572
|
)
|
Unrealized appreciation (depreciation) on assets and liabilities
denominated in foreign currencies
|
|
|
(61,721
|
)
|
Net realized gain on foreign currency transactions
|
|
|
(4,562,515
|
)
|
Net realized gain from investment securities
|
|
|
(37,022,337
|
)
|
|
|
|
|
|
Net cash used from operating activities
|
|
|
(12,402,496
|
)
|
|
|
|
|
|
Cash flows from financing
activities:
|
|
|
|
|
Cash distributions paid
|
|
|
(1,310,256
|
)
|
|
|
|
|
|
Net cash used in financing activities
|
|
|
(1,310,256
|
)
|
|
|
|
|
|
Net decrease in cash
|
|
|
(13,712,752
|
)
|
Cash:
|
|
|
|
|
Beginning of period
|
|
|
28,208,551
|
|
|
|
|
|
|
End of period
|
|
$
|
14,495,799
|
|
|
|
|
|
|
Noncash
financing activities not included herein consist of reinvestment
of dividends and distributions of $2,435.
13
The
accompanying notes are an integral part of the financial
statements.
Financial
Statements
(continued)
FINANCIAL
HIGHLIGHTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended August 31,
|
|
|
|
2010ˆ
|
|
|
2009
|
|
|
2008
|
|
|
2007
|
|
|
2006
|
|
|
Selected Per Share Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, beginning of year
|
|
$
|
13.84
|
|
|
$
|
15.71
|
|
|
$
|
23.73
|
|
|
$
|
17.39
|
|
|
$
|
14.76
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from Investment Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income(a)
|
|
|
0.16
|
|
|
|
0.18
|
|
|
|
0.27
|
|
|
|
0.16
|
|
|
|
0.00
|
*
|
Net realized and unrealized gain (loss) on investments and
foreign currency transactions
|
|
|
2.40
|
|
|
|
(1.88
|
)
|
|
|
(4.91
|
)
|
|
|
6.18
|
|
|
|
2.68
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total from investment operations
|
|
|
2.56
|
|
|
|
(1.70
|
)
|
|
|
(4.64
|
)
|
|
|
6.34
|
|
|
|
2.68
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Less Distributions to Shareholders from:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income
|
|
|
(0.07
|
)
|
|
|
(0.04
|
)
|
|
|
(0.43
|
)
|
|
|
|
|
|
|
(0.05
|
)
|
Net realized gains
|
|
|
|
|
|
|
|
|
|
|
(2.76
|
)
|
|
|
|
|
|
|
|
|
Distributions in excess of net investment income
|
|
|
|
|
|
|
(0.13
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total distributions to shareholders
|
|
|
(0.07
|
)
|
|
|
(0.17
|
)
|
|
|
(3.19
|
)
|
|
|
|
|
|
|
(0.05
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital Share Transactions:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(Dilution) to net asset value, resulting from issuance of shares
in stock dividend
|
|
|
|
|
|
|
|
|
|
|
(0.19
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, end of year
|
|
$
|
16.33
|
|
|
$
|
13.84
|
|
|
$
|
15.71
|
|
|
$
|
23.73
|
|
|
$
|
17.39
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Market value, end of year
|
|
$
|
14.67
|
|
|
$
|
12.14
|
|
|
$
|
14.32
|
|
|
$
|
21.43
|
|
|
$
|
15.83
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Return
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Per share market value
|
|
|
21.42
|
%
|
|
|
(13.68
|
)%
|
|
|
(20.29
|
)%
|
|
|
35.38
|
%
|
|
|
19.05
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratio and Supplemental Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Assets, end of year (000s)
|
|
$
|
303,412
|
|
|
$
|
257,062
|
|
|
$
|
291,877
|
|
|
$
|
388,316
|
|
|
$
|
284,561
|
|
Ratio of expenses before fee waiver(b)
|
|
|
1.49
|
%
|
|
|
1.79
|
%
|
|
|
1.97
|
%
|
|
|
1.94
|
%
|
|
|
1.92
|
%(c)
|
Ratio of expenses before fee waiver, excluding stock dividend
tax expense
|
|
|
1.40
|
%
|
|
|
1.66
|
%
|
|
|
1.87
|
%
|
|
|
1.82
|
%
|
|
|
1.77
|
%(c)
|
Ratio of expenses after fee waiver
|
|
|
1.49
|
%
|
|
|
1.63
|
%
|
|
|
1.71
|
%
|
|
|
1.82
|
%
|
|
|
1.77
|
%(c)
|
Ratio of net investment income
|
|
|
1.03
|
%
|
|
|
1.61
|
%
|
|
|
1.35
|
%
|
|
|
0.80
|
%
|
|
|
0.02
|
%(c)
|
Portfolio turnover rate
|
|
|
101
|
%
|
|
|
109
|
%
|
|
|
85
|
%
|
|
|
78
|
%
|
|
|
110
|
%
|
|
|
(a)
|
Based
on average shares outstanding during the period.
|
(b)
|
Expense
ratio includes 20% tax paid on stock dividends received by the
Fund.
|
(c)
|
Ratio
includes reduction of the Management fee; see Note 3.
Without this reduction the ratios would be 1.98%, 1.82% and
-0.04%, respectively.
|
*
|
Amount
represents less than $0.005 per share.
|
|
|
ˆ
|
As
of May 8, 2010, Martin Currie succeeded HSBC Global Asset
Management (Taiwan) Limited (HSBC) as the
Funds investment adviser.
|
14
The
accompanying notes are an integral part of the financial
statements.
Notes
to Financial Statements
|
|
1.
|
Significant
Accounting Policies
|
The Taiwan Fund, Inc. (the Fund), a Delaware
corporation, is registered under the Investment Company Act of
1940, as amended (the Act), as a diversified
closed-end management investment fund.
The Fund concentrates its investments in the securities listed
on the Taiwan Stock Exchange. Because of this concentration, the
Fund may be subject to additional risks resulting from future
political or economic conditions in Taiwan and the possible
imposition of adverse governmental laws of currency exchange
restrictions affecting Taiwan.
Events or transactions occurring after year end through the date
the financial statements were issued, have been evaluated by
management in the preparation of the financial statements. The
following summarizes the significant accounting policies
followed by the Fund in the preparation of its financial
statements in conformity with U.S. generally accepted
accounting principles.
Security
Valuation. All securities, including those
traded
over-the-counter,
for which market quotations are readily available are valued at
the last sales price prior to the time of determination of the
Funds net asset value per share or, if there were no sales
on such date, at the closing price quoted for such securities
(but if bid and asked quotations are available, at the mean
between the last current bid and asked prices, rather than such
quoted closing price). In certain instances where the price
determined above may not represent fair market value, the value
is determined in such manner as the Board of Directors (the
Board) may prescribe. Foreign securities may be
valued at fair value according to procedures approved by the
Board if the closing price is not reflective of current market
values due to trading or events occurring in the valuation time
of the Fund. In addition, substantial changes in values in the
U.S. markets subsequent to the close of a foreign market
may also affect the values of securities traded in the foreign
market. Short-term investments, having a maturity of
60 days or less are valued at amortized cost, which
approximates market value, with accrued interest or discount
earned included in interest receivable.
