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 811-08050
The Asia Tigers Fund, Inc.
(Exact name of registrant as specified in charter)
345 Park Avenue
New York, NY 10154
(Address of principal executive offices) (Zip code)
Simpson Thacher & Bartlett LLP
425 Lexington Avenue
New York, NY 10017
(Name and address of agent for service)
Registrant’s telephone number, including area code: 212-583-5000
Date of fiscal year end: October 31, 2011
Date of reporting period: April 30, 2011
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, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. Reports to Stockholders.
The Report to Shareholders is attached herewith.
The Asia Tigers Fund, Inc.
June 27, 2011
Dear Fund Shareholder,
We are pleased to provide you with the unaudited financial statements of The Asia Tigers Fund, Inc. (the “Fund”) for the six months ended April 30, 2011.
The Fund’s net asset value (“NAV”) was $21.24 on April 30, 2011, representing an increase of 9.11% (including the reinvestment of $3.17 in dividends) from the Fund’s NAV per share on October 31, 2010 which was $22.47. The Fund outperformed its benchmark, the MSCI AC Asia ex-Japan*, which rose 8.49% during the same six month period. The Fund’s outperformance came largely from favorable stock selection in Korea and Thailand, and being underweight in China.
Asian stock markets saw volatile, choppy trading during the first half of the Fund’s fiscal year, as global macro concerns continued to dominate investor sentiment. Major issues carrying over into the new year included the Euro-zone Debt Crisis, an uncertain U.S. economic recovery, and rising inflation in Asia, with central banks there seen as being behind the curve in monetary tightening. In addition, 2011 saw two new exogenous shocks — rising political and social unrest across the Middle East and a horrific earthquake followed by a devastating tsunami in Japan.
Given this tumultuous backdrop, it may be surprising that Asian markets performed as well as they did, and actually, for most of the period, stocks were underwater. However, the Middle East’s unrest soon stabilized (with the exception of Libya), or at least settled down to the point where investors decided the events would not have broad economic impact. In addition, though Japan’s tragedy has been far more significant for the global economy, the negative repercussions have been only selectively felt, largely by companies involved in the supply chains for motor vehicles and electronics. Once it seemed apparent that the disruption to Japan’s economy would not be enough to de-rail global growth, investor sentiment turned sharply, sparking a major rally. The six-week buying spree carried the Fund’s benchmark up over 11% from its mid-March lows, allowing the first half of the Fund’s fiscal year to finish with a high single-digit gain.
Asia’s economic rebound in the aftermath of the 2008 Global Financial Crisis was truly remarkable, with virtually every country in the region closing its output gap by year-end 2009. However, as a consequence, since early 2010, Asia has seen steadily rising inflation as well as other signs of economic overheating, including surging property prices. Yet, despite continued robust growth, Asian interest rates have remained quite low, between 3-4% on average, which for almost all countries has resulted in negative real interest rates. To be sure, Asian central banks have been raising interest rates, but with the region overall seeing 7.5-8% forecasted GDP
1
growth for 2011-12, monetary policy is generally seen as being too loose. The worry is that the region is running the risk of economic overheating, and even potentially destabilizing inflation.
Of course, the central banks have their arguments as to why they are proceeding so cautiously. Many sympathetic observers have pointed out that Asia’s strong growth over the past 16+ months has recently showed signs of slowing, and there is a risk of over-tightening. In addition, Asian governments have other inflation-dampening tools at their disposal, namely, letting their currencies appreciate. In fact, of the Fund’s benchmark’s (MSCI AC Asia ex Japan) 8.5% gain in the first half of the Fund’s fiscal year, roughly 1/3 was a result of Asian currencies strengthening against the U.S. dollar, with the strongest gains seen by Taiwan, Korea, Singapore and Malaysia, ranging between 5-7.5%. Unfortunately, with the exception of Singapore, Asian currencies’ performance against their individual trade-weighted currency baskets — which include a significant portion of euro and yen — is much less impressive. In other words, while Asian countries have allowed their currencies to appreciate against the U.S. dollar, they have been far less inclined to risk a competitive disadvantage vis-à-vis Europe or Japan. Our own view is that Asia ex-Japan, with its traditional export focus, has a long history of favoring weak currencies as well as being a follower of the U.S. on interest rate policy. Both habits are likely to remain challenging ones for Asia to break away from.
On the political front, the biggest news so far this year was Singapore’s general election, which was won, as expected, by the ruling People’s Action Party, although with the smallest margin of popular votes (i.e., 60%) since the city-state’s 1965 independence. Nonetheless, with this majority as well as winning 81 of the 87 parliamentary seats, there should be policy continuity with the more vigorous opposition unlikely to undermine any of Singapore’s fundamental strengths. In Thailand, the government under Prime Minister Abhisit recently called to dissolve Parliament in order to stand for fresh national elections on July 3rd. Historically, Thailand’s stock market has been buffeted by political instability and this could be another instance. Nevertheless, for now, the Fund is maintaining a modest overweight position in Thailand, amounting to slightly less than 4% of the Fund.
Looking out to the rest of the year, we believe market conditions are likely to remain volatile, and a correction, perhaps even a significant one, cannot be ruled out. As mentioned at the outset, the list of investors’ global macro concerns is lengthy and, what’s more, seems to be expanding. Most recently, the Asian region’s inflation worries look like they are being overtaken by a potential ‘growth scare’, as the latest economic data from China shows manufacturing activity slowing to its lowest level in almost a year. In addition, the Federal Reserve’s second round of quantitative easing (or ‘QE2’) will finish at the end of June, and there remains much speculation about what the impact will be on global bond yields and stock markets.
Our view is that while the end of QE2 will most likely be a non-event, nevertheless, investor sentiment remains extremely jittery and markets appear fragile. In terms of valuation, the Asia
2
ex-Japan region currently trades on 12.4x forward 12 months price to earnings ratio, 2.1x price to book ratio, and a 2.1% dividend yield, slightly more attractive than its historical average**. Although not expensive, we don’t believe it is cheap enough to insulate the region from an equity market correction if global macro conditions deteriorate. In short, while we are constructive on the region long-term, we don’t believe there is any need to be over-aggressive now. Investors looking to add to Asia-dedicated positions should probably be patient. There is a good chance, we believe, of being able to add to positions at better price levels later in the year.
On behalf of the Board of Directors, we thank you for your participation and continued support of the Fund. If you have any questions, please do not hesitate to call our toll-free number, 866-800-8933.
Sincerely,
Prakash A. Melwani
Director and President
The Asia Tigers Fund, Inc.
| |
* | Please note that the benchmark is an unmanaged index. Investors cannot directly invest in the index. The index does not reflect transaction costs or manager fees. |
** Source: Fact Set, Institutional Brokers’ Estimate System (IBES)
PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. There is no guarantee that the Fund’s or any other investment technique will be effective under all market conditions.
3
THE ASIA TIGERS FUND, INC.
Fundamental Periodic Repurchase Policy
The Fund has adopted the following fundamental policy regarding periodic repurchases:
| | |
| a) | The Fund will make offers to repurchase its shares at semi-annual intervals pursuant to Rule 23c-3 under the Investment Company Act of 1940, as amended, from time to time (“Offers”). The Board of Directors may place such conditions and limitations on the Offers as may be permitted under Rule 23c-3. |
|
| b) | 14 days prior to the last Friday of each of the Fund’s first and third fiscal quarters, or the next business day if such Friday is not a business day, will be the deadline (the “Repurchase Request Deadline”) by which the Fund must receive repurchase requests submitted by stockholders in response to the most recent Offer. |
|
| c) | The date on which the repurchase price for shares is to be determined (the “Repurchase Pricing Date”) shall occur no later than the last Friday of each of the Fund’s first and third fiscal quarters, or the next business day if such day is not a business day. |
|
| d) | Offers may be suspended or postponed under certain circumstances, as provided for in Rule 23c-3. |
(For further details, see Note E to the Financial Statements.)
4
THE ASIA TIGERS FUND, INC.
April 30, 2011
(Unaudited)
Schedule of Investments
| | | | | | | | | | | | | | | | |
COMMON STOCKS (97.52% of net assets) | |
NUMBER
| | | | | PERCENT OF
| | | | | | | |
OF SHARES | | | SECURITY | | NET ASSETS | | | COST | | | VALUE | |
| |
|
| | | | China | | | 14.28% | | | | | | | | | |
| | | | Auto/Truck Parts & Equipment | | | 0.93% | | | | | | | | | |
| 98,000 | | | Weichai Power Co., Ltd. | | $ | 455,198 | | | $ | 668,675 | |
| | | | | | | | | | | | |
| | | | Commercial Banks – Non-US | | | 4.68% | | | | | | | | | |
| 1,707,720 | | | China Construction Bank Corp. | | | 1,171,594 | | | | 1,613,711 | |
| 2,077,420 | | | Industrial & Commercial Bank of China, Ltd. | | | 1,270,023 | | | | 1,757,126 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 2,441,617 | | | | 3,370,837 | |
| | | | | | | | | | | | | | | | |
| | | | Electric Products – Miscellaneous | | | 0.97% | | | | | | | | | |
| 177,000 | | | Zhuzhou CSR Times Electric Co., Ltd. | | | 334,337 | | | | 700,699 | |
| | | | | | | | | | | | |
| | | | Electrical & Electronics | | | 0.50% | | | | | | | | | |
| 53,387 | | | China Digital TV Holding ADR | | | 372,720 | | | | 361,964 | |
| | | | | | | | | | | | |
| | | | Electronic Components – Miscellaneous | | | 0.84% | | | | | | | | | |
| 232,000 | | | AAC Acoustic Technologies Holdings, Inc. | | | 383,635 | | | | 606,313 | |
| | | | | | | | | | | | |
| | | | Life / Health Insurance | | | 0.30% | | | | | | | | | |
| 61,000 | | | China Life Insurance Co., Ltd. | | | 90,518 | | | | 216,747 | |
| | | | | | | | | | | | |
| | | | Oil Companies – Integrated | | | 2.12% | | | | | | | | | |
| 1,060,000 | | | PetroChina Co., Ltd. | | | 1,215,338 | | | | 1,522,942 | |
| | | | | | | | | | | | |
| | | | Real Estate – Operations & Development | | | 0.42% | | | | | | | | | |
| 184,000 | | | Agile Property Holdings, Ltd. | | | 283,107 | | | | 298,944 | |
| | | | | | | | | | | | |
| | | | Retail – Bookstores | | | 1.04% | | | | | | | | | |
| 1,363,000 | | | Xinhua Winshare Publishing & Media Co., Ltd. | | | 612,319 | | | | 751,022 | |
| | | | | | | | | | | | |
| | | | Retail – Food | | | 0.17% | | | | | | | | | |
| 30,000 | | | Lianhua Supermarket Holdings, Ltd. | | | 34,680 | | | | 122,046 | |
| | | | | | | | | | | | |
| | | | Retail – Major Department Stores | | | 0.43% | | | | | | | | | |
| 198,000 | | | Intime Department Store Group Co., Ltd. | | | 308,456 | | | | 308,945 | |
| | | | | | | | | | | | |
| | | | Telecommunications Equipment | | | 0.72% | | | | | | | | | |
| 143,142 | | | ZTE Corp. | | | 229,097 | | | | 515,065 | |
| | | | | | | | | | | | |
| | | | Transportation | | | 0.47% | | | | | | | | | |
| 402,000 | | | Anhui Expressway Co., Ltd. | | | 244,612 | | | | 336,397 | |
| | | | | | | | | | | | |
| | | | Web Portals & Internet Service Providers | | | 0.69% | | | | | | | | | |
| 4,715 | | | Sohu.com, Inc.+ | | | 216,196 | | | | 498,658 | |
| | | | | | | | | | | | |
| | | | Total China | | | 7,221,830 | | | | 10,279,254 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
5
THE ASIA TIGERS FUND, INC.
