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: 811-06686
JF China Region Fund, Inc.
(Exact name of registrant as specified in charter)
Finsbury Dials
20 Finsbury Street
London EC2Y 9AQ
(Address of principal executive offices) (Zip code)
CSC
Suite 3100
1133 Avenue of the Americas
New York, NY 10036
(Name and Address of Agent for Service)
Registrant’s telephone number, including area code: (800) 441-9800
Date of fiscal year end: December 31
Date of reporting period: January 1, 2007 through June 30, 2007
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507.
ITEM 1. REPORTS TO STOCKHOLDERS.
The following is a copy of the report transmitted to shareholders pursuant to Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1).
![](https://capedge.com/proxy/N-CSRS/0001145443-07-002993/jfchinaregion_cover.jpg)
Objectives | 1 | |||||
Management | 1 | |||||
Market Information | 1 | |||||
Highlights | 2 | |||||
Chairman’s Statement | 3 | |||||
Investment Manager’s Report | 4 | |||||
Top Ten Holdings | 5 | |||||
Investment Portfolio | 6 | |||||
Statement of Assets and Liabilities | 8 | |||||
Statement of Operations | 9 | |||||
Statement of Changes in Net Assets | 10 | |||||
Financial Highlights | 11 | |||||
Notes to Financial Statements | 12 | |||||
Results of the Annual Stockholder’s Meeting | 16 | |||||
Other Information | 16 | |||||
Fund Management | 17 | |||||
Dividend Reinvestment and Cash Purchase Plan | 19 | |||||
Directors and Administration | 20 |
OBJECTIVES
• | The Wall Street Journal (daily online at www.WSJ.com/Free) |
• | The Wall Street Journal under “Closed-End Funds” (every Saturday) |
• | www.jfchinaregion.com |
FOR THE SIX MONTHS ENDED JUNE 30, 2007 US$ (Unaudited) | DECEMBER 31, 2006 US$ (Audited) | |||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Net Assets | $ | 124.1 | million | $ | 104.6 | million | ||||||||
Net Asset Value Per Share | $ | 27.06 | $ | 22.82 | ||||||||||
Market Data | ||||||||||||||
Share Price on the New York Stock Exchange | $ | 21.95 | $ | 22.80 | ||||||||||
Discount to Net Asset Value | (18.9%) | (0.1%) | ||||||||||||
Total Return for the Six Months Ended June 30, 2007 | ||||||||||||||
Net Asset Value | + | 18.58 | % | |||||||||||
Share Price | –3.73 | % | ||||||||||||
JFC Benchmark Index* | + | 13.33 | % | |||||||||||
MSCI Hong Kong Index (Total) | + | 6.34 | % | |||||||||||
BNP Prime Peregrine China Index | + | 20.46 | % | |||||||||||
Taiwan Weighted Index | + | 12.57 | % |
![](https://capedge.com/proxy/N-CSRS/0001145443-07-002993/d21390line.jpg)
* | JFC Benchmark: MSCI Golden Dragon Index (Total) | |
Prior to March 2001, 25% Taiwan Weighted Index, 20% BNP Paribas China Index, 50% MSCI Hong Kong, 5% HSBC; Prior to March 1999, 60% Hong Kong All Ordinaries, 30% Credit Lyonnais Securities Asia All China B Index, 10% Taiwan Weighted Index; Prior to January 1997, Peregrine Greater China Index | ||
** | Commencement of operations Source: JPMorgan Asset Management |
June 30, 2007
Chairman
Greater China markets had a volatile first six months. After a heavy sell-off in January and February, markets eventually managed to recover some of their losses and ended the first half with a good benchmark return of +13.33%. By comparison, the Fund’s net asset value was up +18.58%. The Fund had good stock selection calls in all three markets and our overweight position in China at the expense of Hong Kong also added value.