The Fund has adopted fair valuation accounting standards which
establish a definition of fair value and set out a hierarchy for
measuring fair value. These standards require additional
disclosures about the various inputs and valuation techniques
used to develop the measurements of fair value and a discussion
in changes in valuation techniques and related inputs during the
period. These inputs are summarized in the three broad levels
listed below:
|
|
|
Level 1 quoted unadjusted prices for identical
instruments in active markets to which the fund has access at
the date of measurement.
|
|
|
Level 2 quoted prices for similar instruments
in active markets; quoted prices for identical or similar
instruments in markets that are not active; and model derived
valuations in which all significant inputs and significant value
drivers are observable in active markets. Level 2 inputs
are those in markets for which there are few transactions, the
prices are not current, little public information exists or
instances where prices vary substantially over time or among
brokered market makers.
|
|
|
Level 3 model derived valuations in which one
or more significant inputs or significant value drivers are
unobservable. Unobservable inputs are those inputs that reflect
the Funds own assumptions that market participants would
use to price the asset or liability based on the best available
information.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments in Securities
|
|
Level 1
|
|
|
Level 2
|
|
|
Level 3
|
|
|
Total
|
|
|
Common Stocksˆ
|
|
$
|
287,844,829
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
287,844,829
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
287,844,829
|
|
|
$
|
|
|
|
$
|
|
|
|
$
|
287,844,829
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
ˆ |
See schedule of investments for industry breakout.
|
The inputs or methodology used for valuing securities are not
necessarily an indication of the risk associated with investing
in those securities.
In January 2010, the Financial Accounting Standards Board issued
Accounting Standards Update
No. 2010-06,
Improving
15
Notes
to Financial Statements
(continued)
|
|
1.
|
Significant
Accounting Policies
continued
|
Disclosures about Fair Value Measurements (ASU
2010-06).
ASU 2010-06
requires new disclosures regarding transfers in and out of
Levels 1 and 2 effective for interim and annual reporting
periods beginning after December 15, 2009. For the year
ended August 31, 2010, there were no transfers between
Levels 1 and 2. ASU
2010-06 will
also require additional details regarding Level 3
transaction activity effective for interim and annual periods
beginning after December 15, 2010. Management is currently
evaluating the effect that this additional requirement will have
on the Funds financial statements.
Repurchase
Agreements. In connection with
transactions in repurchase agreements, it is the Funds
policy that its custodian take possession of the underlying
collateral securities, the fair value of which exceeds the
principal amount of the repurchase transaction, including
accrued interest, at all times. If the seller defaults, and the
fair value of the collateral declines, realization of the
collateral by the Fund may be delayed or limited.
Foreign Currency
Translation. The financial accounting
records of the Fund are maintained in U.S. dollars.
Investment securities, other assets and liabilities denominated
in a foreign currency are translated into U.S. dollars at
the current exchange rate. Purchases and sales of securities,
income receipts and expense payments are translated into
U.S. dollars at the exchange rate on the dates of the
transactions.
Reported net realized gains and losses on foreign currency
transactions represent net gains and losses from disposition of
foreign currencies, currency gains and losses realized between
the trade dates and settlement dates of security transactions,
and the difference between the amount of net investment income
accrued and the U.S. dollar amount actually received. The
effects of changes in foreign currency exchange rates on
investments in securities are not segregated in the Statement of
Operations from the effects of changes in market prices of those
securities, but are included in realized and unrealized gain or
loss on investments in securities.
Forward Foreign Currency
Transactions. A forward foreign currency
contract (Forward) is an agreement between two
parties to buy or sell currency at a set price on a future date.
The Fund may enter into Forwards in order to hedge foreign
currency risk or for other risk management purposes. Realized
gains or losses on Forwards include net gains or losses on
contracts that have matured or which the Fund has terminated by
entering into an offsetting closing transaction. Unrealized
appreciation or depreciation of Forwards is included in the
Statement of Assets and Liabilities and is carried on a net
basis. The portfolio could be exposed to risk of loss if the
counterparty is unable to meet the terms of the contract or if
the value of the currency changes unfavorably. As of
August 31, 2010 the Fund had no open Forwards.
Indemnification
Obligations. Under the Funds
organizational documents, its Officers and Directors are
indemnified against certain liabilities arising out of the
performance of their duties to the Fund. In addition, in the
normal course of business the Fund enters into contracts that
provide general indemnifications to other parties. The
Funds maximum exposure under these arrangements is unknown
as this would involve future claims that may be made against the
Fund that have not yet occurred.
Taxes. As
a qualified regulated investment Fund under Subchapter M of the
Internal Revenue Code, the Fund is not subject to income taxes
to the extent that it distributes all of its investment Fund
taxable income and net realized capital gains for its fiscal
year. In addition to federal income tax for which the Fund is
liable on undistributed amounts, the Fund is subject to federal
excise tax on undistributed investment company taxable income
and net realized capital gains. The Fund is organized in
Delaware and as such is required to pay Delaware an annual
franchise tax. Also, the Fund is currently subject to a Taiwan
security transaction tax of 0.3% on equities and 0.1% on mutual
fund shares of the transaction amount.
The Funds functional currency for tax reporting purposes
is the New Taiwan dollar.
The Fund recognizes the tax benefits of uncertain tax positions
only where the position is more likely than not to
be
16
Notes
to Financial Statements
(continued)
|
|
1.
|
Significant
Accounting Policies
continued
|
sustained assuming examination by tax authorities. Management
has analyzed the Funds tax positions, and has concluded
that no liability for unrecognized tax benefits should be
recorded related to uncertain tax positions taken on returns
filed for open tax years
(2007-2009),
or expected to be taken in the Funds 2010 tax returns. The
Fund identifies its major tax jurisdictions as
U.S. Federal, Delaware and foreign jurisdictions where the
Fund is not aware of any tax positions for which it is
reasonably possible that the total amounts of unrecognized tax
benefits will change materially in the next twelve months.
Investment
Income. Dividend income is recorded on the
ex-dividend date; except, where the ex-dividend date may have
passed, certain dividends from foreign securities are recorded
as soon as the Fund is informed of the ex-dividend date.
Taiwanese companies typically declare dividends in the
Funds third fiscal quarter of each year. As a result, the
Fund receives substantially less dividend income in the first
half of its year. Interest income, which includes accretion of
original discount, is accrued as earned.