| |
Schedule of Investments (continued) | April 30, 2011 (Unaudited) |
| | | | | | | | | | | | | | | | |
COMMON STOCKS (continued) | |
NUMBER
| | | | | PERCENT OF
| | | | | | | |
OF SHARES | | | SECURITY | | NET ASSETS | | | COST | | | VALUE | |
| |
|
| | | | Hong Kong | | | 16.48% | | | | | | | | | |
| | | | Cellular Telecommunications | | | 1.74% | | | | | | | | | |
| 136,700 | | | China Mobile, Ltd. | | $ | 416,644 | | | $ | 1,256,550 | |
| | | | | | | | | | | | |
| | | | Commercial Banks – Non-US | | | 1.46% | | | | | | | | | |
| 188,500 | | | BOC Hong Kong (Holdings), Ltd. | | | 503,107 | | | | 592,126 | |
| 41,000 | | | Wing Hang Bank, Ltd. | | | 311,856 | | | | 457,104 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 814,963 | | | | 1,049,230 | |
| | | | | | | | | | | | | | | | |
| | | | Distribution & Wholesale | | | 0.39% | | | | | | | | | |
| 143,000 | | | Digital China Holdings, Ltd. | | | 289,221 | | | | 277,988 | |
| | | | | | | | | | | | |
| | | | Diversified Operations | | | 2.37% | | | | | | | | | |
| 95,381 | | | Hutchison Whampoa, Ltd. | | | 488,441 | | | | 1,089,178 | |
| 59,000 | | | Shanghai Industrial Holdings, Ltd. | | | 186,387 | | | | 232,807 | |
| 52,500 | | | Wharf Holdings, Ltd. | | | 131,903 | | | | 383,902 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 806,731 | | | | 1,705,887 | |
| | | | | | | | | | | | | | | | |
| | | | Finance – Other Services | | | 0.85% | | | | | | | | | |
| 26,700 | | | Hong Kong Exchanges & Clearing, Ltd. | | | 220,654 | | | | 609,099 | |
| | | | | | | | | | | | |
| | | | Oil Companies – Exploration & Production | | | 3.20% | | | | | | | | | |
| 619,000 | | | CNOOC, Ltd. | | | 1,134,252 | | | | 1,526,860 | |
| 437,800 | | | Kunlun Energy Co., Ltd. | | | 131,421 | | | | 775,546 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 1,265,673 | | | | 2,302,406 | |
| | | | | | | | | | | | | | | | |
| | | | Paper & Related Products | | | 0.72% | | | | | | | | | |
| 719,000 | | | Lee & Man Paper Manufacturing, Ltd. | | | 137,618 | | | | 516,507 | |
| | | | | | | | | | | | |
| | | | Real Estate – Operations & Development | | | 1.63% | | | | | | | | | |
| 74,700 | | | Cheung Kong Holdings, Ltd. | | | 523,253 | | | | 1,175,182 | |
| | | | | | | | | | | | |
| | | | Retail – Apparel/Shoes | | | 0.48% | | | | | | | | | |
| 318,000 | | | Trinity, Ltd. | | | 307,458 | | | | 343,890 | |
| | | | | | | | | | | | |
| | | | Retail – Jewelry | | | 0.89% | | | | | | | | | |
| 174,000 | | | Luk Fook Holdings (International), Ltd. | | | 350,058 | | | | 644,021 | |
| | | | | | | | | | | | |
| | | | Retail – Perfume & Cosmetics | | | 0.41% | | | | | | | | | |
| 496,000 | | | Sa Sa International Holdings, Ltd. | | | 201,476 | | | | 296,926 | |
| | | | | | | | | | | | |
| | | | Telecommunications Equipment | | | 0.76% | | | | | | | | | |
| 48,000 | | | VTech Holdings, Ltd. | | | 167,979 | | | | 546,887 | |
| | | | | | | | | | | | |
| | | | Traffic Managemant Systems | | | 0.59% | | | | | | | | | |
| 766,000 | | | GZI Transport, Ltd. | | | 428,190 | | | | 423,057 | |
| | | | | | | | | | | | |
6
THE ASIA TIGERS FUND, INC.
| |
Schedule of Investments (continued) | April 30, 2011 (Unaudited) |
| | | | | | | | | | | | | | | | |
COMMON STOCKS (continued) | |
NUMBER
| | | | | PERCENT OF
| | | | | | | |
OF SHARES | | | SECURITY | | NET ASSETS | | | COST | | | VALUE | |
| |
|
| | | | Hong Kong (concluded) | | | | | | | | | | | | |
| | | | Transportation | | | 0.99% | | | | | | | | | |
| 195,000 | | | MTR Corp., Ltd. | | $ | 533,246 | | | $ | 710,451 | |
| | | | | | | | | | | | |
| | | | Total Hong Kong | | | 6,463,164 | | | | 11,858,081 | |
| | | | | | | | | | | | |
| | | | India | | | 7.51% | | | | | | | | | |
| | | | Appliance & Household Durables | | | 0.70% | | | | | | | | | |
| 9,344 | | | TTK Prestige, Ltd. | | | 336,087 | | | | 501,288 | |
| | | | | | | | | | | | |
| | | | Applications Software | | | 0.94% | | | | | | | | | |
| 10,322 | | | Infosys Technologies, Ltd. | | | 74,590 | | | | 678,395 | |
| | | | | | | | | | | | |
| | | | Auto – Cars & Light Trucks | | | 0.77% | | | | | | | | | |
| 9,373 | | | Tata Motors, Ltd. | | | 152,770 | | | | 260,553 | |
| 10,650 | | | Tata Motors, Ltd. ADR | | | 297,577 | | | | 292,236 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 450,347 | | | | 552,789 | |
| | | | | | | | | | | | | | | | |
| | | | Banking | | | 0.42% | | | | | | | | | |
| 12,083 | | | ICICI Bank, Ltd. | | | 304,195 | | | | 304,500 | |
| | | | | | | | | | | | |
| | | | Coal | | | 0.83% | | | | | | | | | |
| 69,679 | | | Coal India, Ltd. | | | 516,494 | | | | 599,005 | |
| | | | | | | | | | | | |
| | | | Commercial Banks – Non-US | | | 0.38% | | | | | | | | | |
| 39,663 | | | Yes Bank, Ltd. | | | 247,332 | | | | 273,689 | |
| | | | | | | | | | | | |
| | | | Consumer Non-Durables | | | 0.39% | | | | | | | | | |
| 29,689 | | | Emami, Ltd. | | | 273,962 | | | | 278,324 | |
| | | | | | | | | | | | |
| | | | Housewares | | | 0.64% | | | | | | | | | |
| 130,000 | | | HSIL, Ltd. | | | 397,819 | | | | 457,345 | |
| | | | | | | | | | | | |
| | | | Manufacturing | | | 0.24% | | | | | | | | | |
| 11,350 | | | V.I.P. Industries, Ltd. | | | 150,119 | | | | 174,672 | |
| | | | | | | | | | | | |
| | | | Oil Refining & Marketing | | | 1.37% | | | | | | | | | |
| 39,647 | | | Chennai Petroleum Corp., Ltd. | | | 205,623 | | | | 200,140 | |
| 35,353 | | | Reliance Industries, Ltd. | | | 168,520 | | | | 785,138 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 374,143 | | | | 985,278 | |
| | | | | | | | | | | | | | | | |
| | | | Pharmaceuticals | | | 0.36% | | | | | | | | | |
| 6,854 | | | Dr. Reddy’s Laboratories, Ltd. | | | 243,271 | | | | 257,690 | |
| | | | | | | | | | | | |
| | | | Power Conversion & Supply Equipment | | | 0.47% | | | | | | | | | |
| 7,519 | | | Bharat Heavy Electricals, Ltd. | | | 118,490 | | | | 340,238 | |
| | | | | | | | | | | | |
| | | | Total India | | | 3,486,849 | | | | 5,403,213 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
7
THE ASIA TIGERS FUND, INC.