At June 30, 2007 (Unaudited)
| % OF NET ASSETS | |||||
---|---|---|---|---|---|---|
China Mobile, Ltd. China Mobile provides cellular telecommunications services in the People’s Republic of China. | 6.4 | |||||
Taiwan Semiconductor Manufacturing Co., Ltd. (“TSMC”) TSMC manufactures and markets integrated circuits. The Company provides the following services: wafer manufacturing, wafer probing, assembly and testing, mask production and design services. The Company’s integrated circuits are used in computer, communication, consumer electronics, automotive and industrial equipment industries. | 5.7 | |||||
JF China Pioneer A-Share Fund JF China Pioneer A-Share Fund is an investment company which aims to achieve long-term capital growth by investing primarily in Chinese companies listed on the domestic A-Share market. | 4.7 | |||||
Hon Hai Precision Industry Co., Ltd. Hon Hai Precision manufactures and markets personal computer (‘PC’) connectors and cable assemblies used in desktop PCs and PC servers. | 4.4 | |||||
China Life Insurance Co., Ltd. China Life offers a wide range of life, accident and health insurance products and services. | 4.0 | |||||
China Construction Bank Corp. ‘H’ China Construction Bank provides a complete range of banking services and other financial services to individual and corporate customers. The Bank’s services include retail banking, international settlement, project finance and credit card services. | 3.6 | |||||
Cheung Kong Holdings, Ltd. Cheung Kong Holdings through its subsidiaries, develops and invests in real estate. The Company also provides real estate agency and management services, operates hotels and invests in securities. | 3.4 | |||||
Cathay Financial Holding Co., Ltd. Cathay Financial is a holding company. Through its subsidiaries, the Company provides traditional life, health care and accident insurances, as well as banking, security underwriting and brokerage services. | 2.8 | |||||
PetroChina Co., Ltd. ‘H’ PetroChina explores, develops and produces crude oil and natural gas. The Company also refines, transports, and distributes crude oil and petroleum products, produces and sells chemicals and markets and sells natural gas. | 2.8 | |||||
MediaTek, Inc. MediaTek designs, manufactures, and markets compact disk read only memory (CD-ROM) and digital versatile disc read only memory (DVD-ROM) chip sets. The Company sells its products in Taiwan and exports to other countries in Asia. | 2.7 |
AT JUNE 30, 2007 (Unaudited)
DESCRIPTION | | HOLDINGS (IN SHARES) | | MARKET VALUE (IN US$) | |||||||
---|---|---|---|---|---|---|---|---|---|---|---|
COMMON STOCKS (unless otherwise noted) | |||||||||||
CHINA (37.0%) | |||||||||||
Airlines (0.8%) | |||||||||||
Air China Ltd. ‘H’ | 1,304,000 | 995,611 | |||||||||
Beverages (0.5%) | |||||||||||
Yantai Changyu Pioneer Wine Co. ‘B’ | 123,400 | 615,011 | |||||||||
Commercial Banks (6.0%) | |||||||||||
China Construction Bank Corp. ‘H’ | 6,429,000 | 4,423,473 | |||||||||
China Merchants Bank Co., Ltd. ‘H’ | 968,000 | 2,946,388 | |||||||||
7,369,861 | |||||||||||
Construction Materials (1.6%) | |||||||||||
China National Building Material Co., Ltd. ‘H’ | 918,000 | 2,014,641 | |||||||||
Diversified Telecommunication Services (0.6%) | |||||||||||
China Communications Corp. Ltd. ‘H’ (a) | 1,072,000 | 789,687 | |||||||||
Electronic Equipment & Instruments (0.1%) | |||||||||||
China High Speed Transmission Equipment Group Co., Ltd. (a) | 80,000 | 72,437 | |||||||||
Health Care Equipment & Supplies (0.6%) | |||||||||||
Shandong Weigao Group Medical Polymer Co., Ltd. ‘H’ | 340,000 | 765,296 | |||||||||
Health Asia Medicentres (a) †† | 1,000,000 | — | |||||||||
765,296 | |||||||||||
Hotels, Restaurants & Leisure (0.6%) | |||||||||||
Ajisen China Holdings Ltd. (a) | 696,000 | 737,017 | |||||||||
Insurance (4.0%) | |||||||||||
China Life Insurance Co., Ltd. | 1,385,000 | 4,977,300 | |||||||||
Internet Software & Services (1.2%) | |||||||||||
Tencent Holdings Ltd. | 362,000 | 1,458,333 | |||||||||
Investment Company (4.7%) | |||||||||||
JF China Pioneer A-Share Fund (a),(b) | 202,905 | 5,849,751 | |||||||||
Machinery (2.1%) | |||||||||||