Dividend and interest income generated in Taiwan is subject to a
20% withholding tax. Stock dividends received (except those
which have resulted from capitalization of capital surplus) are
taxable at 20% of the par value of the stock dividends received.
Distributions to
Shareholders. The Fund distributes to
stockholders at least annually, substantially all of its taxable
ordinary income and expects to distribute its taxable net
realized gains. Certain foreign currency gains (losses) are
taxable as ordinary income and, therefore, increase (decrease)
taxable ordinary income available for distribution. Pursuant to
the Dividend Reinvestment and Cash Purchase Plan (the
Plan), stockholders may elect to have all cash
distributions automatically reinvested in Fund shares. (See the
summary of the Plan.) Unless the Board elects to make a
distribution in shares of the Funds common stock,
stockholders who do not participate in the Plan will receive all
distributions in cash paid by check in U.S. dollars. Income
and capital gain distributions are determined in accordance with
income tax regulations, which may differ from
U.S. generally accepted accounting principles. No capital
gain distributions shall be made until any capital loss
carryforwards have been fully utilized or expired.
These differences are primarily due to differing treatments for
foreign currency transactions, losses deferred due to wash
sales, post October loss deferrals and capital loss
carryforwards. Permanent book and tax basis differences relating
to shareholder distributions will result in reclassifications to
paid in capital. For the year ended August 31, 2010, the
Fund decreased undistributed net investment income by
$(936,355), increased paid in capital by $5,427,580, and
increased accumulated net realized loss by $(4,491,225). These
reclassifications have no effect on the net assets or net asset
value per share.
Security
Transactions. Security transactions are
accounted as of the trade date. Gains and losses on securities
sold are determined on the basis of identified cost.
Use of
Estimates. The preparation of financial
statements in conformity with U.S. generally accepted
accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and
liabilities at the date of the financial statements and the
reported amounts of increases and decreases in net assets from
operations during the reporting period. Actual results could
differ from those estimates.
|
|
2.
|
Purchases
and Sales of Securities
|
For the fiscal year ended August 31, 2010, purchases and
sales of securities, other than short-term securities,
aggregated $287,983,069 and $273,648,605, respectively.
|
|
3.
|
Management
Fees and Other Service Providers
|
Management
Fee. As the Funds investment
adviser, HSBC, received a basic fee that is computed daily at an
annual rate of 1.00% of the Funds average net assets. The
basic fee is subject to monthly performance adjustments based on
the Funds investment performance as compared to the Taiwan
Stock Exchange Index over a rolling
36-month
period (the
17
Notes
to Financial Statements
(continued)
|
|
3.
|
Management
Fees and Other Service Providers
continued
|
performance adjustments). The basic fee may increase
or decrease by + or -0.30% depending on the Funds
performance.
Effective January 1, 2008 through March 31, 2009, HSBC
agreed to waive a portion of the basic fee so that the basic fee
will not exceed 1.00% of the Funds average daily net
assets. The performance adjustments remained unchanged by this
fee waiver.
On April 26, 2010, the stockholders of the Fund voted to
approve an Investment Advisory and Management Agreement (the
New Advisory Agreement) between the Fund and Martin
Currie, Inc. (Martin Currie), the Funds new
investment adviser, which had been approved on January 21,
2010 by the Board and all of the Independent Directors.
Effective on May 8, 2010, the New Advisory Agreement
replaced the Discretionary Investment Management Contract that
was in place between the Fund and HSBC. Under the New Advisory
Agreement, Marin Currie is entitled to receive a fee for its
services, computed daily and payable monthly in U.S. dollars, at
the annual rate of 0.90% on the first $150 million in total
net assets under management, 0.80% on the next $150 million
in total net assets under management and 0.70% on total net
assets under management over $300 million.
For the year ended August 31, 2010, the management fee,
including the performance adjustments, was equivalent to an
annual rate of 0.76% of average net assets.
Administration
Fees. State Street Bank and
Trust Company (State Street) provides, or
arranges for the provision of certain administrative and
accounting services for the Fund, including maintaining the
books and records of the Fund, and preparing certain reports and
other documents required by federal
and/or state
laws and regulations. The Fund pays State Street a fee at the
annual rate of 0.11% of the Funds average daily net assets
up to $150 million, 0.08% of the next $150 million,
and 0.05% of those assets in excess of $300 million,
subject to certain minimum requirements. The Fund also pays
State Street $130,000 per year for certain legal administrative
services, including corporate secretarial services and preparing
regulatory filings. As of August 31, 2010, State Street
succeeded Mega Bank as custodian for the Funds Taiwan
assets and now serves as custodian for all the Funds
assets.
Directors
Fees. The Fund pays each of its directors
who is not a director, officer or employee of the investment
adviser an annual fee of $20,000 plus $2,500 for each Board of
Directors meeting or Committee meeting attended, and
$2,500 for each meeting attended by telephone. In addition, the
Fund will reimburse each of the directors for travel and
out-of-pocket
expenses incurred in connection with Board of Directors
meetings.
Other Service
Providers. Foreside Compliance Services,
LLC (FCS) provides the Fund with a Chief Compliance
Officer. Effective May 8, 2010, Foreside Management
Services, LLC (FMS) provides the Fund with a
Treasurer. Martin Currie pays FMS customary fees for its
services pursuant to the Treasury Services Agreement between the
Fund and FMS dated May 8, 2010. Neither FCS or FMS have a
role in determining the Funds investment policies or which
securities are purchased or sold by the Fund.
General. Certain
directors and officers of the Fund may also be directors or
employees of the aforementioned companies that provide services
to the Fund, and during their terms of office, receive no
compensation from the Fund.
At August 31, 2010, there were 100,000,000 shares of
$0.01 par value capital stock authorized, of which
18,575,112 were issued and outstanding. On January 8, 2010,
the Fund issued 166 shares of its common stock, valued at
$2,435, to stockholders participating in the Funds
Dividend Reinvestment and Cash Purchase Plan.
18
Notes
to Financial Statements
(continued)
The tax character of distributions made by the Fund during the
year ended August 31, 2009 and August 31, 2010 are as
follows:
|
|
|
|
|
|
|
Year Ended
|
|
|
|
August 31, 2009
|
|
|
Ordinary Income
|
|
$
|
832,006
|
|
Distributions in Excess of Current Earnings
|
|
|
2,329,264
|
|
|
|
|
|
|
Total
|
|
$
|
3,161,270
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
|
|
|
|
August 31, 2010
|
|
|
Ordinary Income
|
|
$
|
1,312,691
|
|
|
|
|
|
|
Total
|
|
$
|
1,312,691
|
|
|
|
|
|
|
As of August 31, 2010, the components of distributable
earnings on a tax basis were $307,733 of Undistributed Ordinary
Income, $0 of Undistributed Long-Term Capital Gain, $52,904,121
of Unrealized Appreciation, $0 of post October capital and
currency losses, and $(43,053,037) of capital loss carryover.