| |
Schedule of Investments (continued) | April 30, 2011 (Unaudited) |
| | | | | | | | | | | | | | | | |
COMMON STOCKS (continued) | |
NUMBER
| | | | | PERCENT OF
| | | | | | | |
OF SHARES | | | SECURITY | | NET ASSETS | | | COST | | | VALUE | |
| |
|
| | | | Indonesia | | | 4.42% | | | | | | | | | |
| | | | Building & Construction – Miscellaneous | | | 0.70% | | | | | | | | | |
| 1,308,500 | | | PT Jasa Marga (Persero) Tbk | | $ | 467,051 | | | $ | 504,209 | |
| | | | | | | | | | | | |
| | | | Building Products – Cement & Aggregation | | | 1.00% | | | | | | | | | |
| 364,000 | | | PT Indocement Tunggal Prakarsa Tbk | | | 551,888 | | | | 722,560 | |
| | | | | | | | | | | | |
| | | | Coal | | | 1.14% | | | | | | | | | |
| 150,000 | | | PT Indo Tambangraya Megah Tbk | | | 797,270 | | | | 819,710 | |
| | | | | | | | | | | | |
| | | | Commercial Banks – Non-US | | | 0.81% | | | | | | | | | |
| 698,035 | | | PT Bank Mandiri Tbk | | | 432,395 | | | | 582,783 | |
| | | | | | | | | | | | |
| | | | Telecommunications | | | 0.77% | | | | | | | | | |
| 698,000 | | | PT XL Axiata Tbk+ | | | 414,679 | | | | 554,227 | |
| | | | | | | | | | | | |
| | | | Total Indonesia | | | 2,663,283 | | | | 3,183,489 | |
| | | | | | | | | | | | |
| | | | Malaysia | | | 3.84% | | | | | | | | | |
| | | | Commercial Banks – Non-US | | | 0.71% | | | | | | | | | |
| 184,900 | | | CIMB Group Holdings Bhd | | | 115,183 | | | | 511,253 | |
| | | | | | | | | | | | |
| | | | Diversified Operations | | | 0.01% | | | | | | | | | |
| 2,000 | | | IJM Corp. Bhd | | | 3,803 | | | | 4,186 | |
| | | | | | | | | | | | |
| | | | Hotel/Restaurants | | | 1.27% | | | | | | | | | |
| 232,900 | | | Genting Bhd | | | 528,643 | | | | 912,100 | |
| | | | | | | | | | | | |
| | | | Metal Processors & Fabrication | | | 0.58% | | | | | | | | | |
| 471,100 | | | KNM Group Bhd | | | 398,829 | | | | 418,296 | |
| | | | | | | | | | | | |
| | | | Rubber & Vinyl | | | 1.27% | | | | | | | | | |
| 523,900 | | | Top Glove Corp. Bhd | | | 402,866 | | | | 917,975 | |
| | | | | | | | | | | | |
| | | | Total Malaysia | | | 1,449,324 | | | | 2,763,810 | |
| | | | | | | | | | | | |
| | | | Singapore | | | 8.60% | | | | | | | | | |
| | | | Commercial Banks – Non-US | | | 2.05% | | | | | | | | | |
| 133,000 | | | Oversea-Chinese Banking Corp., Ltd. | | | 871,654 | | | | 1,039,190 | |
| 27,000 | | | United Overseas Bank, Ltd. | | | 262,725 | | | | 433,414 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 1,134,379 | | | | 1,472,604 | |
| | | | | | | | | | | | | | | | |
| | | | Computers – Integrated Systems | | | 0.79% | | | | | | | | | |
| 599,000 | | | CSE Global, Ltd. | | | 371,990 | | | | 568,493 | |
| | | | | | | | | | | | |
| | | | Diversified Operations | | | 1.53% | | | | | | | | | |
| 113,300 | | | Keppel Corp., Ltd. | | | 510,223 | | | | 1,103,105 | |
| | | | | | | | | | | | |
8
THE ASIA TIGERS FUND, INC.
| |
Schedule of Investments (continued) | April 30, 2011 (Unaudited) |
| | | | | | | | | | | | | | | | |
COMMON STOCKS (continued) | |
NUMBER
| | | | | PERCENT OF
| | | | | | | |
OF SHARES | | | SECURITY | | NET ASSETS | | | COST | | | VALUE | |
| |
|
| | | | Singapore (concluded) | | | | | | | | | | | | |
| | | | Energy Sources | | | 0.63% | | | | | | | | | |
| 403,000 | | | First Resources, Ltd. | | $ | 456,514 | | | $ | 455,013 | |
| | | | | | | | | | | | |
| | | | Real Estate – Operations & Development | | | 1.66% | | | | | | | | | |
| 384,000 | | | Global Logistic Properties, Ltd.+ | | | 606,237 | | | | 606,357 | |
| 172,883 | | | Keppel Land, Ltd. | | | 125,744 | | | | 589,832 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 731,981 | | | | 1,196,189 | |
| | | | | | | | | | | | | | | | |
| | | | Transportation – Marine | | | 1.01% | | | | | | | | | |
| 537,400 | | | Ezra Holdings, Ltd. | | | 129,303 | | | | 725,474 | |
| | | | | | | | | | | | |
| | | | Water Treatment Systems | | | 0.93% | | | | | | | | | |
| 379,000 | | | Hyflux, Ltd. | | | 345,191 | | | | 666,680 | |
| | | | | | | | | | | | |
| | | | Total Singapore | | | 3,679,581 | | | | 6,187,558 | |
| | | | | | | | | | | | |
| | | | South Korea | | | 22.53% | | | | | | | | | |
| | | | Auto/Truck Parts & Equipment | | | 2.49% | | | | | | | | | |
| 2,776 | | | Hyundai Mobis | | | 649,964 | | | | 929,953 | |
| 12,020 | | | Kia Motors Corp. | | | 548,745 | | | | 862,537 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 1,198,709 | | | | 1,792,490 | |
| | | | | | | | | | | | | | | | |
| | | | Chemicals | | | 1.96% | | | | | | | | | |
| 2,854 | | | LG Chem, Ltd. | | | 116,015 | | | | 1,411,487 | |
| | | | | | | | | | | | |
| | | | Diversified Financial Services | | | 2.61% | | | | | | | | | |
| 13,835 | | | KB Financial Group, Inc. | | | 254,239 | | | | 742,325 | |
| 23,142 | | | Shinhan Financial Group Co., Ltd. | | | 280,434 | | | | 1,133,724 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 534,673 | | | | 1,876,049 | |
| | | | | | | | | | | | | | | | |
| | | | Electric Products – Miscellaneous | | | 0.69% | | | | | | | | | |
| 5,133 | | | LG Electronics, Inc. | | | 463,935 | | | | 493,350 | |
| | | | | | | | | | | | |
| | | | Electronic Components – Miscellaneous | | | 0.84% | | | | | | | | | |
| 16,896 | | | LG Display Co., Ltd. | | | 433,092 | | | | 607,004 | |
| | | | | | | | | | | | |
| | | | Electronic Components – Semiconductors | | | 4.47% | | | | | | | | | |
| 3,856 | | | Samsung Electronics Co., Ltd. | | | 1,021,614 | | | | 3,213,183 | |
| | | | | | | | | | | | |
| | | | Engineering/Research & Development Services | | | 0.57% | | | | | | | | | |
| 1,854 | | | Samsung Engineering Co., Ltd. | | | 159,314 | | | | 410,885 | |
| | | | | | | | | | | | |
| | | | Non-Ferrous Metals | | | 1.02% | | | | | | | | | |
| 1,859 | | | Korea Zinc Co., Ltd. | | | 195,211 | | | | 732,047 | |
| | | | | | | | | | | | |
| | | | Property & Casualty Insurance | | | 1.21% | | | | | | | | | |
| 4,070 | | | Samsung Fire & Marine Insurance Co., Ltd. | | | 738,343 | | | | 873,513 | |
| | | | | | | | | | | | |
9
THE ASIA TIGERS FUND, INC.
| |
Schedule of Investments (continued) | April 30, 2011 (Unaudited) |
| | | | | | | | | | | | | | | | |
COMMON STOCKS (continued) | |
NUMBER
| | | | | PERCENT OF
| | | | | | | |
OF SHARES | | | SECURITY | | NET ASSETS | | | COST | | | VALUE | |
| |
|
| | | | South Korea (concluded) | | | | | | | | | | | | |
| | | | Retail – Major Department Stores | | | 1.34% | | | | | | | | | |
| 6,586 | | | Hyundai Department Store Co., Ltd. | | $ | 759,592 | | | $ | 964,869 | |
| | | | | | | | | | | | |
| | | | Retail – Miscellaneous/Diversified | | | 1.02% | | | | | | | | | |
| 3,425 | | | CJ O Shopping Co., Ltd. | | | 308,383 | | | | 733,483 | |
| | | | | | | | | | | | |
| | | | Shipbuilding | | | 2.31% | | | | | | | | | |
| 1,511 | | | Hyundai Heavy Industries Co., Ltd. | | | 505,939 | | | | 754,337 | |
| 20,130 | | | Samsung Heavy Industries Co., Ltd. | | | 278,638 | | | | 911,030 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 784,577 | | | | 1,665,367 | |
| | | | | | | | | | | | | | | | |
| | | | Steel – Producers | | | 0.93% | | | | | | | | | |
| 1,538 | | | POSCO | | | 141,654 | | | | 671,660 | |
| | | | | | | | | | | | |
| | | | Web Portals & Internet Service Providers | | | 1.07% | | | | | | | | | |
| 3,893 | | | NHN Corp.+ | | | 427,456 | | | | 771,952 | |
| | | | | | | | | | | | |
| | | | Total South Korea | | | 7,282,568 | | | | 16,217,339 | |
| | | | | | | | | | | | |
| | | | Sri Lanka | | | 0.26% | | | | | | | | | |
| | | | Diversified Operations | | | 0.26% | | | | | | | | | |
| 73,050 | | | John Keells Holdings PLC | | | 69,705 | | | | 188,042 | |
| | | | | | | | | | | | |
| | | | Total Sri Lanka | | | 69,705 | | | | 188,042 | |
| | | | | | | | | | | | |
| | | | Taiwan | | | 15.21% | | | | | | | | | |
| | | | Building Products – Cement & Aggregation | | | 0.95% | | | | | | | | | |
| 467,407 | | | Taiwan Cement Corp. | | | 277,190 | | | | 684,663 | |
| | | | | | | | | | | | |
| | | | Circuit Boards | | | 0.41% | | | | | | | | | |
| 63,000 | | | Tripod Technology Corp. | | | 274,619 | | | | 298,078 | |
| | | | | | | | | | | | |
| | | | Computers | | | 1.46% | | | | | | | | | |
| 140,739 | | | Advantech Co., Ltd. | | | 155,158 | | | | 465,878 | |
| 325,000 | | | Wistron Corp. | | | 597,664 | | | | 584,441 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 752,822 | | | | 1,050,319 | |
| | | | | | | | | | | | | | | | |
| | | | Diversified Financial Services | | | 1.01% | | | | | | | | | |
| 493,020 | | | Fubon Financial Holding Co., Ltd. | | | 278,228 | | | | 723,042 | |
| | | | | | | | | | | | |
| | | | Electronic Components & Instruments | | | 0.64% | | | | | | | | | |
| 250,143 | | | WPG Holdings Co., Ltd. | | | 364,613 | | | | 462,055 | |
| | | | | | | | | | | | |
| | | | Electronic Components – Miscellaneous | | | 3.07% | | | | | | | | | |
| 75,000 | | | Asustek Computer, Inc. | | | 600,906 | | | | 675,664 | |
| 404,857 | | | Hon Hai Precision Industry Co., Ltd. | | | 569,483 | | | | 1,533,844 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 1,170,389 | | | | 2,209,508 | |
| | | | | | | | | | | | | | | | |
10
THE ASIA TIGERS FUND, INC.