China International Marine Containers Co., Ltd. ‘B’ | 514,020 | 1,272,034 | |||||||||
Shanghai Zhenhua Port Machinery Co. ‘B’ (a) | 694,988 | 1,295,458 | |||||||||
2,567,492 | |||||||||||
Marine (1.8%) | |||||||||||
China COSCO Holdings Co., Ltd. ‘H’ | 1,575,300 | 2,260,444 | |||||||||
Metals & Mining (1.2%) | |||||||||||
Aluminum Corp of China, Ltd. ‘H’ | 888,000 | 1,496,808 | |||||||||
Multiline Retail (1.5%) | |||||||||||
Intime Department Store Group Co., Ltd. (a) | 801,000 | 666,885 | |||||||||
Parkson Retail Group, Ltd. | 185,000 | 1,185,352 | |||||||||
1,852,237 | |||||||||||
Oil, Gas & Consumable Fuels (6.0%) | |||||||||||
China Petroleum & Chemical Corp. ‘H’ | 2,734,000 | 3,024,491 | |||||||||
China Shenhua Energy Co., Ltd. ‘H’ | 275,500 | 961,882 | |||||||||
PetroChina Co., Ltd. ‘H’ | 2,342,000 | 3,450,461 | |||||||||
7,436,834 | |||||||||||
Real Estate Management & Development (2.5%) | |||||||||||
Guangzhou R&F Properties Co., Ltd. ‘H’ | 484,000 | 1,482,479 | |||||||||
KWG Property Holding, Ltd. | 219,500 | 204,364 | |||||||||
Shimao Property Holdings, Ltd. | 641,000 | 1,432,970 | |||||||||
3,119,813 | |||||||||||
Textiles, Apparel & Luxury Goods (0.6%) | |||||||||||
Pacific Textile Holdings, Ltd. (a) | 1,082,000 | 671,130 | |||||||||
Transportation Infrastructure (0.6%) | |||||||||||
Dalian Port PDA Co., Ltd. ‘H’ | 1,082,000 | 791,518 | |||||||||
TOTAL CHINA | 45,841,221 | ||||||||||
HONG KONG (27.7%) | |||||||||||
Distributors (1.5%) | |||||||||||
Li & Fung Ltd. | 512,600 | 1,845,418 | |||||||||
Diversified Financial Services (3.4%) | |||||||||||
Hong Kong Exchanges and Clearing Ltd. | 215,000 | 3,038,354 | |||||||||
Jardine Matheson Holdings Ltd. | 48,000 | 1,142,400 | |||||||||
4,180,754 | |||||||||||
Electronic Equipment & Instruments (1.0%) | |||||||||||
China Resources Enterprise | 328,000 | 1,233,272 | |||||||||
Independent Power Producers & Energy Traders (1.3%) | |||||||||||
China Resources Power Holdings Co. | 684,000 | 1,632,320 | |||||||||
Industrial Conglomerates (1.2%) | |||||||||||
Hutchison Whampoa Ltd. | 155,000 | 1,539,256 | |||||||||
Marine (1.2%) | |||||||||||
Pacific Basin Shipping, Ltd. | 1,281,000 | 1,441,682 |
DESCRIPTION | | HOLDINGS (IN SHARES) | | MARKET VALUE (IN US$) | |||||||
---|---|---|---|---|---|---|---|---|---|---|---|
COMMON STOCKS — continued | |||||||||||
Multiline Retail (0.8%) | |||||||||||
Lifestyle International Holdings Ltd. | 247,000 | 958,723 | |||||||||
Real Estate Management & Development (7.8%) | |||||||||||
Cheung Kong Holdings, Ltd. | 320,000 | 4,190,710 | |||||||||
Hang Lung Properties, Ltd. | 666,000 | 2,295,465 | |||||||||
Kerry Properties, Ltd. | 367,300 | 2,306,429 | |||||||||
Shun Tak Holdings, Ltd. | 658,000 | 967,746 | |||||||||
9,760,350 | |||||||||||
Specialty Retail (3.1%) | |||||||||||
Belle International Holdings, Ltd. (a) | 998,000 | 1,101,486 | |||||||||
Esprit Holdings Ltd. | 215,400 | 2,732,719 | |||||||||
3,834,205 | |||||||||||
Wireless Telecommunication Services (6.4%) | |||||||||||
China Mobile, Ltd. | 742,500 | 7,971,771 | |||||||||
TOTAL HONG KONG | 34,397,751 | ||||||||||
TAIWAN (34.1%) | |||||||||||
Chemicals (2.5%) | |||||||||||
Formosa Chemicals & Fibre Corp. | 1,371,000 | 3,161,985 | |||||||||
Commercial Banks (1.9%) | |||||||||||
Chinatrust Financial Holding Co., Ltd. | 1,895,000 | 1,476,054 | |||||||||
Standard Chartered plc | 26,750 | 858,004 | |||||||||
2,334,058 | |||||||||||
Communications Equipment (0.6%) | |||||||||||
Zyxel Communications Corp. | 375,000 | 691,444 | |||||||||
Computers & Peripherals (1.9%) | |||||||||||
Foxconn Technology Co., Ltd. | 137,000 | 1,646,535 | |||||||||
Wistron Corp. | 382,000 | 713,649 | |||||||||
2,360,184 | |||||||||||
Construction Materials (0.8%) | |||||||||||
Asia Cement Corp. (Taiwan) | 747,000 | 984,151 | |||||||||
Electronic Equipment & Instruments (10.4%) | |||||||||||
Chroma ATE, Inc. (a) | 216,000 | 456,107 | |||||||||
Delta Electronics, Inc. (a) | 360,000 | 1,418,487 | |||||||||
Hon Hai Precision Industry Co., Ltd. | 636,784 | 5,502,545 | |||||||||
Innolux Display Corp. (a) | 401,000 | 1,659,344 | |||||||||
Innolux Display Corp. Warrants 09 Oct. 2007 (UBS AG) | 441,721 | 1,852,715 | |||||||||
Tripod Technology Corp. | 197,990 | 1,009,047 | |||||||||