The difference between book basis and tax basis unrealized
appreciation and depreciation is attributable primarily to the
tax deferral of losses on wash sales. At August 31, 2010,
the aggregate cost basis of the Funds investment
securities for income tax purposes was $234,931,349. Net
unrealized appreciation of the Funds investment securities
was $52,913,480 of which $59,974,065 related to appreciated
investment securities and $(7,060,585) related to depreciated
investment securities.
At August 31, 2010, the Fund had available for federal
income tax purposes a capital loss carryover of $(43,053,037) of
which $(34,329,861) and $(8,723,176) expire on August 31,
2017 and August 31, 2018, respectively, which can be used
to offset certain future realized capital gains.
19
Report
of Independent Registered Public Accounting Firm
To the
Board of Directors and
Shareholders of
The Taiwan Fund, Inc.
We have audited the accompanying statement of assets and
liabilities of The Taiwan Fund, Inc. (the Fund),
including the schedule of investments, as of August 31,
2010, and the related statement of operations for the year then
ended, the statements of changes in net assets for each of the
two years in the period then ended, and the financial highlights
for each of the four years in the period then ended. These
financial statements and financial highlights are the
responsibility of the Funds management. Our responsibility
is to express an opinion on these financial statements and
financial highlights based on our audits. The financial
highlights for the year ended August 31, 2006 have been
audited by other auditors, whose report dated October 19,
2006 expressed an unqualified opinion on such financial
highlights.
We conducted our audits in accordance with the standards of the
Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. The Fund
is not required to have, nor were we engaged to perform, an
audit of its internal control over financial reporting. Our
audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Funds
internal control over financial reporting. Accordingly, we
express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles
used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. Our
procedures included confirmation of securities owned as of
August 31, 2010, by correspondence with the custodian and
brokers. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements and financial
highlights referred to above present fairly, in all material
respects, the financial position of The Taiwan Fund, Inc. as of
August 31, 2010, the results of its operations for the year
then ended, the changes in its net assets for each of the two
years in the period then ended, and the financial highlights for
each of the four years in the period then ended, in conformity
with accounting principles generally accepted in the United
States of America.
Philadelphia, Pennsylvania
October 25, 2010
20
Other
Information
(unaudited)
Federal Tax
Information. The Fund has made an election
under Internal Revenue Code Section 853 to pass through
foreign taxes paid by the Fund to its shareholders. For the year
ended August 31, 2010, the total amount of foreign taxes
paid that will be passed through to shareholders and foreign
source income for information reporting purposes will be
$1,032,263 (representing taxes withheld plus taxes on stock
dividends) and $9,108,721, respectively.
Results of Annual Stockholder Meeting Voting Held
April 26, 2010, May 6, 2010, May 13, 2010,
May 20, 2010, May 27, 2010 and June 15, 2010
|
|
1.) |
Election of Directors The stockholders of the
Fund elected Harvey Chang, Michael F. Holland, Christina Liu,
Joe O. Rogers, Bing Shen, M. Christopher Canavan, Jr. and
Anthony Kai Yiu Lo to the Board to hold office until their
successors are elected and qualified.
|
|
|
|
|
|
|
|
|
|
|
|
For
|
|
|
Withheld
|
|
|
Harvey Chang
|
|
|
11,065,523
|
|
|
|
650,230
|
|
Michael F. Holland
|
|
|
11,177,767
|
|
|
|
537,985
|
|
Christina Liu
|
|
|
11,309,711
|
|
|
|
406,041
|
|
Joe O. Rogers
|
|
|
11,325,103
|
|
|
|
390,649
|
|
Bing Shen
|
|
|
11,309,893
|
|
|
|
405,860
|
|
M. Christopher Canavan, Jr.
|
|
|
11,331,497
|
|
|
|
384,255
|
|
Anthony Kai Yiu Lo
|
|
|
11,309,305
|
|
|
|
406,448
|
|
|
|
2.) |
Approval of Investment Advisory and Management Agreement
between the Fund and Martin Currie The
stockholders of the Fund approved a new Investment Advisory and
Management Agreement between the Fund and Martin Currie, the
Funds new investment adviser.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
|
|
Against
|
|
|
Abstain
|
|
|
Non-Votes
|
|
|
8,169,927
|
|
|
290,753
|
|
|
|
1,702,480
|
|
|
|
1,552,592
|
|
|
|
3.) |
Approval of an amendment to the Funds Restated
Certificate of Incorporation The stockholders of
the Fund approved an amendment to the Funds Restated
Certificate of Incorporation which increased the number of
authorized shares of Common Stock for the Fund from 20,000,000
to 100,000,000.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For
|
|
Against
|
|
|
Abstain
|
|
|
Non-Votes
|
|
|
9,365,353
|
|
|
2,904,395
|
|
|
|
42,035
|
|
|
|
0
|
|
Share
Repurchase Program
The Funds Board, at a meeting held on April 23, 2001,
authorized the Fund to repurchase up to 15% of the Funds
outstanding shares of common stock. The Fund will purchase such
shares in the open market at times and prices determined by
management of the Fund to be in the best interest of
stockholders of the Fund. As of August 31, 2010 no shares
have been repurchased by the Fund.
21
Other
Information
(unaudited)
(continued)
Privacy
Policy
Privacy
Notice
The Taiwan Fund, Inc. collects nonpublic personal information
about its shareholders from the following sources:
|
|
o
|
Information it receives from shareholders on applications or
other forms;
|
o
|
Information about shareholder transactions with the Fund, its
affiliates, or others; and
|
o
|
Information it receives from a consumer reporting agency.
|
The Funds policy is to not disclose nonpublic personal
information about its shareholders to nonaffiliated third
parties (other than disclosures permitted by law).
The Fund restricts access to nonpublic personal information
about its shareholders to those agents of the Fund who need to
know that information to provide products or services to
shareholders. The Fund maintains physical, electronic, and
procedural safeguards that comply with federal standards to
guard it shareholders nonpublic personal information.
Proxy
Voting Policies and Procedures
A description of the policies and procedures that are used by
the Funds investment adviser to vote proxies relating to
the Funds portfolio securities is available
(1) without charge, upon request, by calling
1-877-864-5056; and (2) as an exhibit to the Funds
annual report on
Form N-CSR
which is available on the website of the Securities and Exchange
Commission (the Commission) at
http://www.sec.gov.
Information regarding how the investment adviser voted these
proxies during the most recent
12-month
period ended June 30 is available without change, upon request,
by calling the same number or by accessing the Commissions
website.
Quarterly
Portfolio of Investments
The Fund files with the Securities and Exchange Commission its
complete schedule of portfolio holdings on
Form N-Q
for the first and third quarters of each fiscal year. The
Funds
Form N-Qs
are available on the Commissions website at
http://www.sec.gov.