| |
Schedule of Investments (continued) | April 30, 2011 (Unaudited) |
| | | | | | | | | | | | | | | | |
COMMON STOCKS (concluded) | |
NUMBER
| | | | | PERCENT OF
| | | | | | | |
OF SHARES | | | SECURITY | | NET ASSETS | | | COST | | | VALUE | |
| |
|
| | | | Taiwan (concluded) | | | | | | | | | | | | |
| | | | Electronic Components – Semiconductors | | | 0.45% | | | | | | | | | |
| 29,196 | | | MediaTek, Inc. | | $ | 290,516 | | | $ | 322,661 | |
| | | | | | | | | | | | |
| | | | Manufacturing | | | 0.54% | | | | | | | | | |
| 50,000 | | | AirTac International Group+ | | | 307,882 | | | | 389,336 | |
| | | | | | | | | | | | |
| | | | Metal Processors & Fabrication | | | 0.87% | | | | | | | | | |
| 100,000 | | | Catcher Technology Co., Ltd. | | | 305,236 | | | | 628,524 | |
| | | | | | | | | | | | |
| | | | Power Conversion & Supply Equipment | | | 0.57% | | | | | | | | | |
| 91,659 | | | Delta Electronics, Inc. | | | 184,454 | | | | 409,671 | |
| | | | | | | | | | | | |
| | | | Retail – Apparel/Shoes | | | 0.61% | | | | | | | | | |
| 275,971 | | | Les Enphants Co., Ltd. | | | 418,553 | | | | 440,382 | |
| | | | | | | | | | | | |
| | | | Semiconductor Equipment – Integrated Circuits | | | 4.63% | | | | | | | | | |
| 136,300 | | | Powertech Technology, Inc. | | | 309,319 | | | | 494,970 | |
| 309,000 | | | Siliconware Precision Industries Co. | | | 300,617 | | | | 412,165 | |
| 948,583 | | | Taiwan Semiconductor Manufacturing Co., Ltd. | | | 1,376,675 | | | | 2,424,578 | |
| | | | | | | | | | | | |
| | | | | | | | | | | 1,986,611 | | | | 3,331,713 | |
| | | | | | | | | | | | | | | | |
| | | | Total Taiwan | | | 6,611,113 | | | | 10,949,952 | |
| | | | | | | | | | | | |
| | | | Thailand | | | 3.74% | | | | | | | | | |
| | | | Building Products – Cement & Aggregation | | | 0.41% | | | | | | | | | |
| 23,600 | | | Siam Cement PCL | | | 254,645 | | | | 296,482 | |
| | | | | | | | | | | | |
| | | | Commercial Banks – Non-US | | | 1.23% | | | | | | | | | |
| 209,000 | | | Kasikornbank PCL | | | 869,842 | | | | 885,712 | |
| | | | | | | | | | | | |
| | | | Oil | | | 0.71% | | | | | | | | | |
| 180,100 | | | Thai Oil PCL | | | 502,391 | | | | 509,831 | |
| | | | | | | | | | | | |
| | | | Real Estate – Operations & Development | | | 0.75% | | | | | | | | | |
| 1,504,100 | | | L.P.N. Development PCL | | | 505,609 | | | | 539,158 | |
| | | | | | | | | | | | |
| | | | Retail – Convenience Stores | | | 0.64% | | | | | | | | | |
| 319,800 | | | CP ALL PCL | | | 358,480 | | | | 463,362 | |
| | | | | | | | | | | | |
| | | | Total Thailand | | | 2,490,967 | | | | 2,694,545 | |
| | | | | | | | | | | | |
| | | | United Kingdom | | | 0.65% | | | | | | | | | |
| | | | Diversified Financial Services | | | 0.65% | | | | | | | | | |
| 8,522 | | | HSBC Holdings PLC-ADR | | | 325,850 | | | | 464,196 | |
| | | | | | | | | | | | |
| | | | Total United Kingdom | | | 325,850 | | | | 464,196 | |
| | | | | | | | | | | | |
| | | | TOTAL COMMON STOCKS | | | 41,744,234 | | | | 70,189,479 | |
| | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
11
THE ASIA TIGERS FUND, INC.
| |
Schedule of Investments (concluded) | April 30, 2011 (Unaudited) |
| | | | | | | | | | | | | | | | |
REPURCHASE AGREEMENT (2.34% of net assets) | |
PRINCIPAL
| | | | | PERCENT OF
| | | | | | | |
AMOUNT | | | SECURITY | | NET ASSETS | | | COST | | | VALUE | |
| |
|
| | | | United States | | | 2.34% | | | | | | | | | |
| 1,684,528 | | | State Street Bank, 0.01% dated 04/29/11, due 05/02/11 proceeds at maturity $1,684,529 (Collateralized by $1,685,000 U.S. Treasury Note, 1.375%, due 05/15/13, Market Value $1,720,970) | | $ | 1,684,528 | | | $ | 1,684,528 | |
| | | | | | | | | | | | |
| | | | Total United States | | | 1,684,528 | | | | 1,684,528 | |
| | | | | | | | | | | | |
| | | | TOTAL REPURCHASE AGREEMENT | | | 1,684,528 | | | | 1,684,528 | |
| | | | | | | | | | | | |
| | | | TOTAL INVESTMENTS++ | | | 99.86% | | | $ | 43,428,762 | | | | 71,874,007 | |
| | | | | | | | | | | | | | | | |
| | | | OTHER ASSETS IN EXCESS OF LIABILITIES | | | 0.14% | | | | | | | | 102,935 | |
| | | | | | | | | | | | | | | | |
| | | | NET ASSETS | | | 100.00% | | | | | | | $ | 71,976,942 | |
| | | | | | | | | | | | | | | | |
This Schedule of Investments reflects each company’s country of domicile. The companies may also be subject to the risks of other countries.
Footnotes and Abbreviations
| | |
ADR | | American Depository Receipts. |
+ | | Non-Income producing security. |
++ | | As of April 30, 2011, the aggregate cost for federal income tax purposes was $43,727,411. The aggregate gross unrealized appreciation (depreciation) for all securities were as follows: |
| | | | |
Excess of value over tax cost | | $ | 28,199,266 | |
Excess of tax cost over value | | | (52,670 | ) |
| | | | |
| | $ | 28,146,596 | |
| | | | |
| | |
| | These temporary differences in book and tax cost are due to wash sale loss deferrals. |
See accompanying notes to financial statements.
12
THE ASIA TIGERS FUND, INC.
April 30, 2011
(Unaudited)
Statement of Assets and Liabilities
| | | | |
ASSETS | | | | |
Investments, at value (cost $43,428,762) | | $ | 71,874,007 | |
Cash (including $178,668 of foreign currency holdings with a cost of $171,268) | | | 257,747 | |
Receivables: | | | | |
Dividends | | | 280,481 | |
Securities sold | | | 40,211 | |
Tax Refund | | | 34,666 | |
Prepaid expenses | | | 84,851 | |
| | | | |
Total Assets | | | 72,571,963 | |
| | | | |
LIABILITIES | | | | |
Payables for securities purchased | | | 261,628 | |
Payable Foreign Tax | | | 105,392 | |
Due to Investment Manager | | | 59,072 | |
Accrued Legal Fees | | | 57,786 | |
Accrued Audit Fees | | | 54,390 | |
Due to Administrator | | | 11,814 | |
Due to Directors | | | 2,843 | |
Accrued expenses | | | 42,096 | |
| | | | |
Total Liabilities | | | 595,021 | |
| | | | |
Net Assets | | $ | 71,976,942 | |
| | | | |
NET ASSET VALUE PER SHARE ($71,976,942 / 3,389,470 shares issued and outstanding) | | $ | 21.24 | |
| | | | |
| | | | |
| | | | |
NET ASSETS CONSIST OF: | | | | |
Capital stock, $0.001 par value; 20,525,185 shares issued (100,000,000 shares authorized) | | $ | 20,525 | |
Paid-in capital | | | 217,310,417 | |
Cost of 17,135,715 shares repurchased | | | (181,931,959 | ) |
Accumulated net investment loss | | | (1,107,061 | ) |
Accumulated net realized gain on investments | | | 9,335,666 | |
Net unrealized appreciation in value of investments and on translation of other assets and liabilities denominated in foreign currencies (net of deferred foreign withholding taxes of $105,392) | | | 28,349,354 | |
| | | | |
| | $ | 71,976,942 | |
| | | | |
13
See accompanying notes to financial statements.
THE ASIA TIGERS FUND, INC.
Statement of Operations
For the Six Months Ended
April 30, 2011
(Unaudited)
| | | | | | | | |
Investment Income | | | | | | | | |
Dividends (net of taxes withheld of $39,345) | | | | | | $ | 571,177 | |
Interest | | | | | | | 109 | |
| | | | | | | | |
Total Investment Income | | | | | | | 571,286 | |
| | | | | | | | |
Expenses | | | | | | | | |
Management fees | | | 362,442 | | | | | |
Legal fees | | | 79,512 | | | | | |
Custodian fees | | | 78,566 | | | | | |
Administration fees | | | 72,488 | | | | | |
Professional fees | | | 59,547 | | | | | |
Insurance | | | 51,292 | | | | | |
Printing | | | 45,248 | | | | | |
Directors’ fees | | | 21,500 | | | | | |
Transfer agent fees | | | 12,942 | | | | | |
NYSE fees | | | 11,987 | | | | | |
ICI fees | | | 1,262 | | | | | |
Tax expense | | | 61 | | | | | |
Miscellaneous | | | 19,527 | | | | | |
| | | | | | | | |
Total Expenses | | | | | | | 816,374 | |
| | | | | | | | |
Net Investment Loss | | | | | | | (245,088 | ) |
| | | | | | | | |
Net Realized and Unrealized Gain (Loss) on Investments, Foreign Currency Holdings and Translation of Other Assets and Liabilities Denominated in Foreign Currencies: | | | | | | | | |
Net realized gain (loss) from: | | | | | | | | |
Security transactions (net of capital gains tax of $30,932 and refund of prior year capital gains tax paid of $18,624) | | | | | | | 9,742,526 | |
Foreign currency related transactions | | | | | | | (1,417 | ) |
| | | | | | | | |
| | | | | | | 9,741,109 | |
Net change in unrealized appreciation in value of investments, foreign currency holdings and translation of other assets and liabilities denominated in foreign currencies (net of decrease in deferred foreign withholding taxes of $55,615) | | | | | | | (2,788,634 | ) |
| | | | | | | | |
Net realized and unrealized gain on investments, foreign currency holdings and translation of other assets and liabilities denominated in foreign currencies | | | | | | | 6,952,475 | |
| | | | | | | | |
Net increase in net assets resulting from operations | | | | | | $ | 6,707,387 | |
| | | | | | | | |
14
See accompanying notes to financial statements.