TXC Corp. | 488,000 | 1,054,220 | |||||||||
12,952,465 | |||||||||||
Hotels, Restaurants & Leisure (0.5%) | |||||||||||
Formosa International Hotels Corp. | 56,434 | 607,851 | |||||||||
Insurance (2.8%) | |||||||||||
Cathay Financial Holding Co., Ltd. | 1,468,895 | 3,508,436 | |||||||||
Machinery (0.5%) | |||||||||||
Topoint Technology Co., Ltd. | 240,000 | 635,307 | |||||||||
Semiconductors & Semiconductor Equipment (12.2%) | |||||||||||
MediaTek, Inc. | 212,080 | 3,303,869 | |||||||||
Richtek Technology Corp. | 115,000 | 1,819,509 | |||||||||
Siliconware Precision Industries Co. | 820,000 | 1,741,496 | |||||||||
Taiwan Semiconductor Manufacturing Co., Ltd. | 3,252,538 | 7,016,520 | |||||||||
Vanguard International Semiconductor Corp. (a) | 1,216,000 | 1,217,258 | |||||||||
15,098,652 | |||||||||||
TOTAL TAIWAN | 42,334,533 | ||||||||||
TOTAL INVESTMENTS (98.8% of Net Assets) (Cost $87,250,621) | 122,573,505 | ||||||||||
Other assets in excess of liabilities (1.2% of Net Assets) | 1,499,879 | ||||||||||
NET ASSETS (100.0%) | $ | 124,073,384 | |||||||||
As of June 30, 2007, aggregate cost for Federal income tax purposes was $87,250,621. The aggregate unrealized gain for all securities is as follows: | |||||||||||
Excess of market value over cost | 35,488,438 | ||||||||||
Excess of cost over market value | (165,554 | ) | |||||||||
Net unrealized gain | $ | 35,322,884 |
(a) | Non-income producing security. | |
(b) | Investment in affiliate. | |
B | Chinese security traded on Shenzhen Stock Exchange or Shanghai Stock Exchange. | |
H | Chinese security traded on Hong Kong Stock Exchange. | |
†† | At fair value as determined under the supervision of the Board of Directors. |
AT JUNE 30, 2007 (Unaudited)
| (in US$) | |||||
---|---|---|---|---|---|---|
ASSETS: | ||||||
Investments at value (cost $87,250,621) | 122,573,505 | |||||
Cash (including foreign currencies with a cost of $988,216 and value of $988,068) | 1,089,493 | |||||
Receivable for securities sold | 1,861,139 | |||||
Dividends receivable | 485,820 | |||||
Total Assets | 126,009,957 | |||||
LIABILITIES: | ||||||
Payables | ||||||
Payable for securities purchased | 1,602,719 | |||||
Accrued liabilities | ||||||
Investment advisory fees | 213,582 | |||||
Administration fees | 37,646 | |||||
Custodian and accounting fees | 28,485 | |||||
Trustees’ and Officers’ fees | 30,622 | |||||
Other | 23,519 | |||||
Total Liabilities | 1,936,573 | |||||
Net Assets | 124,073,384 | |||||
Net assets consist of: | ||||||
Common stock, $0.01 par value (100,000,000 shares authorized; 4,585,160 shares issued and outstanding) | 45,852 | |||||
Paid-in capital | 83,945,330 | |||||
Undistributed net investment income | 574,882 | |||||
Accumulated realized gain on investments and foreign currency transactions | 4,183,163 | |||||
Accumulated net unrealized appreciation on investments, foreign currency holdings, and other assets and liabilities denominated in foreign currencies | 35,324,157 | |||||
Net Assets | 124,073,384 | |||||
Net Asset Value Per Share ($124,073,384 ÷ 4,585,160) | 27.06 |
JUNE 30, 2007 (Unaudited)
| (in US$) | |||||
---|---|---|---|---|---|---|
INVESTMENT INCOME: | ||||||
Dividends (net of foreign withholding tax of $114,739) | 1,163,039 | |||||
Interest | 5,476 | |||||
Total Investment Income | 1,168,515 | |||||
EXPENSES: | ||||||
Investment advisory fees | 513,697 | |||||
Directors’ fees and expenses | 81,524 | |||||
Custodian and accounting fees | 101,854 | |||||
Administration and accounting fees | 70,448 | |||||
Legal fees | 19,892 | |||||
Shareholder report and expenses | 17,904 | |||||
Insurance | 21,175 | |||||
Audit fees | 37,192 | |||||
NYSE listing fee | 12,397 | |||||
Shareholder service fees | 23,307 | |||||
Other expenses | 18,296 | |||||
Total Expenses | 917,686 | |||||
Net Investment Income | 250,829 | |||||
REALIZED AND UNREALIZED GAIN ON INVESTMENTS, FOREIGN CURRENCY HOLDINGS AND OTHER ASSETS AND LIABILITIES DENOMINATED IN FOREIGN CURRENCIES: | ||||||
Net realized gain | ||||||
Investments | 10,337,781 | |||||
Foreign currency transactions | 14,674 | |||||
Net change in unrealized appreciation | ||||||