Additionally, the Portfolio of Investments may be reviewed and
copied at the Commissions Public Reference Room in
Washington, D.C. Information on the operation of the Public
Reference Room may be obtained by calling
1-800-SEC-0330.
The most recent
Form N-Q
is available without charge, upon request, by calling
1-877-864-5056.
Certifications
The Funds chief executive officer has certified to the New
York Stock Exchange that, as of April 29, 2010, he was not
aware of any violation by the Fund of applicable New York Stock
Exchange corporate governance listing standards. The Fund also
has included the certifications of the Funds chief
executive officer and chief financial officer required by
Section 302 and Section 906 of the Sarbanes-Oxley Act
of 2002 in the Funds
Form N-CSR
file with the Securities and Exchange Commission, for the period
of this report.
22
Summary
of Dividend Reinvestment and
Cash Purchase Plan
What
is the Dividend Reinvestment and Cash Purchase Plan?
The Dividend Reinvestment and Cash Purchase Plan (the
Plan) offers shareholders of the Fund, a prompt and
simple way to reinvest their dividends and capital gains
distributions in shares of the Fund. The Fund will distribute to
shareholders, at least annually, substantially all of its net
income and expects to distribute annually its net realized
capital gains. Computershare Trust Company, N.A. (the
Plan Administrator), acts as Plan Administrator for
shareholders in administering the Plan. The Plan also allows you
to make optional cash investments in Fund shares through the
Plan Administrator.
Who
Can Participate in the Plan?
If you own shares in your own name, you can elect to participate
directly in the Plan. If you own shares that are held in the
name of a brokerage firm, bank, or other nominee, you should
contact your nominee to arrange for them to participate on your
behalf.
What
Does the Plan Offer?
The Plan has two components; reinvestment of dividends and
capital gains distributions, and a voluntary cash purchase
feature.
Reinvestment
of dividends and capital gains distributions
If you choose to participate in the Plan, your dividends and
capital gains distributions will be promptly invested for you,
automatically increasing your holdings in the Fund. If the Fund
declares a dividend or capital gains distribution payable in
cash, you will automatically receive shares purchased by the
Plan Administrator on the open market. You will be charged a per
share fee (currently $0.05) incurred with respect to the Plan
Administrators open market purchases.
If a distribution is declared which is payable in shares or cash
at the option of the shareholder and if on the valuation date
(generally the payable date) the market price of shares is equal
to or exceeds their net asset value, the Fund will issue new
shares to you at the greater of the following: (a) net
asset value per share or (b) 95% of the market price per
share. If the market price per share on the valuation date is
less than the net asset value per share, the Fund will issue new
shares to you at the market price per share on the valuation
date.
All reinvestments are in full and fractional shares, carried to
three decimal places. In the case of foreign
(non-U.S.)
shareholders, reinvestment will be made net of applicable
withholding tax.
The Plan will not operate if a distribution is declared in
shares only, subject to an election by the shareholders to
receive cash.
Voluntary
cash purchase option
Plan participants have the option of making investments in Fund
shares through the Plan Administrator. You may invest any amount
from $100 to $3,000 semi-annually. The Plan Administrator will
purchase shares for you on the New York Stock Exchange or
otherwise on the open market on or about February 15 and
August 15. If you hold shares in your own name, you should
deal directly with the Plan Administrator. Checks in
U.S. dollars and drawn in U.S. banks) should be made
payable to Computershare. The Plan Administrator
will not accept cash, travelers checks, money orders, or
third party checks. We suggest you send your check, along with a
completed transaction form which is attached to each statement
you receive, to the following address to be received at least
two business days before the investment date: Computershare,
c/o The
Taiwan Fund, Inc. at P.O. Box 43078,
23
Summary
of Dividend Reinvestment and
Cash Purchase Plan
(continued)
Providence, RI
02940-3078.
The Plan Administrator will return any cash payments received
more than thirty days prior to February 15 or
August 15, and you will not receive interest on uninvested
cash payments. If you own shares that are held in the name of a
brokerage firm, bank, or other nominee, you should contact your
nominee to arrange for them to participate in the cash purchase
option on your behalf.
If your check is returned unpaid for any reason, the Plan
Administrator will consider the request for investment of such
funds null and void, and shall immediately remove these shares
from your account. The Plan Administrator shall be entitled to
sell shares to satisfy any uncollected amount plus any
applicable fees. If the net proceeds of the sale are
insufficient to satisfy the balance of any uncollected amounts,
the Plan Administrator shall be entitled to sell such additional
shares from your account as may be necessary to satisfy the
uncollected balance.
Is
There a Cost to Participate?
For purchases from the reinvestment and capital gains
distributions, you will pay a pro rata portion of brokerage
commissions payable with respect to purchases of shares by the
Plan Administrator on the open market. You will also be charged
a per share fee (currently $0.05) incurred with respect to the
Plan Administrators open market purchases in connection
with the reinvestment of dividends and capital gains
distributions. Brokerage charges for purchasing shares through
the Plan are expected to be less than the usual brokerage
charges for individual transactions, because the Plan
Administrator will purchase stock for all participants in
blocks, resulting in lower commissions for each individual
participant. The Plan Administrators transaction fees for
handling capital gains distributions or income dividends will be
paid by the Fund.
For purchases from voluntary cash payments, participants are
charged a service fee (currently $0.75 per investment) and a per
fee (currently $0.05) for each voluntary cash investment. Per
share fees include any brokerage commissions the Plan
Administrator is required to pay.
Brokerage commissions and service fees, if any, will be deducted
from amounts to be invested.
What
Are the Tax Implications for Participants?
You will receive tax information annually for your personal
records and to help you prepare your federal income tax return.
The automatic reinvestment of dividends and capital gains
distributions does not relieve you of any income tax which may
be payable on dividends or distributions. For further
information as to the tax consequences of participating in the
Plan, you should consult with your tax advisors.
If the Fund issues shares upon reinvestment of a dividend or
capital gains distribution, for U.S. federal income tax
purposes, the amount reportable in respect of the reinvested
amount of the dividend or distribution will be the fair market
value of the shares received as of the payment date, which will
be reportable as ordinary dividend income
and/or long
term capital gains. The shares will have a tax basis equal to
such fair market value, and the holding period for the shares
will begin on the day after the payment date. State, local and
foreign taxes may also be applicable.
24
Summary
of Dividend Reinvestment and
Cash Purchase Plan
(continued)
Once
Enrolled in the Plan, May I Withdraw From It?
You may withdraw from the Plan without penalty at any time by
calling the Plan Administrator at
1-800-426-5523,
by accessing your Plan account at the Plan Administrators
web site, www.computershare.com/investor or by written
notice to the Plan Administrator.