THE ASIA TIGERS FUND, INC.
Statements of Changes in Net Assets
| | | | | | | | |
| | For the Six Months
| | | | |
| | Ended
| | | For the Year
| |
| | April 30, 2011
| | | Ended
| |
| | (Unaudited) | | | October 31, 2010 | |
|
INCREASE (DECREASE) IN NET ASSETS | | | | | | | | |
Operations | | | | | | | | |
Net investment loss | | $ | (245,088 | ) | | $ | (26,872 | ) |
Net realized gain on investments and foreign currency related transactions | | | 9,741,109 | | | | 11,433,955 | |
Net change in unrealized appreciation in value of investments, foreign currency holdings and translation of other assets and liabilities denominated in foreign currencies | | | (2,788,634 | ) | | | 2,794,915 | |
| | | | | | | | |
Net increase in net assets resulting from operations | | | 6,707,387 | | | | 14,201,998 | |
| | | | | | | | |
Distribution to shareholders | | | | | | | | |
Net investment income ($0.05 per share and $0.00 per share, respectively) | | | (177,856 | ) | | | — | |
Dividends in excess of net investment income and net realized capital gains ($0.00 per share and $0.18 per share, respectively) | | | — | | | | (686,051 | ) |
Short term capital gains ($0.97 and $0.00 per share, respectively) | | | (3,450,409 | ) | | | — | |
Long term capital gains ($2.15 and $0.34 per share, respectively) | | | (7,647,821 | ) | | | (1,295,874 | ) |
| | | | | | | | |
Decrease in net assets resulting from distributions | | | (11,276,086 | ) | | | (1,981,925 | ) |
| | | | | | | | |
Capital Share Transactions | | | | | | | | |
Reinvestments (10,201 shares at $20.54 per share and 0 shares, respectively) | | | 209,528 | | | | — | |
Shares repurchased under Repurchase Offers (177,853 and 254,271 shares, respectively) (net of repurchase fees of $71,710 and $101,436 respectively) (including expenses of $65,715 and $131,917 respectively) | | | (3,579,521 | ) | | | (5,102,274 | ) |
| | | | | | | | |
Net decrease in net assets resulting from capital share transactions | | | (3,369,993 | ) | | | (5,102,274 | ) |
| | | | | | | | |
Total increase/(decrease) in net assets | | | (7,938,692 | ) | | | 7,117,799 | |
| | | | | | | | |
NET ASSETS | | | | | | | | |
Beginning of period | | | 79,915,634 | | | | 72,797,835 | |
| | | | | | | | |
End of period | | $ | 71,976,942 | | | $ | 79,915,634 | |
| | | | | | | | |
15
See accompanying notes to financial statements.
THE ASIA TIGERS FUND, INC.
Financial Highlights
For a Share Outstanding throughout Each Period
| | | | | | | | | | | | | | | | | | | | | | | | |
| | For the Six Months
| | | | | | | | | | | | | | | | |
| | Ended
| | | For the Year
| | | For the Year
| | | For the Year
| | | For the Year
| | | For the Year
| |
| | April 30, 2011
| | | Ended
| | | Ended
| | | Ended
| | | Ended
| | | Ended
| |
| | (Unaudited) | | | Oct. 31, 2010 | | | Oct. 31, 2009 | | | Oct. 31, 2008 | | | Oct. 31, 2007 | | | Oct. 31, 2006 | |
| |
|
Per Share Operating Performance | | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, beginning of period | | $ | 22.47 | | | $ | 19.10 | | | $ | 13.22 | | | $ | 35.69 | | | $ | 19.21 | | | $ | 13.44 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net investment income (loss)1 | | | (0.07 | ) | | | (0.01 | ) | | | (0.04 | ) | | | — | | | | (0.06 | ) | | | — | |
Net realized and unrealized gains (losses) on investments, foreign currency holdings, and translation of other assets and liabilities denominated in foreign currencies2 | | | 2.01 | | | | 3.92 | | | | 7.91 | | | | (21.96 | ) | | | 16.53 | | | | 5.77 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net increase (decrease) from investment operations | | | 1.94 | | | | 3.91 | | | | 7.87 | | | | (21.96 | ) | | | 16.47 | | | | 5.77 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Less dividends and distributions: | | | | | | | | | | | | | | | | | | | | | | | | |
Dividends from net investment income | | | (0.05 | ) | | | — | | | | — | | | | — | | | | — | | | | — | |
Dividends in excess of net investment income and net realized capital gains | | | — | | | | (0.18 | ) | | | — | | | | — | | | | — | | | | — | |
Distributions from net capital gains | | | (3.12 | ) | | | (0.34 | ) | | | (1.98 | ) | | | (0.52 | ) | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total dividends and distributions | | | (3.17 | ) | | | (0.52 | ) | | | (1.98 | ) | | | (0.52 | ) | | | — | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Capital share transactions | | | | | | | | | | | | | | | | | | | | | | | | |
Anti-dilutive (dilutive) effect of Repurchase Offer | | | — | | | | (0.02 | ) | | | (0.01 | ) | | | 0.01 | | | | 0.01 | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total capital share transactions | | | — | | | | (0.02 | ) | | | (0.01 | ) | | | 0.01 | | | | 0.01 | | | | — | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Net asset value, end of period | | $ | 21.24 | | | $ | 22.47 | | | $ | 19.10 | | | $ | 13.22 | | | $ | 35.69 | | | $ | 19.21 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Per share market value, end of period | | $ | 19.92 | | | $ | 21.80 | | | $ | 18.00 | | | $ | 11.97 | | | $ | 32.86 | | | $ | 18.55 | |
| | | | | | | | | | | | | | | | | | | | | | | | |
Total Investment Return3 | | | | | | | | | | | | | | | | | | | | | | | | |
Based on Market Value | | | 5.48 | % | | | 24.27 | % | | | 79.14 | % | | | (62.86 | )% | | | 77.14 | % | | | 43.69 | % |
| | | | | | | | | | | | | | | | | | | | | | | | |
Ratios/Supplemental Data: | | | | | | | | | | | | | | | | | | | | | | | | |
Net assets, end of period (in 000s) | | $ | 71,977 | | | $ | 79,916 | | | $ | 72,798 | | | $ | 55,833 | | | $ | 167,017 | | | $ | 95,000 | |
Ratios of expenses to average net assets | | | 2.25 | %4 | | | 2.24 | % | | | 2.76 | % | | | 1.99 | % | | | 1.90 | % | | | 2.20 | % |
Ratios of net investment income (loss) to average net assets | | | (0.68 | )%4 | | | (0.04 | )% | | | (0.28 | )% | | | 0.01 | % | | | (0.24 | )% | | | —5 | |
Portfolio turnover | | | 23.43 | % | | | 51.73 | % | | | 69.25 | % | | | 82.83 | % | | | 31.53 | % | | | 36.44 | % |
See page 17 for footnotes.
16
See accompanying notes to financial statements.
THE ASIA TIGERS FUND, INC.
Financial Highlights (concluded)
For a Share Outstanding throughout Each Period
| | |
1 | | Based on average shares outstanding throughout the period. |
2 | | Net of deferred foreign withholding taxes of $0.03, $0.07, $0.01, $0.03, $0.02, and $0.01, per share for the six months ended April 30, 2011, and the years ended October 31, 2010, October 31, 2009, October 31, 2008, October 31, 2007, and October 31, 2006, respectively. |
3 | | Total investment return is calculated assuming a purchase of common stock at the current market price on the first day and a sale at the current market price on the last day of each period reported. Dividends and distributions, if any, are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Fund’s dividend reinvestment plan. Total investment return does not reflect brokerage commissions or sales charges. Past performance is not a guarantee of future results. |
4 | | Annualized. |
5 | | Less than 0.01%. |
17
See accompanying notes to financial statements.
THE ASIA TIGERS FUND, INC.
| |
Notes to Financial Statements | April 30, 2011
|
NOTE A: ORGANIZATION
The Asia Tigers Fund, Inc. (the “Fund”) was incorporated in Maryland on September 23, 1993 and commenced operations on November 29, 1993. The Fund is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a non-diversified closed-end management investment company. The Fund’s investment objective is long-term capital appreciation, which it seeks to achieve by investing primarily in equity securities of Asian companies.
NOTE B: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The following significant accounting policies are in conformity with generally accepted accounting principles in the United States of America (“GAAP”), which are consistently followed by the Fund in the preparation of its financial statements.
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent 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 reported period. Actual results could differ from those estimates and those differences could be significant.
Significant accounting policies are as follows:
Portfolio Valuation. Investments are stated at estimated fair value in the accompanying financial statements. All securities for which market quotations are readily available are valued at:
| | |
| (i) | the last sales price prior to the time of determination if there was a sale on the date of determination, |
|
| (ii) | the mean between the last current bid and asked prices, if there was no sales price on such date and bid and asked quotations are available, or |
|
| (iii) | the last available closing price if no bid or asked price is available on such date, if deemed representative of fair value. |
Securities that are traded over-the-counter are valued, if bid and asked quotations are available, at the mean between the current bid and asked prices. Securities for which sales prices and bid and asked quotations are not available on the date of determination or for which the spread between the bid and asked prices is considered excessive may be valued at the most recently available prices or quotations under policies adopted by the Board of Directors. Investments in short-term debt securities having a maturity of 60 days or less are generally valued at amortized cost which approximates market value. Securities for which market values are not readily ascertainable are carried at fair value as determined in good faith by or under the supervision of the Board of Directors. The net asset value per share of the Fund is calculated daily.
18
THE ASIA TIGERS FUND, INC.
| |
Notes to Financial Statements (continued) | April 30, 2011
|
Repurchase Agreements. The Fund may enter into repurchase agreements, whereby securities are purchased from a counterparty under an agreement to resell them at a future date at the same price plus accrued interest. The Fund is exposed to credit risk on repurchase agreements to the extent that the counterparty defaults on its obligation to repurchase the securities, and the market value of such securities held by the Fund, including any accrued interest or dividends on such securities, is less than the face amount of the repurchase agreement plus accrued interest.