Investments and foreign currency holdings and other assets and liabilities denominated in foreign currencies | 8,846,194 | |||||
Net realized and unrealized gain on investments, foreign currency holdings and other assets and liabilities denominated in foreign currencies | 19,198,649 | |||||
Net Increase in net assets resulting from operations | 19,449,478 |
FOR THE PERIODS INDICATED
| Six Months Ended June 30, 2007 (Unaudited) (in US$) | | Year Ended December 31, 2006 (in US$) | |||||||
---|---|---|---|---|---|---|---|---|---|---|
INCREASE IN NET ASSETS: | ||||||||||
Operations | ||||||||||
Net investment income | 250,829 | 304,640 | ||||||||
Net realized gain on investment transactions | 10,337,781 | 12,991,089 | ||||||||
Net realized gain (loss) on foreign currency transactions | 14,674 | (6,725 | ) | |||||||
Net change in unrealized appreciation on investments, foreign currency holdings and other assets and liabilities denominated in foreign currencies | 8,846,194 | 18,195,428 | ||||||||
Net increase in net assets resulting from operations | 19,449,478 | 31,484,432 | ||||||||
DISTRIBUTIONS TO STOCKHOLDERS: | ||||||||||
Net investment income (none and $0.09 per share, respectively) | — | (419,175 | ) | |||||||
Total increase in net assets | 19,449,478 | 31,065,257 | ||||||||
NET ASSETS: | ||||||||||
Beginning of period | 104,623,906 | 73,558,649 | ||||||||
End of period (including undistributed net investment income of $574,882 and $324,053, respectively) | 124,073,384 | 104,623,906 |
FOR THE PERIODS INDICATED
| For the Six Months Ended June 30, 2007 (Unaudited) (in US$) | | For the Year Ended December 31, 2006 (in US$) | | For the Year Ended December 31, 2005 (in US$) | | For the Year Ended December 31, 2004 (in US$) | | For the Year Ended December 31, 2003 (in US$) | | ||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
For a share outstanding throughout each year: | ||||||||||||||||||||||||||
Net asset value, beginning of period | 22.82 | 16.04 | 14.06 | 13.93 | 7.47 | |||||||||||||||||||||
Net investment income/(loss) | 0.05 | 0.07 | 0.13 | 0.04 | (0.02 | ) | ||||||||||||||||||||
Net realized and unrealized gain on investments and foreign currency-related transactions | 4.19 | 6.80 | 1.91 | 0.09 | 6.48 | |||||||||||||||||||||
Total from investment operations | 4.24 | 6.87 | 2.04 | 0.13 | 6.46 | |||||||||||||||||||||
Dividends from net investment income | — | (0.09 | ) | (0.06 | ) | — | — | |||||||||||||||||||
Dilutive effect of shares repurchased | — | — | — | — | —* | |||||||||||||||||||||
Net asset value, end of period | 27.06 | 22.82 | 16.04 | 14.06 | 13.93 | |||||||||||||||||||||
Market value, end of period | 21.95 | 22.80 | 13.71 | 12.80 | 18.08 | |||||||||||||||||||||
Total Investment Return | ||||||||||||||||||||||||||
Per share market value | (3.7 | )% | 67.1 | % | 7.6 | % | (29.2%) | 178.2 | % | |||||||||||||||||
Per share net asset value | 18.6 | % | 43.0 | % | 14.5 | % | 0.9 | % | 86.5 | % | ||||||||||||||||
RATIOS/SUPPLEMENTAL DATA | ||||||||||||||||||||||||||
Net assets, end of period | 124,073,384 | 104,623,906 | 73,558,649 | 64,487,971 | 63,882,635 | |||||||||||||||||||||
Ratios of total expenses to average net assets | 1.72 | % | 1.95 | % | 2.08 | % | 2.22 | % | 2.54 | % | ||||||||||||||||
Ratios of net investment income (loss) to average net assets | 0.47 | % | 0.36 | % | 0.90 | % | 0.31 | % | (0.19%) | |||||||||||||||||
Portfolio turnover rate | 127.2 | %** | 192.4 | % | 121.8 | % | 168.6 | % | 162.5 | % | ||||||||||||||||
Number of shares outstanding at end of period (in thousands) | 4,585 | 4,585 | 4,585 | 4,585 | 4,585 |
* | Less than $0.01 per share. | |
** | Annualized for periods less than one year. |
JUNE 30, 2007 (Unaudited)
• | investments, other assets, and liabilities at the prevailing rates of exchange on the valuation date; |
• | investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions. |
JUNE 30, 2007 (Unaudited) (continued)
Tax basis Ordinary Income | $ | 324,053 | ||||||||
Tax basis capital loss carryforward | $ | (5,739,705 | ) | |||||||
Plus/Less: cumulative timing differences — wash sales | (429,587 | ) | ||||||||
Accumulated capital loss | (6,169,292 | ) | ||||||||
Book unrealized foreign exchange gain | 0 | |||||||||