If you withdraw, you will receive, without charge, stock
certificates issued in your name for all full shares, and a
check for any fractional share (valued at the market value of
the shares at the time of withdrawal or termination) less any
applicable fees. You may also request that the Plan
Administrator sell your shares and send you the proceeds, less a
transaction fee of $2.50 and a per share fee of $0.15 for any
request for withdrawal or termination. The per share fee
includes any brokerage commissions the Plan Administrator is
required to pay. Alternatively, you may also request that the
Plan Administrator move your whole shares to the Direct
Management System, which would allow you to maintain ownership
of those whole shares in book entry form on the records of the
Fund.
All sale requests having an anticipated market value of $100,000
or more are expected to be submitted in written form. In
addition, all sale requests within thirty (30) days of an
address change are expected to be submitted in written form.
Whom
Should I Contact for Additional Information?
If you hold shares in your own name, please address all notices,
correspondence, questions, or other communications regarding the
Plan to: Computershare,
c/o The
Taiwan Fund, Inc. at P.O. Box 43078, Providence, RI
02940-3078,
by telephone at
1-800-426-5523
or through the Internet at
www.computershare.com/investor. If your shares are not
held in your name, you should contact your brokerage firm, bank,
or other nominee for more information and to arrange for them to
participate in the Plan on your behalf.
Either the Fund or the Plan Administrator may amend or
terminate the Plan. Except in the case of amendments necessary
or appropriate to comply with applicable law, rules or policies
or a regulatory authority, participants will be mailed written
notice at least 30 days before the effective date of any
amendment. In the case of termination, participants will be
mailed written notice at least 30 days before the record
date of any dividend or capital gains distribution by the
Fund.
25
Directors
and Officers
(unaudited)
The following table sets forth certain information concerning
each of the directors and officers of the Fund.
Directors serve from the time of election and qualifications at
the Funds annual meeting of stockholders until their next
succeeding election or until their respective successors have
been elected and qualified. All officers serve for one year or
until their respective successors are chosen and qualified.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Directorships in Publicly-Held
|
Name, Address and (Age)
|
|
Present Office with the Fund
|
|
Since
|
|
|
Principal Occupation or Employment During Past
Five Years
|
|
Companies (Directors Only)
|
|
Directors Considered
Independent
Persons
|
|
|
|
|
|
|
|
|
Harvey Chang(59)
21/F,
No. 172-1,
Section 2,
Ji-Lung Road Taipei,
Taiwan, ROC 106
|
|
Chairman of the Board (since July 2005) and Director
|
|
|
2005
|
|
|
President and Chief Executive Officer, Taiwan Mobile Company
Limited (September 2003-present).
|
|
Director, Taiwan Mobile Company Limited (2003-present);
Director, CX Technology Corp.; Director, Lite-On Technology Corp.
|
Joe O. Rogers(61)
2477 Foxwood Drive
Chapel Hill, NC 27514
|
|
Director
|
|
|
1986
|
|
|
Manager, The Rogers Team LLC (July 2001-present); President,
Roger International LLC (2010 to present); Visiting Professor,
Fudan University School of Management (2010 to present).
|
|
Director and Member of the Audit Committee, The China Fund, Inc.
(1992-present)
|
M. Christopher Canavan, Jr.(71)
73 Brook Street
Wellesley, MA 02482
|
|
Director
|
|
|
2003
|
|
|
Independent Consultant (2000-present).
|
|
|
Anthony Kai Yiu Lo(61)
2/F Hong Villa
12 Bowen Street
Hong Kong
|
|
Director
|
|
|
2003
|
|
|
Chairman, Shanghai-Century Capital Ltd. (January
2009-present);
Chairman and Co-CEO, Shanghai Century Acquisition Inc. (January
2006-March 2009); Director, Prime Credit Ltd./Advantage Ltd.
(2004-January 2006); Founder and Managing Director, Prime Credit
Ltd. (2001-January 2006).
|
|
Independent Non-Executive Director and Chairman of the Audit
Committee, Mecox Lane Limited (October
2010-present);
Director, Bosera China Fund plc (October 2010 to present).
|
Bing Shen(61)
1755 Jackson Street, #405
San Francisco, CA 94109
|
|
Director
|
|
|
2007
|
|
|
Independent Consultant (2005-present); President, CDIB &
Partners Investment Holding Corporation (May 2004-August 2005);
Executive Vice President, China Development Industrial Bank
(CDIB) (March 1999-May 2004).
|
|
Supervisor, CTCI Corporation; Chairman, Audit Committee, CTCI
Corporation; Independent Non-Executive Director, Delta Networks,
Inc.; Independent Director, Far Eastern International Bank.
|
Michael F. Holland(66)
375 Park Avenue, Suite 2108
New York, New York 10152
|
|
Director
|
|
|
2007
|
|
|
Chairman, Holland & Company L.L.C. (1995-present).
|
|
Director, The Holland Balanced Fund, Inc., The China Fund, Inc.
and Reaves Utility Income Fund; Trustee, State Street Master
Funds and State Street Institutional Investment Trust.
|
26
Directors
and Officers
(unaudited)
(continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Directorships in Publicly-Held
|
Name, Address and (Age)
|
|
Present Office with the Fund
|
|
Since
|
|
|
Principal Occupation or Employment During Past
Five Years
|
|
Companies (Directors Only)
|
|
Directors Considered
Independent Persons (continued)
|
|
|
|
|
|
|
|
|
|
|
Officers
|
|
|
|
|
|
|
|
|
|
|
Jamie Skinner(49)
Martin Currie Investment Management Limited
Saltire Court
20 Castle Terrace
Edinburgh, EH12ES
Scotland
|
|
President
|
|
|
2010
|
|
|
Director, Head of Client Services, Martin Currie Investment
Management Limited (October 2004-present). President of the
China Fund, Inc.
|
|
|
Chris Ruffle(51)
Martin Currie Investment Management Limited
Saltire Court
20 Castle Terrace
Edinburgh, EH12ES
Scotland
|
|
Vice President
|
|
|
2010
|
|
|
Director, MC China Limited (2006-present); Director, Heartland
Capital Management Limited, (2006-present); Director, Martin
Currie Investment Management Limited (1995-2006).
|
|
|
Richard F. Cook, Jr.(59)
Foreside Compliance Services, LLC.