Investment Transactions and Investment Income. Investment transactions are accounted for on the trade date. The cost of investments sold is determined by use of the specific identification method for both financial reporting and income tax purposes. Interest income is recorded on an accrual basis; dividend income is recorded on the ex-dividend date. The collectibility of income receivable from foreign securities is evaluated periodically, and any resulting allowances for uncollectible amounts are reflected currently in the determination of investment income.
Tax Status. No provision is made for U.S. federal income or excise taxes as it is the Fund’s intention to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended, and to make the requisite distributions to its stockholders which will be sufficient to relieve it from all or substantially all Federal income and excise taxes.
Income and capital gain distributions are determined in accordance with federal income tax regulations, which may differ from GAAP.
The tax character of distributions paid during the years ended October 31, 2010 and October 31, 2009 were as follows:
| | | | | | | | |
| | Fiscal
| | | Fiscal
| |
| | Year Ended
| | | Year Ended
| |
| | October 31, 2010 | | | October 31, 2009 | |
|
Ordinary income | | $ | 686,051 | | | $ | 0 | |
Long-term capital gain | | | 1,295,874 | | | | 8,361,839 | |
| | | | | | | | |
Total | | $ | 1,981,925 | | | $ | 8,361,839 | |
| | | | | | | | |
Dividends from net investment income and short-term capital gains are treated as ordinary income dividends for federal income tax purposes.
At October 31, 2010, the Fund had tax basis undistributed ordinary income of $3,594,321 and long-term capital gains of $7,639,681.
During the year ended October 31, 2010, the Fund decreased accumulated net investment loss and accumulated net realized gain by $87,332. These reclassifications were the result of permanent tax
19
THE ASIA TIGERS FUND, INC.
| |
Notes to Financial Statements (continued) | April 30, 2011
|
differences relating to foreign currency losses, capital gains taxes and investments in passive foreign investment companies. Net assets were not affected by these reclassifications.
Dividend and interest income from non-U.S. sources received by the Fund are generally subject to non-U.S. withholding taxes. In addition, the Fund may be subject to capital gains tax in certain countries in which it invests. The above taxes may be reduced or eliminated under the terms of applicable U.S. income tax treaties with some of these countries. The Fund accrues such taxes when the related income is earned.
Accounting for Uncertainty in Income Taxes sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has analyzed the Fund’s tax positions and has concluded that no provision for income tax is required in the Fund’s financial statements. The Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months. The Fund’s federal tax returns for the prior three fiscal years remain subject to examination by the Internal Revenue Service. At April 30, 2011, the Fund has recorded no liability relating to uncertain income tax positions it has taken or expects to take in future tax returns. However, management’s conclusions regarding the adoption of Accounting for Uncertainty in Income Taxes may be subject to review and adjustment at a later date based on factors including, but not limited to, further implementation guidance from the FASB, new tax laws, regulations and administrative interpretations (including court decisions).
Foreign Currency Translation. The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:
| | |
| (i) | value of investment securities, assets and liabilities at the current rates of exchange on the valuation date; and |
|
| (ii) | purchases and sales of investment securities, income and expenses at the relevant rates of exchange prevailing on the respective dates of such transactions. |
The Fund generally does not isolate the effect of fluctuations in foreign exchange rates from the effect of fluctuations in the market prices of securities. However, the Fund does isolate the effect of fluctuations in foreign currency rates when determining the gain or loss upon the sale of foreign currency denominated debt obligations pursuant to U.S. federal income tax regulations; such amounts are categorized as foreign currency gains or losses for federal income tax purposes. The Fund reports certain realized foreign exchange gains and losses as components of realized gains and losses for financial reporting purposes, whereas such amounts are treated as ordinary income for U.S. federal income tax reporting purposes.
Securities denominated in currencies other than U.S. dollars are subject to changes in value due to fluctuations in foreign exchange rates. Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other
20
THE ASIA TIGERS FUND, INC.
| |
Notes to Financial Statements (continued) | April 30, 2011
|
factors, the level of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability, as well as the fact that foreign securities markets may be smaller and have less developed and less reliable settlement and share registration procedures.
Distribution of Income and Gains. The Fund intends to distribute annually to stockholders substantially all of its net investment income, including foreign currency gains, and to distribute annually any net realized gains after the utilization of available capital loss carryovers. An additional distribution may be made to the extent necessary to avoid payment of a federal excise tax.
Distributions to stockholders are recorded on the ex-dividend date. The amount of dividends and distributions from net investment income and net realized gains are determined in accordance with federal income tax regulations, which may differ from GAAP. These “book/tax” differences are either considered temporary or permanent in nature. To the extent these differences are permanent in nature, such amounts are reclassified at the end of each fiscal year within the capital accounts based on their federal tax-basis treatment; temporary differences do not require reclassification. Dividends and distributions which exceed net investment income and net realized capital gains for financial reporting purposes but not for tax purposes are reported as dividends in excess of net investment income and net realized capital gains. To the extent they exceed net investment income and net realized gains for tax purposes, they are reported as distributions of additional paid-in capital.
NOTE C: MANAGEMENT, INVESTMENT ADVISORY, ADMINISTRATIVE SERVICES AND DIRECTORS
Blackstone Asia Advisors L.L.C. (“Blackstone Advisors”), an affiliate of The Blackstone Group L.P., serves as the Fund’s Investment Manager under the terms of a management agreement dated February 24, 2006 (the “Management Agreement”). Pursuant to the Management Agreement, Blackstone Advisors supervises the Fund’s investment program and is responsible on a day-to-day basis for investing the Fund’s portfolio in accordance with its investment objective and policies. For its services, Blackstone Advisors receives monthly fees at an annual rate of: (i) 1.00% for the first $500,000,000 of the Fund’s average weekly net assets; (ii) 0.95% for the next $500,000,000 of the Fund’s average weekly net assets; and (iii) 0.90% of the Fund’s average weekly net assets in excess of $1,000,000,000. For the six months ended April 30, 2011, the Fund incurred a total of $362,442 in management fees to Blackstone Advisors.
Blackstone Advisors also serves as the Fund’s Administrator pursuant to an administration agreement dated January 1, 2006. Blackstone Advisors provides certain administrative services to the Fund. For its services, Blackstone Advisors receives a fee that is computed monthly and paid quarterly at an annual rate of: (i) 0.20% of the value of the Fund’s average monthly net assets for the first $1,500,000,000 of the Fund’s average monthly net assets and (ii) 0.15% of the value of the Fund’s average monthly net assets in excess of $1,500,000,000 of the Fund’s average monthly net assets. For the six months ended April 30, 2011, the Fund incurred $72,488 in administrative fees to Blackstone Advisors. Prior to July 1, 2010, Blackstone
21
THE ASIA TIGERS FUND, INC.
| |
Notes to Financial Statements (continued) | April 30, 2011
|
Advisors subcontracted certain of these services to PNC Global Investment Servicing (U.S.) Inc. On July 1, 2010, The PNC Financial Services Group, Inc. sold the outstanding stock of PNC Global Investment Servicing Inc. to The Bank of New York Mellon Corporation. At the closing of the sale PNC Global Investment servicing (U.S.) Inc. changed its name to BNY Mellon Investment Servicing (US) Inc. BNY Mellon Investment Servicing (US) Inc. serves as Sub-Administrator to the Fund.
The Fund pays each of its Directors who is not a director, officer or employee of the Investment Manager or any affiliate thereof an annual fee of $5,000 plus $1,000 for each in-person Board of Directors meeting and $250 for each telephonic Board of Directors meeting attended. The Chairman of the Board also receives an annual fee of $2,500. In addition, the Fund reimburses all Directors for travel and out-of-pocket expenses incurred in connection with Board of Directors meetings. For the six months ended April 30, 2011, the Fund incurred $21,500 in Directors’ fees.
NOTE D: PORTFOLIO ACTIVITY
Aggregate purchases and sales of securities other than short-term obligations totaled $16,898,180 and $32,818,195 respectively, for the six months ended April 30, 2011.
NOTE E: SEMI-ANNUAL REPURCHASE OFFERS
In January 2002, the Board of Directors approved, subject to stockholder approval, a fundamental policy whereby the Fund would adopt an “interval fund” structure pursuant to Rule 23c-3 under the 1940 Act. Stockholders of the Fund subsequently approved the policy at the Special Meeting of Stockholders held on April 26, 2002. As an interval fund, the Fund makes periodic repurchase offers at net asset value (less a 2% repurchase fee) to all Fund stockholders. The percentage of outstanding shares that the Fund can repurchase in each offer will be established by the Fund’s Board of Directors shortly before the commencement of each offer, and will be between 5% and 25% of the Fund’s then outstanding shares.
Under the Fund’s original policy, the Fund conducted quarterly repurchase offers. This policy was amended at the February 23, 2007 Annual Meeting of Stockholders to provide that the Fund will from that date forward conduct repurchase offers on a semi-annual, rather than on a quarterly, basis.