Book unrealized appreciation on foreign currencies | 0 | |||||||||
Tax unrealized appreciation | 26,048,376 | |||||||||
Plus/Less: cumulative timing differences — wash sales | 429,587 | |||||||||
Unrealized appreciation | 26,477,963 | |||||||||
Net assets (excluding paid-in capital) | $ | 20,632,724 |
Net Asset Value | $ | 104,623,906 | ||||
Paid-in Capital | (83,991,182 | ) | ||||
Net assets (excluding paid-in capital) | $ | 20,632,724 |
8. | Recent Accounting Pronouncements |
establishes for all entities, including pass-through entities such as the Fund, a minimum threshold for financial statement recognition of the benefit of positions taken in filing tax returns (including whether an entity is taxable in a particular jurisdiction), and requires certain expanded tax disclosures. The Interpretation is effective for fiscal years beginning after December 15, 2006, and is to be applied to all open tax years as of the date of effectiveness. Based on Management’s analysis, the determination has been made that the adoption of the interpretation did not have an impact to the Fund financial statements upon adoption. Management continually reviews the Fund’s tax positions and such conclusions under the Interpretation based on factors, including, but not limited to, ongoing analyses of tax laws, regulations and interpretations, thereof.
(Unaudited)
Nominee | | Votes For | | Votes Withheld | | Non-Voting Shares | | Total Voting Shares | ||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Alexander Reid Hamilton | 3,561,564 | 75,241 | 937,780 | 4,585,160 |
(Unaudited)
Name, (DOB), Address and Position(s) with Fund | | Term of Office and Length of Time Served(1) | | Principal Occupation(s) During Past 5 Years | | Number of Portfolios in Fund Complex Overseen by Director(2) | | Other Trusteeships/ Directorships Held by Director | |||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Independent DIRECTORS | |||||||||||||||||||
The Rt. Hon. The Earl of Cromer (June 3, 1946) Finsbury Dials 20 Finsbury Street London, EC2Y 9AQ United Kingdom Chairman and Director, Class I | Since 1994 | Chairman of the Board of the Fund; Chief Executive Officer of Cromer Associates Limited (family business). | 1 | Director of Schroder Asia Pacific Fund Limited, Business Link Somerset Limited, Pacific Basin Shipping Limited, Cambridge Asia Investments Limited, Pedder Street Asia Absolute Return Fund Limited, Chairman of Japan High Yield Property Fund Limited and Western Provident Association; former Director of Inchcape Pacific Limited and Korea Asia Fund Limited. | |||||||||||||||
Alexander Reid Hamilton (October 4, 1941) P.O. Box 12343 General Post Office Hong Kong Director, Class II | Since 1994 | Director of Citic Pacific Limited (infrastructure), China Cosco Holdings Company Limited (container shipping), Esprit Holdings Limited (clothing retail), Shangri-La Asia Limited (hotels), Octopus Cards Limited (financial services) and China Central Properties Limited. | 1 | See Principal Occupation | |||||||||||||||
Julian M. I. Reid (August 7, 1944) Finsbury Dials, 20 Finsbury Street London, EC2Y 9AQ United Kingdom Director, Class III | Since 1998 | Chief Executive Officer of 3a Asset Management Limited; Director and Chairman of Morgan’s Walk Properties Limited. | 1 | Director and Chairman of The Korea Fund, Inc., Director and Chairman of Prosperity Voskhod Fund, and Director of 3a Global Growth Fund Limited. |
(1) | Number I, II or III below a director’s name indicates whether he serves in Class I, II, or III of the Board of Directors. Class I directors serve until the 2009 Annual Meeting. Class II directors will serve until the 2008 Annual Meeting. Class III directors will serve until the 2008 Annual Meeting. |
(2) | The Fund is the only fund in the Fund Complex. |
(Unaudited) (continued)
Name, (DOB), Address and Position(s) with Fund | | Term of Office and Length of Time Served | | Principal Occupation(s) During Past 5 Years | |||||||
---|---|---|---|---|---|---|---|---|---|---|---|
Officers who are not Directors | |||||||||||
Simon J. Crinage (May 10, 1965) Finsbury Dials, 20 Finsbury Street London, EC2Y 9AQ United Kingdom President | Since 2003 | President of the Fund; Vice President, JPMorgan Asset Management since September 2000. | |||||||||