Three Canal Plaza, Suite 100
Portland, ME 04101
|
|
Chief Compliance Officer
|
|
|
2007
|
|
|
Employee of Foreside Fund Services, LLC (November 2005-January
2006), Director of Foreside Compliance Services LLC, (January
2006-present). Chief Compliance Officer, Guinness Atkinson
Funds (November 2005-present), Chief Compliance Officer, Nomura
Partners Funds (April 2007-present); Managing Member of
Northlake, LLC (2002-present).
|
|
|
Elizabeth A. Watson(56)
4 Copley Place, 5th Floor
Boston, MA 02116
|
|
Secretary
|
|
|
2007
|
|
|
Vice President and Managing Counsel, State Street Bank and Trust
Company (August 2007-present); Vice President and General
Counsel (May 2004-July 2007) and Chief Compliance Officer
(July 2004-October 2006), Quantitative Investment Advisors,
Inc.; Clerk (July 2004-July 2007), Chief Legal Officer (January
2007-July 2007), Chief Compliance Officer (July 2004-December
2005), Quantitative Group of Funds; President and General
Counsel, U.S. Boston Capital Corporation (May 2004-July 2007).
|
|
|
27
Directors
and Officers
(unaudited)
(continued)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Directorships in Publicly-Held
|
Name, Address and (Age)
|
|
Present Office with the Fund
|
|
Since
|
|
|
Principal Occupation or Employment During Past
Five Years
|
|
Companies (Directors Only)
|
|
Officers
(continued)
|
|
|
|
|
|
|
|
|
|
|
Tracie A. Coop (33)
4 Copley Place
5th Floor
Boston, MA 02116
|
|
Assistant Secretary
|
|
|
2010
|
|
|
Vice President and Senior Counsel, State Street Bank and Trust
Company (2007-present); Associate Counsel and Manager, Natixis
Asset Management Advisors, L.P. (2006-2007) Associate Counsel,
Natixis Asset Management Advisors, L.P. (2005-2006).
|
|
|
Cynthia Morse-Griffin (34)
Foreside Management Services, LLC
Three Canal Plaza
Suite 100
Portland, ME 04101
|
|
Treasurer
|
|
|
2010
|
|
|
Fund Principal Financial Officer, Foreside Management Services,
LLC (2008-present); Assistant Vice President, Citigroup Fund
Services, LLC (2001-2008).
|
|
|
William C. Cox (44)
2 Avenue de Lafayette, 4th Floor
Boston, MA 02111
|
|
Assistant Treasurer
|
|
|
2009
|
|
|
Vice President and Senior Director, State Street Bank and Trust
Company (1997-present).
|
|
|
28
United
States Address
The Taiwan Fund, Inc.
c/o State Street Bank and Trust Company
2 Avenue de Lafayette
P.O. Box 5049
Boston, MA
1-877-864-5056
www.thetaiwanfund.com
Investment
Adviser
Martin Currie, Inc.
Edinburgh, Scotland
Directors
and Officers
Harvey Chang, Chairman of the Board and Director
Jamie Skinner, President
Chris Ruffle, Vice President
Bing Shen, Director
Joe O. Rogers, Director
Michael Holland, Director
M. Christopher Canavan, Jr., Director
Anthony Kai Yiu Lo, Director
Cynthia Morse-Griffin, Treasurer
Richard F. Cook, Jr., Chief Compliance Officer
Elizabeth A. Watson, Secretary
Tracie A. Coop, Assistant Secretary
William C. Cox, Assistant Treasurer
Administrator
and Accounting Agent
State Street Bank and Trust Company
Boston, MA
Custodians
The Mega International Commercial Bank Co., Ltd.
Taipei, Taiwan
State Street Bank and Trust Company
Boston, MA
Transfer
Agent, Dividend Paying Agent and Registrar
Computershare Trust Company, N.A.
Legal
Counsel
Clifford Chance US LLP
New York, NY
Lee and Li
Taipei, Taiwan
Independent
Registered Public Accounting Firm
Tait, Weller & Baker, LLP
Philadelphia, PA
Item 2. Code of Ethics.
(a) |
|
The Taiwan Fund, Inc. (the Fund) has adopted a Code of Ethics that applies to the Funds
principal executive officer and principal financial officer. |
|
(b) |
|
No information need be disclosed pursuant to this paragraph. |
|
(c) |
|
The Funds Code of Ethics was amended to make non-materials changes to the Code of Ethics
during the reporting period for Form N-CSR. |
|
(d) |
|
There have been no waivers granted by the Fund to individuals covered by the Funds Code of
Ethics during the reporting period for Form N-CSR. |
|
(e) |
|
Not applicable. |
|
(f) |
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A copy of the Funds Code of Ethics is attached as exhibit 12(a)(1) to this Form N-CSR. |
Item 3. Audit Committee Financial Expert.
(a) |
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(1) The Board of Directors of the Fund has determined that the Fund has one member serving
on the Funds Audit Committee that possesses the attributes identified in Instruction 2(b) of
Item 3 to Form N-CSR to qualify as audit committee financial expert. |
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(2) The name of the audit committee financial expert is M. Christopher Canavan, Jr. Mr.
Canavan has been deemed to be independent as that term is defined in Item 3(a)(2) of Form
N-CSR. |
Item 4. Principal Accountant Fees and Services.
(a) Audit Fees
For the fiscal years ended August 31, 2010 and August 31, 2009, Tait, Weller & Baker LLP
(Tait Weller), the Funds independent registered public accounting firm, billed the Fund
aggregate fees of US$57,700 and US$57,700, respectively, for professional services rendered for the
audit of the Funds annual financial statements and review of financial statements included in the
Funds annual report to shareholders.
(b) Audit-Related Fees
For the fiscal years ended August 31, 2010 and August 31, 2009, Tait Weller billed the Fund
aggregate fees of US$6,800 and US$6,800, respectively, for assurances and related services that are
reasonably related to the performance of the audit or review of the Funds financial statements and
are not reported under the section Audit Fees above. Audit-Related Fees represent procedures
applied to the semi-annual financial statement amounts (reading the semi-annual report and
valuation and existence procedures on investments) as requested by the registrants audit
committee.
(c) Tax Fees
For the fiscal years ended August 31, 2010 and August 31, 2009, Tait Weller billed the Fund
aggregate fees of US$13,200 and US$13,200, respectively, for professional services rendered for tax
compliance, tax advice, and tax planning. The nature of the services comprising the Tax Fees was
the review of the Funds income tax returns and tax distribution requirements.
(d) All Other Fees
For the fiscal years ended August 31, 2010 and August 31, 2009, Tait Weller did not bill the
Fund any fees for products and services other than those disclosed above.
(e) The Funds Audit Committee Charter requires that the Audit Committee pre-approve all audit and
non-audit services to be provided to the Fund by the Funds independent registered public
accounting firm; provided, however, that the pre-approval requirement with respect to non-auditing
services to the Fund may be waived consistent with the exceptions provided for in the Securities
Exchange Act of 1934, as amended (the 1934 Act). All of the audit and tax services described
above for which Tait Weller billed the Fund fees for the fiscal years ended August 31, 2010 and
August 31, 2009 were pre-approved by the Audit Committee.
For the fiscal years ended August 31, 2010 and August 31, 2009, the Funds Audit Committee did
not waive the pre-approval requirement of any non-audit services to be provided to the Fund by Tait
Weller.
(f) Not applicable.