22
THE ASIA TIGERS FUND, INC.
| |
Notes to Financial Statements (continued) | April 30, 2011
|
During the six months ended April 30, 2011, the results of the periodic repurchase offer were as follows:
| | | |
| | | Repurchase
|
| | | Offer #25 |
Commencement Date | | | December 23, 2010 |
| | | |
Expiration Date | | | January 14, 2011 |
| | | |
Repurchase Offer Date | | | January 21, 2011 |
| | | |
% of Issued and Outstanding Shares of Common Stock | | | 5% |
| | | |
Shares Validly Tendered | | | 407,421.5839 |
| | | |
Final Pro-ration Odd Lot Shares | | | 250.0000 |
| | | |
Final Pro-ration Non-Odd Lot Shares | | | 177,603.0000 |
| | | |
% of Non-Odd Lot Shares Accepted | | | 43.6187% |
| | | |
Shares Accepted for Tender | | | 177,853.0000 |
| | | |
Net Asset Value as of Repurchase Offer Date ($) | | | 20.16 |
| | | |
Repurchase Fee per Share ($) | | | 0.4032 |
| | | |
Repurchase Offer Price ($) | | | 19.7568 |
| | | |
Repurchase Fee ($) | | | 71,710 |
| | | |
Expenses ($) | | | 65,715 |
| | | |
Total Cost ($) | | | 3,579,521 |
| | | |
During the year ended October 31, 2010, the results of the periodic repurchase offers were as follows:
| | | | | | |
| | | Repurchase
| | | Repurchase
|
| | | Offer #23 | | | Offer #24 |
Commencement Date | | | December 24, 2009 | | | June 25, 2010 |
| | | | | | |
Expiration Date | | | January 15, 2010 | | | July 16, 2010 |
| | | | | | |
Repurchase Offer Date | | | January 22, 2010 | | | July 23, 2010 |
| | | | | | |
% of Issued and Outstanding Shares of Common Stock | | | 5% | | | 5% |
| | | | | | |
Shares Validly Tendered | | | 89,066.9123 | | | 165,203.6738 |
| | | | | | |
Final Pro-ration Odd Lot Shares | | | no proration | | | no proration |
| | | | | | |
Final Pro-ration Non-Odd Lot Shares | | | no proration | | | no proration |
| | | | | | |
% of Non-Odd Lot Shares Accepted | | | no proration | | | no proration |
| | | | | | |
Shares Accepted for Tender | | | 89,066.9123 | | | 165,203.6738 |
| | | | | | |
Net Asset Value as of Repurchase Offer Date ($) | | | 19.81 | | | 20.02 |
| | | | | | |
Repurchase Fee per Share ($) | | | 0.3962 | | | 0.4004 |
| | | | | | |
Repurchase Offer Price ($) | | | 19.4138 | | | 19.6196 |
| | | | | | |
Repurchase Fee ($) | | | 35,288 | | | 66,148 |
| | | | | | |
Expenses ($) | | | 66,367 | | | 65,550 |
| | | | | | |
Total Cost ($) | | | 1,795,494 | | | 3,306,780 |
| | | | | | |
23
THE ASIA TIGERS FUND, INC.
| |
Notes to Financial Statements (continued) | April 30, 2011
|
NOTE F: CONCENTRATION OF RISKS
At April 30, 2011, substantially all of the Fund’s assets were invested in Asian securities. The Asian securities markets are, among other things, substantially smaller, less developed, less liquid and more volatile than the major securities markets in the United States. Consequently, acquisitions and dispositions of Asian securities involve special risks and considerations not present with respect to U.S. securities.
Securities denominated in currencies other than U.S. dollars are subject to changes in value due to fluctuations in foreign exchange. Foreign security and currency transactions involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the level of governmental supervision and regulation of foreign securities markets and the possibilities of political or economic instability, the fact that foreign securities markets may be smaller and less developed and the fact that securities, tax and corporate laws may have only recently developed or are in developing stages, and laws may not exist to cover all contingencies or to protect investors adequately.
In the normal course of business, the Fund may enter into contracts that contain a variety of representations and warranties which may provide for general indemnifications. The Fund’s 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. However, based on experience, management expects the risk of loss to be remote.
NOTE G: FAIR VALUE MEASUREMENTS
In accordance with the authoritative guidance on fair value measurements and disclosures under GAAP, the Fund discloses the fair value of its investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (level 1 measurement) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (level 3 measurements). The guidance establishes three levels of the fair value hierarchy as follows:
| | |
| • | Level 1 – price quotations in active markets/exchanges for identical securities |
|
| • | Level 2 – other significant observable inputs (including, but not limited to quoted prices for similar securities, interest rates, credit risk, etc.) |
|
| • | Level 3 – significant unobservable inputs (including the Fund’s own assumptions used in determining the fair value of investments). |
A financial instrument’s level within the fair value hierarchy is based upon the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Investment Manager. The Investment Manager considers observable
24
THE ASIA TIGERS FUND, INC.
data to be market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant market.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. A summary of the inputs used to value the Fund’s net assets as of April 30, 2011, is as follows:
| | | | | | | | | | | | | | | | |
| | Fair Value at Reporting Date Using | |
| | | | | Quoted Prices in
| | | Significant Other
| | | Significant
| |
| | | | | Active Markets for
| | | Observable
| | | Unobservable
| |
| | Value at
| | | Identical Assets
| | | Inputs
| | | Inputs
| |
| | April 30, 2011 | | | (Level 1) | | | (Level 2) | | | (Level 3) | |
|
Common Stocks | | | | | | | | | | | | | | | | |
Total Common Stocks | | $ | 70,189,479 | | | $ | 69,650,321 | | | $ | 539,158 | | | $ | 0 | |
| | | | | | | | | | | | | | | | |
Repurchase Agreement | | | | | | | | | | | | | | | | |
Total Repurchase Agreement | | $ | 1,684,528 | | | $ | 0 | | | $ | 1,684,528 | | | $ | 0 | |
| | | | | | | | | | | | | | | | |
Total* | | $ | 71,874,007 | | | $ | 69,650,321 | | | $ | 2,223,686 | | | $ | 0 | |
| | | | | | | | | | | | | | | | |
The Fund held no Level 3 securities on April 30, 2011.
| |
* | See Schedule of Investments for identification of securities by security type and industry classification. |
The following is a reconciliation of Level 3 investments held during the six months ended April 30, 2011, for which significant unobservable inputs were used in determining fair value:
| | | | |
| | Investments in
| |
| | Debt Securities
| |
| | Pharmaceuticals | |
|
Balance, as of October 31, 2010 | | $ | 0 | |
Realized gain (loss) | | | 38 | |
Change in unrealized appreciation (depreciation) | | | 0 | |
Net purchases (sales) | | | (38 | ) |
Net transfers in/out of Level 3 | | | 0 | |
| | | | |
Balance, as of April 30, 2011 | | $ | 0 | |
| | | | |
NOTE H: FINANCIAL DERIVATIVE INSTRUMENTS
Effective January 1, 2009, the Fund adopted amendments to authoritative guidance on disclosures about derivative instruments and hedging activities which require that the Fund disclose a) how and why an entity uses derivative instruments, b) how derivative instruments and related hedged items are accounted for, and c) how derivative instruments and related hedged items affect an entity’s financial position,
25
THE ASIA TIGERS FUND, INC.
| |
Notes to Financial Statements (concluded) | April 30, 2011 |
financial performance and cash flows. The adoption of the additional disclosure requirements did not materially impact the Fund’s financial statements. At April 30, 2011, the Fund held no derivative instruments.
NOTE I: SUBSEQUENT EVENTS
Management has evaluated the impact of all subsequent events on the Fund following the six months ended April 30, 2011, and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.
26
THE ASIA TIGERS FUND, INC.
Results of Annual Meeting of Stockholders
(unaudited)
ANNUAL MEETING
The Fund held its Annual Meeting of Stockholders on February 18, 2011. At the meeting, stockholders elected the nominees proposed for election to the Fund’s Board of Directors. The following table provides information concerning the matters voted on at the meeting:
I. Election of Directors(1)
| | | | | | | | | | | | | | | | |
| | | | | Votes
| | | Non-Voting
| | | Total Voting and
| |
Nominee | | Votes For | | | Withheld | | | Shares | | | Non-Voting Shares | |
|
Leslie H. Gelb | | | 2,788,052 | | | | 102,819 | | | | 0 | | | | 2,890,871 | |
Luis F. Rubio | | | 2,802,552 | | | | 88,319 | | | | 0 | | | | 2,890,871 | |
At April 30, 2011, in addition to Leslie H. Gelb and Luis F. Rubio, the other directors of the Fund were as follows:
Lawrence K. Becker
Prakash A. Melwani
Jeswald W. Salacuse
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is available without charge upon request by calling the Fund’s toll free number at 1-866-800-8933 and on the Securities and Exchange Commission website at http://www.sec.gov.
Information regarding how the Fund voted proxies relating to portfolio securities during the most recent twelve month period ended June 30 will be available, without charge, upon request, by calling the Fund’s toll free number at 1-866-800-8933 and on the Securities and Exchange Commission website at http://www.sec.gov.
| | |
1 | | The Fund’s Board of Directors is divided into three classes: Class I, Class II, and Class III. The terms of office of the Class I, Class II, and Class III Directors expire at the Annual Meeting of Stockholders in the year 2014, year 2012 and year 2013, respectively, or thereafter in each case when their respective successors are duly elected and qualified. The Fund’s executive officers are chosen each year at the first meeting of the Fund’s Board of Directors following the Annual Meeting of Stockholders, to hold office until the meeting of the Board following the next Annual Meeting of Stockholders and until their successors are duly elected and qualified. |
27
THE ASIA TIGERS FUND, INC.
Dividends and Distributions (unaudited)
DIVIDEND REINVESTMENT AND CASH PURCHASE PLAN
The Fund intends to distribute annually to shareholders substantially all of its net investment income, and to distribute any net realized capital gains at least annually. Net investment income for this purpose is income other than net realized long-and short-term capital gains net of expenses.
Pursuant to the Dividend Reinvestment and Cash Purchase Plan (the “Plan”), shareholders whose shares of Common Stock are registered in their own names will be deemed to have elected to have all distributions automatically reinvested by the Plan Agent in the Fund shares pursuant to the Plan, unless such shareholders elect to receive distributions in cash. Shareholders who elect to receive distributions in cash will receive all distributions in cash paid by check in dollars mailed directly to the shareholder by PNC Bank, National Association, as dividend paying agent. In the case of shareholders such as banks, brokers or nominees that hold shares for others who are beneficial owners, the Plan Agent will administer the Plan on the basis of the number of shares certified from time to time by the shareholders as representing the total amount registered in such shareholders’ names and held for the account of beneficial owners that have not elected to receive distributions in cash. Investors that own shares registered in the name of a bank, broker or other nominee should consult with such nominee as to participation in the Plan through such nominee, and may be required to have their shares registered in their own names in order to participate in the Plan.
The Plan Agent serves as agent for the shareholders in administering the Plan. If the Directors of the Fund declare an income dividend or a capital gains distribution payable either in the Fund’s Common Stock or in cash, nonparticipants in the Plan will receive cash and participants in the Plan will receive Common Stock, to be issued by the Fund or purchased by the Plan Agent in the open market, as provided below. If the market price per share on the valuation date equals or exceeds net asset value per share on that date, the Fund will issue new shares to participants at net asset value; provided, however, that if the net asset value is less than 95% of the market price on the valuation date, then such shares will be issued at 95% of the market price. The valuation date will be the dividend or distribution payment date or, if that date is not a New York Stock Exchange trading day, the next preceding trading day. If net asset value exceeds the market price of Fund shares at such time, or if the Fund should declare an income dividend or capital gains distribution payable only in cash, the Plan Agent will, as agent for the participants, buy Fund shares in the open market, on the New York Stock Exchange or elsewhere, for the participants’ accounts on, or shortly after, the payment date. If, before the Plan Agent has completed its purchases, the market price exceeds the net asset value of a Fund share, the average per share purchase price paid by the Plan Agent may exceed the net asset value of the Fund’s shares, resulting in the acquisition of fewer shares than if the distribution had been paid in shares issued by the Fund on the dividend payment date. Because of the foregoing difficulty with respect to open-market purchases, the Plan provides that if the Plan Agent is unable to invest the full dividend amount in open-market purchases during the purchase period or if the market discount shifts to a market premium during the purchase period, the Plan Agent will cease making open-market purchases and
28
THE ASIA TIGERS FUND, INC.