Michael J. James (May 11, 1967) Finsbury Dials, 20 Finsbury Street London, EC2Y 9AQ United Kingdom Treasurer | Since 2006 | Treasurer of the Fund; Vice President, JPMorgan Asset Management since September 2000. | |||||||||
Hilary A. Lowe (November 15, 1971) Finsbury Dials, 20 Finsbury Street London, EC2Y 9AQ United Kingdom Secretary | Since 2005 | Secretary of the Fund; Associate JPMorgan Asset Management since February 2002. |
(Unaudited)
a) | shareholders may elect to receive dividend and capital gain distributions in the form of additional shares of the Fund (the Share Distribution Plan). |
b) | shareholders may make optional payments (any amount between $100 and $3,000) which will be used to purchase additional shares in the open market (the Share Purchase Plan). |
Computershare Trust Company, N.A. P. O. Box 43010 Providence, RI 02940-3010 USA Telephone No.: 800-426-5523 (toll-free) www.computershare.com |
(Unaudited)
Officers and Directors | The Rt. Hon. The Earl of Cromer — Director and Chairman of the Board Alexander R. Hamilton — Director Julian M. I. Reid — Director Simon J. Crinage — President Michael J. James — Treasurer Hilary A. Lowe — Secretary | |||||||||
Investment Adviser | JF International Management Inc. P.O. Box 3151 Road Town, Tortola British Virgin Islands | |||||||||
Administrator | From January 1, 2007 J.P. Morgan Investor Services, Co. 73 Tremont Street, 11th Floor Boston, Massachusetts 02108 U.S.A. | To December 31, 2006 PFPC Inc. 301 Bellevue Parkway Wilmington, Delaware 19809 U.S.A. | ||||||||
Custodian | From January 1, 2007 JPMorgan Chase Bank N.A. 73 Tremont Street, 11th Floor Boston, Massachusetts 02108 U.S.A. | To December 31, 2006 Citibank N.A. New York: 111 Wall Street, 16th Floor New York, New York 10005 U.S.A. | ||||||||
Hong Kong: Citibank Tower Citibank Plaza 3 Garden Road Hong Kong | ||||||||||
Independent Registered Public Accounting Firm | PricewaterhouseCoopers LLP 300 Madison Avenue New York, New York 10017 U.S.A. | |||||||||
Legal Counsel | Cleary Gottlieb Steen & Hamilton LLP New York: 1 Liberty Plaza New York, New York 10006 U.S.A. | |||||||||
Hong Kong: Bank of China Tower 1 Garden Road Hong Kong | ||||||||||
Registrar, Transfer Agent, and Dividend Paying Agent | Computershare Trust Company, N.A. P. O. Box 43010 Providence, Rhode Island 02940-3010 U.S.A. |
![](https://capedge.com/proxy/N-CSRS/0001145443-07-002993/jpmorganchinalogo-k.jpg)
© JPMorgan Chase & Co., 2007 All rights reserved. June 2007. |
ITEM 2. CODE OF ETHICS.
Disclose whether, as of the end of the period covered by the report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party. If the registrant has not adopted such a code of ethics, explain why it has not done so.
The registrant must briefly describe the nature of any amendment, during the period covered by the report, to a provision of its code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics definition enumerated in paragraph (b) of this Item. The registrant must file a copy of any such amendment as an exhibit pursuant to Item 12(a)(1), unless the registrant has elected to satisfy paragraph (f) of this Item by positing its code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by undertaking to provide its code of ethics to any person without charge, upon request, pursuant to paragraph (f)(3) of this Item.
If the registrant has, during the period covered by the report, granted a waiver, including an implicit waiver, from a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or third party, that relates to one or more items set forth in paragraph (b) of this Item, the registrant must briefly describe the nature of the waiver, the name of the person to whom the waiver was granted, and the date of the waiver.
Not applicable to a semi-annual report.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant’s board of directors has determined that the registrant either:
| (i) Has at least one audit committee financial expert serving on its audit committee; or |
(ii) Does not have an audit committee financial expert serving on its audit committee.