(g) For the fiscal years ended August 31, 2010 and August 31, 2009, Tait Weller did not bill the
Fund any non-audit fees. During the fiscal year ended August 31, 2009 and the period September 1,
2009 through May 7, 2009, Tait Weller did not provide any services to HSBC Global Asset Management
(Taiwan) Limited (the Prior Investment Adviser). During the period May 8, 2010 through August
31, 2010, Tait Weller did not provide any services to Martin Currie, Inc. (the Investment
Adviser).
(h) Tait Weller notified the Funds Audit Committee of all non-audit services that were rendered by
Tait Weller to the Funds Investment Adviser and any entity controlling, controlled by, or under
common control with the Investment Adviser that provides ongoing services to the Fund that were not
pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, allowing the Funds
Audit Committee to consider whether such services were compatible with maintaining Tait Wellers
independence.
Item 5. Audit Committee of Listed Registrants.
(a) The Fund has a separately-designated audit committee established in accordance with Section
3(a)(58)(A) of the Securities Exchange Act of 1934. The members of the Funds audit committee are
M. Christopher Canavan, Jr., Joe Rogers, Anthony K.Y. Lo, Bing Shen and Michael F. Holland.
Item 6. Schedule of Investments.
(a) |
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Schedule of Investments is included as part of Item 1. |
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(b) |
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Not applicable. |
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Investment
Companies.
The registrant has delegated to its investment adviser the voting of proxies relating to the
registrants portfolio securities. The policies and procedures used by the investment adviser to
determine how to vote proxies relating to the registrants portfolio securities, including the
procedures used when a vote presents a conflict of interest involving the investment adviser or any
of its affiliates, are contained in the investment advisers Proxy Voting Guidelines, which are
attached hereto as Exhibit 12(a)(4).
Item 8. Portfolio Managers of Closed-End Management Investment Company.
(a) |
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(1) As of May 8, 2010, the portfolio manager of the registrant is Chris Ruffle. |
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Mr. Ruffle joined Martin Currie Investment Management Ltd (Martin Currie or the
Investment Manager) in 1994. Fluent in Mandarin, Mr. Ruffle has worked in the Far East
since 1983. He initially worked in Beijing, Shanghai and Australia for Wogen Resources. He
moved to Tokyo in 1987 to work as an analyst for Warburg Securities, and established their
Taiwan office in 1990. Mr. Ruffle joined Martin Currie in 1994, moving to work in Taipei
from 2000 and in Shanghai from 2002. In 2006, Mr. Ruffle, Ke Shifeng and Martin Currie
established MC China Ltd a joint venture dedicated to running Martin Curries range of
specialist China strategies. |
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(a) |
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(2) As of August 31, 2010, Mr. Ruffle managed 2 mutual funds with a total of approximately
US$1,026 million in assets; 6 pooled investment vehicles other than mutual funds with a total
of approximately US$1,146 million in assets; and 15 other accounts with a total of
approximately US$2,375 million in assets. |
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Of these pooled investment vehicles, 3 vehicles with a total of approximately US$272 million
in assets, had performance based fees. |
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Of these other accounts, 6 accounts with a total of approximately US$648 million in assets,
had performance based fees. |
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CONFLICTS OF INTEREST: Mr. Ruffles simultaneous management of The Taiwan Fund, Inc.
(the Fund) and other pooled investment vehicles and the other accounts noted above may
present actual or apparent conflicts of interest with respect to the allocation and
aggregation of securities orders placed on behalf of the Fund and the other pooled
investment vehicles and accounts. The Investment Manager, however, believes that sufficient
controls, policies and systems are in place which address such conflicts. |
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The Investment Manager has adopted several policies that address potential conflicts of
interest, including best execution and trade allocation policies that are designed to ensure
(1) that portfolio management is seeking the best price for portfolio securities under the
circumstances, (2) fair and equitable allocation of investment opportunities among accounts
over time and (3) compliance with applicable regulatory requirements. All accounts are to be
treated in a non-preferential manner, such that allocations are not based upon account
performance, fee structure or preference of the portfolio manager. In addition, the
Investment Manager has adopted a Code of Conduct that sets forth policies regarding
conflicts of interest. |
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COMPENSATION: Mr. Ruffle receives a fee based upon assets under management of the
registrant as compensation for their management of the Fund. In addition to being portfolio
manager of the Fund, Mr. Ruffle serves in a similar capacity for other products advised by
Martin |
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Currie (or an affiliate). For his service managing certain other products advised by
Martin Currie, Mr. Ruffle receives a fee based upon assets under management of that product
and a fee based upon the absolute performance (i.e. performance of the product overall and
calculated without respect to a benchmark) of that product. |
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OWNERSHIP OF SECURITIES: The following table sets forth the aggregate dollar range of
the registrants equity securities beneficially owned as of August 31, 2010. |
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Portfolio Manager |
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Dollar Range of Fund Shares Beneficially Owned |
Chris Ruffle
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$50,001-$100,000 |
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Not applicable.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which shareholders may recommend nominees
to the registrants Board of Directors during the period covered by this Form N-CSR filing.
Item 11. Controls and Procedures.
(a) The registrants principal executive and principal financial officers have concluded that the
registrants disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment
Company Act of 1940, as amended (the 1940 Act) (17 CFR 270.30a-3(c))) are effective, as of a date
within 90 days of the filing date of this Form N-CSR based on their evaluation of these controls
and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules
13a-15(b) or 15d-15(b) under the 1934 Act (17 CFR 240.131-15(b) or 240.15d-15(b)).
(b) There were no changes in the registrants internal control over financial reporting (as defined
in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d))) that occurred during the registrants
second fiscal quarter that has materially affected, or is reasonably likely to materially affect,
the registrants internal control over financial reporting.
Item 12. Exhibits
(a) |
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(1) Code of Ethics is attached hereto in response to Item 2(f). |
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(a) |
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(2) The certifications required by Rule 30a-2 of the 1940 Act are attached hereto. |
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(a) |
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(3) Not applicable. |
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(a) |
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(4) Proxy voting policies and procedures of the Funds investment adviser are attached hereto in response to Item 7. |
(b) The certifications required by Rule 30a-2(b) of the 1940 Act and Section 906 of the
Sarbanes-Oxley Act of 2002 are attached hereto.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act
of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
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THE TAIWAN FUND, INC.
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By: |
/s/ Jamie Skinner
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Jamie Skinner |
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President of The Taiwan Fund, Inc. |
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Date: November 10, 2010
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act
of 1940, this report has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.
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By: |
/s/ Jamie Skinner
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Jamie Skinner |
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President of The Taiwan Fund, Inc. |
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Date: November 10, 2010
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By: |
/s/ Cynthia Morse-Griffin
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Cynthia Morse-Griffin |
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Treasurer of The Taiwan Fund, Inc. |
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Date: November 10, 2010