DIVIDEND REINVESTMENT AND CASH PURCHASE PLAN (continued)
will receive the uninvested portion of the dividend amount in newly issued shares at the close of business on the last purchase date.
Participants have the option of making additional cash payments to the Plan Agent, annually, in any amount from $100 to $3,000, for investment in the Fund’s Common Stock. The Plan Agent will use all such funds received from participants to purchase Fund shares in the open market on or about February 15.
Any voluntary cash payment received more than 30 days prior to this date will be returned by the Plan Agent, and interest will not be paid on any uninvested cash payment. To avoid unnecessary cash accumulations, and also to allow ample time for receipt and processing by the Plan Agent, it is suggested that participants send in voluntary cash payments to be received by the Plan Agent approximately ten days before an applicable purchase date specified above. A participant may withdraw a voluntary cash payment by written notice, if the notice is received by the Plan Agent not less than 48 hours before such payment is to be invested.
The Plan Agent maintains all shareholder accounts in the Plan and furnishes written confirmations of all transactions in an account, including information needed by shareholders for personal and tax records. Shares in the account of each Plan participant will be held by the Plan Agent in the name of the participant, and each shareholder’s proxy will include those shares purchased pursuant to the Plan.
There is no charge to participants for reinvesting dividends or capital gains distributions or voluntary cash payments. The Plan Agent’s fees for the reinvestment of dividends and capital gains distributions and voluntary cash payments will be paid by the Fund. There will be no brokerage charges with respect to shares issued directly by the Fund as a result of dividends or capital gains distributions payable either in stock or in cash. However, each participant will pay a pro rata share of brokerage commissions incurred with respect to the Plan Agent’s open market purchases in connection with the reinvestment of dividends and capital gains distributions and voluntary cash payments made by the participant. Brokerage charges for purchasing small amounts of stock for individual accounts through the Plan are expected to be less than the usual brokerage charges for such transactions, because the Plan Agent will be purchasing stock for all participants in blocks and prorating the lower commission thus attainable.
The receipt of dividends and distributions under the Plan will not relieve participants of any income tax that may be payable on such dividends or distributions.
29
THE ASIA TIGERS FUND, INC.
DIVIDEND REINVESTMENT AND CASH PURCHASE PLAN (concluded)
Experience under the Plan may indicate that changes in the Plan are desirable. Accordingly, the Fund and the Plan Agent reserve the right to terminate the Plan as applied to any voluntary cash payments made and any dividend or distribution paid subsequent to notice of the termination sent to members of the Plan at least 30 days before the record date for such dividend or distribution. The Plan also may be amended by the Fund or the Plan Agent, but (except when necessary or appropriate to comply with applicable law, rules or policies of a regulatory authority) only by at least 30 days’ written notice to participants in the Plan. All correspondence concerning the Plan should be directed to the Plan Agent at P.O. Box 43027, Westborough, Massachusetts, 01581.
Pursuant to Section 852 of the Internal Revenue Code of 1986, as amended, the Fund paid distributions of $686,051 of ordinary income and $1,295,874 of long-term capital gains during the fiscal year ended October 31, 2010.
30
THE ASIA TIGERS FUND, INC.
PRIVACY POLICY OF
BLACKSTONE ASIA ADVISORS L.L.C.
YOUR PRIVACY IS PROTECTED
An important part of our commitment to you is our respect for your right to privacy. Protecting all the information we are either required to gather or which accumulates in the course of doing business with you is a cornerstone of our relationship with you. While the range of products and services we offer continues to expand, and the technology we use continues to change, our commitment to maintaining standards and procedures with respect to security remains constant.
COLLECTION OF INFORMATION
The primary reason that we collect and maintain information is to more effectively administer our customer relationship with you. It allows us to identify, improve and develop products and services that we believe could be of benefit. It also permits us to provide efficient, accurate and responsive service, to help protect you from unauthorized use of your information and to comply with regulatory and other legal requirements. These include those related to institutional risk control and the resolution of disputes or inquiries.
Various sources are used to collect information about you, including (i) information you provide to us at the time you establish a relationship, (ii) information provided in applications, forms or instruction letters completed by you, (iii) information about your transactions with us or our affiliated companies, and/or (iv) information we receive through an outside source, such as a bank or credit bureau. In order to maintain the integrity of client information, we have procedures in place to update such information, as well as to delete it when appropriate. We encourage you to communicate such changes whenever necessary.
DISCLOSURE OF INFORMATION
We do not disclose any nonpublic, personal information (such as your name, address or tax identification number) about our clients or former clients to anyone, except as permitted or required by law. We maintain physical, electronic and procedural safeguards to protect such information, and limit access to such information to those employees who require it in order to provide products or services to you.
The law permits us to share client information with companies that are affiliated with us which provide financial, credit, insurance, trust, legal, accounting and administrative services to us or our clients. This allows us to enhance our relationship with you by providing a broader range of products to better meet your needs and to protect the assets you may hold with us by preserving the safety and soundness of our firm.
31
THE ASIA TIGERS FUND, INC.
PRIVACY POLICY OF
BLACKSTONE ASIA ADVISORS L.L.C.
Finally, we are also permitted to disclose nonpublic, personal information to unaffiliated outside parties who assist us with processing, marketing or servicing a financial product, transaction or service requested by you, administering benefits or claims relating to such a transaction, product or service, and/or providing confirmations, statements, valuations or other records or information produced on our behalf.
It may be necessary, under anti-money laundering or other laws, to disclose information about you in order to accept your subscription. Information about you may also be released if you so direct, or if we or an affiliate are compelled to do so by law, or in connection with any government or self-regulatory organization request or investigation.
We are committed to upholding this Privacy Policy. We will notify you on an annual basis of our policies and practices in this regard and at any time that there is a material change that would require your consent.
32
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THE ASIA TIGERS FUND, INC.
Investment Manager:
Blackstone Asia Advisors L.L.C.,
an affiliate of The Blackstone Group L.P.
Administrator:
Blackstone Asia Advisors L.L.C.
Sub-Administrator:
BNY Mellon Investment
Servicing (US) Inc.
Transfer Agent:
BNY Mellon Investment
Servicing (US) Inc.
Custodian:
State Street Corporation
The Fund has adopted the Investment Manager’s proxy voting policies and procedures to govern the voting of proxies relating to its voting securities. You may obtain a copy of these proxy voting procedures, without charge, by calling 1-866-800-8933 or by visiting the Securities and Exchange Commission’s website at www.sec.gov.
Information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 1-866-800-8933 or by visiting the Securities and Exchange Commission’s website at www.sec.gov.
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of its fiscal year on Form N-Q. You may obtain a copy of these filings by visiting the Securities and Exchange Commission’s website at www.sec.gov or its 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.
This report is sent to stockholders of the Fund for their information. It is not a prospectus, circular or representation intended for use in the purchase or sale of shares of the Fund or of any securities mentioned in this report.
Blackstone Asia
Advisors L.L.C.
The Asia Tigers Fund, Inc.
Semi-Annual Report
April 30, 2011
The Asia Tigers Fund, Inc.
Item 2. Code of Ethics.
Not applicable.
Item 3. Audit Committee Financial Expert.
Not applicable.
Item 4. Principal Accountant Fees and Services.
Not applicable.
Item 5. Audit Committee of Listed registrants.
Not applicable.
Item 6. Investments.
(a) | | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. |
| | |
Item 7. | | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Not applicable.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
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. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
REGISTRANT PURCHASES OF EQUITY SECURITIES
| | | | | | | | | | | | | | | | |
| | | | | | | | | | (c) Total Number of Shares | | (d) Maximum Number (or |
| | (a) Total Number | | (b) Average | | (or Units) Purchased as Part | | Approximate Dollar Value) of Shares |
| | of Shares (or | | Price Paid per | | of Publicly Announced Plans | | (or Units) that May Yet Be Purchased |
Period | | Units) Purchased | | Share (or Unit) | | or Programs | | Under the Plans or Programs |
11/01/10 to 11/30/10 | | None | | | None | | | None | | | None |
12/01/10 to 12/31/10 | | None | | | None | | | None | | | None |
01/01/11 to 01/31/11 | | | 177,853 | | | $ | 19.7568 | | | | 177,853 | (1) | | None |
02/01/11 to 02/28/11 | | None | | | None | | | None | | | None |
03/01/11 to 03/31/11 | | None | | | None | | | None | | | None |
04/01/11 to 04/30/11 | | None | | | None | | | None | | | None |
Total | | | 177,853 | | | $ | 19.7568 | | | | 177,853 | (1) | | None |
| | |
(1) | | These shares were repurchased in connection with the Fund’s regular, semi-annual repurchase offer announced on December 23, 2010 that expired on January 14, 2011. In connection with this repurchase offer, the Fund offered to repurchase up to 177,856 shares of its common stock, an amount equal to 5% of its outstanding shares of common stock, for cash at a price approximately equal to the Fund’s net asset value as of January 21, 2011. |
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which the 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 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 11. Controls and Procedures.
| (a) | | 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 (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, 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) | | There were no changes in the registrant’s 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 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. |
Item 12. Exhibits.
| (a)(1) Not applicable. |
|
| (a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
|
| (a)(3) Not applicable. |
|
| (b) | | Certifications pursuant to Rule 30a-2(b) under 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.
| | | |
|
(registrant) | | The Asia Tigers Fund, Inc. |
| | |
| | | |
|
By (Signature and Title)* | | /s/ Prakash A. Melwani |
| | |
| | Prakash A. Melwani, President |
| | (principal executive officer) |
Date June 27, 2011
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 (Signature and Title)* | | /s/ Prakash A. Melwani |
| | |
| | Prakash A. Melwani, President |
| | (principal executive officer) |
Date June 27, 2011
| | | |
|
By (Signature and Title)* | | /s/ Joseph M. Malangoni |
| | |
| | Joseph M. Malangoni, Treasurer and Vice President |
| | (principal financial officer) |
Date June 27, 2011
| | |
* | | Print the name and title of each signing officer under his or her signature. |