(2) If the registrant provides the disclosure required by paragraph (a)(1)(i) of this Item, it must disclose the name of the audit committee financial expert and whether that person is “independent.” In order to be considered “independent” for purposes of this Item, a member of an audit committee may not, other than in his or her capacity as a member of the audit committee, the board of directors, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other compensatory fee from the issuer; or
(ii) Be an “interested person” of the investment company as defined in Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
(3) If the registrant provides the disclosure required by paragraph (a)(1)(ii) of this Item, it must explain why it does not have an audit committee financial expert.
Not applicable to a semi-annual report.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption Audit Fees, the aggregate fees billed for each of the last two fiscal years for professional
services rendered by the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years.
(b) Disclose, under the caption Audit-Related Fees, the aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category.
(c) Disclose, under the caption Tax Fees, the aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. Registrants shall describe the nature of the services comprising the fees disclosed under this category.
(d) Disclose, under the caption All Other Fees, the aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category.
(e) (1) Disclose the audit committee’s pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
(2) Disclose the percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) If greater than 50 percent, disclose the percentage of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.
(g) Disclose the aggregate non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant.
(h) Disclose whether the registrant’s audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any subadviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.
Not applicable to a semi-annual report.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
(a) If the registrant is a listed issuer as defined in Rule 10A-3 under the Exchange Act (17CFR 240.10A-3), state whether or not the registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)). If the registrant has such a committee, however designated, identify each committee member. If the entire board of directors is acting as the registrant’s audit committee as specified in Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)), so state.
(b) If applicable, provide the disclosure required by Rule 10A-3(d) under the Exchange Act (17CFR 240.10A-3(d)) regarding an exemption from the listing standards for all audit committees.
Not applicable to a semi-annual report.
ITEM 6. SCHEDULE OF INVESTMENTS
File Schedule I – Investments in securities of unaffiliated issuers as of the close of the reporting period as set forth in Section 210.12-12 of Regulation S-X, unless the schedule is included as part of the report to shareholders filed under Item 1 of this Form.
Included in Item 1.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on this Form N-CSR must, unless it invests exclusively in non-voting securities, describe the policies and procedures that it uses to determine how to vote proxies relating to portfolio securities, including the procedures that the company uses when a vote presents a conflict between the interests of its shareholders, on the one hand, and those of the company’s investment adviser; principal underwriter; or any affiliated person (as defined in Section 2(a)(3) of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules thereunder) of the company, its investment adviser, or its principal underwriter, on the other. Include any policies and procedures of the company’s investment adviser, or any other third party, that the company uses, or that are used on the company’s behalf, to determine how to vote proxies relating to portfolio securities.
Not applicable to a semi-annual report.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
(a) Not applicable to a semi-annual report.
(b) There has been no change, as of the date of this filing, in any of the portfolio managers identified in response to paragraph (a) (1) of this Item in the registrant’s most recently filed annual report on Form N-CSR.
ITEM 9. PURCHASE OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.
(a) If the registrant is a closed-end management investment company, provide the information specified in paragraph (b) of this Item with respect to any purchase made by or on behalf of the registrant or any “affiliated purchaser,” as defined in Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of shares or other units of any class of the registrant’s equity securities that is registered by the registrant pursuant to Section 12 of the Exchange Act (15 U.S.C. 781).
Not applicable.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Describe any material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of directors since the registrant last provided disclosure in response to the requirements of item 7 (d) (2) (ii) (G) of Schedule 14A (17 CFR 240.14a-101), or this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant’s principal executive and principal financial officers, or persons performing similar functions, regarding the effectiveness of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Act (17 CFR 270.30a-3(c))) as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Exchange Act (17 CFR 240.13a-15(b) or 240.15d-15(b)).
The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3 (c) under the Investment Company Act of 1940, as amended (“1940 Act”) (17 CFR 270.30a-3 (c) )) are effective, as of June 30, 2007, 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 Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15 (b) or 240.15d-15 (b)).
(b) Disclose any change in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.
There were no changes in the Registrant’s internal control over financial reporting that occurred during the last fiscal quarter covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant’s internal control over financial reporting.
ITEM 12. EXHIBITS.
(a) File the exhibits listed below as part of this Form. Letter or number the exhibits in the sequence indicated.
(a)(1) Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit.
Not applicable.
(a)(2) A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2).
Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 are attached hereto.
(a)(3) Any written solicitation to purchase securities under Rule 23c-1 under the Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.
Not applicable.
(b) A separate or combined certification for each principal executive officer and principal officer of the registrant as required by Rule 30a-2(b) under the Act of 1940.
Certifications pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 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.
JF China Region Fund, Inc.
By: | /s/_____________________________ |
Simon Crinage
President and Principal Executive Officer
September 7, 2007
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.
By: | /s/___________________________ |
Simon Crinage
President and Principal Executive Officer
September 7, 2007
By: | /s/____________________________ |
Michael J. James
Treasurer and Principal Financial Officer
September 7, 2007