SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant [x]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[x] Preliminary Proxy Statement
[ ] Confidential, for Use of the Commission Only
(as permitted by Rule 14a6(e)(2))
[ ] Definitive Proxy Statement
[ ] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Section 240.14a12
CREDIT SUISSE GLOBAL TECHNOLOGY FUND, INC.
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[x] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transaction applies:
(3) Per unit price or other underlying value of transaction
computed pursuant to Exchange Act Rule 0-11 (set forth the
amount on which the filing fee is calculated and state how it
was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2) and identify the filing for which the offsetting fee
was paid previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
CREDIT SUISSE EMERGING MARKETS FUND, INC.
CREDIT SUISSE GLOBAL FINANCIAL SERVICES FUND, INC.
CREDIT SUISSE GLOBAL HEALTH SCIENCES FUND, INC.
CREDIT SUISSE GLOBAL POST-VENTURE CAPITAL FUND, INC.
CREDIT SUISSE GLOBAL TECHNOLOGY FUND, INC.
CREDIT SUISSE INSTITUTIONAL FUND, INC.
(Emerging Markets and International Focus Portfolios Only)
CREDIT SUISSE INSTITUTIONAL INTERNATIONAL FUND, INC.
CREDIT SUISSE INTERNATIONAL FOCUS FUND, INC.
CREDIT SUISSE OPPORTUNITY FUNDS
(International Fund Only)
CREDIT SUISSE TRUST
(Emerging Markets, Global Post-Venture Capital,
Global Technology and International Focus Portfolios Only)
466 Lexington Avenue
New York, New York 10017-3147
YOUR VOTE IS IMPORTANT
Dear Shareholder:
Very recently, your Fund's shareholders approved the United
Kingdom and Japanese affiliates of Credit Suisse Asset Management, LLC ("CSAM")
as sub-investment adviser to your fund (except the Credit Suisse Emerging
Markets Fund, Inc., which did not seek any approval). We thank you for your
vote. Another affiliate of CSAM -- Credit Suisse Asset Management (Australia)
Limited -- now has the needed SEC registration to also provide investment advice
to your fund, so your vote is needed again.
The governing Board of Directors or Trustees, as the case may
be (the "Board") of each fund listed above (each, a "Fund" and together, the
"Funds") has recently reviewed and unanimously endorsed a proposal to retain the
Australian affiliate of CSAM ("CSAM Australia") as sub-investment adviser to the
Fund (or one or more of its portfolios named above). We are pleased to invite
you to attend a Special Meeting of Shareholders (the "Meeting") to consider the
approval of a sub-investment advisory agreement with CSAM Australia.
PLEASE NOTE THAT THIS PROXY IS FOR THE APPROVAL OF CSAM
AUSTRALIA AS A SUB-INVESTMENT ADVISER AND NOT FOR APPROVAL OF CSAM'S AFFILIATES
IN THE UNITED KINGDOM OR JAPAN, WHICH WERE APPROVED ON MAY 1, 2002. SEPARATE
APPROVAL IS NEEDED HERE, EVEN IF YOU RECENTLY VOTED ON THE OTHER CSAM
AFFILIATES.
Each Fund's Board and CSAM, the investment adviser to each
Fund (or portfolio), believes that the retention of CSAM Australia is in the
best interest of shareholders. The governing Board of each Fund has determined
that retention of CSAM Australia will enable
each Fund to capitalize on that firm's investment expertise. SINCE THE
SUB-ADVISORY FEES FOR CSAM AUSTRALIA WILL BE PAID BY CSAM, THE PROPOSAL WILL NOT
RESULT IN ANY INCREASE OF THE FEES OR EXPENSES OTHERWISE INCURRED BY
SHAREHOLDERs.
The costs associated with this proxy are being paid for by
CSAM and its affiliates and not by any Fund or shareholder.
THE BOARD MEMBERS OF YOUR FUND BELIEVE THAT THE PROPOSAL
DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT ARE IMPORTANT AND RECOMMEND THAT
YOU READ THE ENCLOSED MATERIALS CAREFULLY AND THEN VOTE FOR THE PROPOSAL.
Detailed information about the proposal may be found in the
attached Proxy Statement. You are entitled to vote at the Meeting and any
adjournments thereof if you owned shares of the Fund (or portfolio) at the close
of business on May 24, 2002. If you attend the Meeting, you may vote your shares
in person. If you do not expect to attend the Meeting, please complete, date,
sign and return the enclosed proxy in the enclosed postage paid envelope. If you
prefer, you can fax the proxy card to D.F. King & Co., Inc., each Fund's proxy
solicitor, Attn: Dominic F. Maurillo, at 212-269-2796. We also encourage you to
vote by telephone or through the Internet. Proxies may be voted by telephone by
calling 1-800-714-3312 between the hours of 9:00 a.m. and 10:00 p.m. (Eastern
time) or through the Internet using the Internet address located on your proxy
card.
Voting by fax, telephone or through the Internet will reduce
the time and costs associated with the proxy solicitation. When a Fund records
proxies by telephone or through the Internet, it will use reasonable procedures
designed to: (i) authenticate shareholders' identities, (ii) allow shareholders
to authorize the voting of their shares in accordance with their instructions
and (iii) confirm that their instructions have been properly recorded.
Whichever voting method you use, please read the full text of
the Proxy Statement before you vote.
If you have any questions regarding the proposal, please feel
free to call D.F. King & Co., Inc. at 1-800-714-3312.
IT IS IMPORTANT THAT YOUR VOTING INSTRUCTIONS BE RECEIVED
PROMPTLY.
Respectfully,
Hal Liebes
Vice President and Secretary
INSTRUCTIONS FOR SIGNING PROXY CARDS
The following general rules for signing proxy cards may be of
assistance to you and avoid the time and expense involved in validating your
vote if you fail to sign your proxy card properly.
1. Individual Accounts: Sign your name exactly as it appears in
the registration on the proxy card.
2. Joint Accounts: Either party may sign, but the name of the
party signing should conform exactly to the name shown in
the registration on the proxy card.
3. All Other Accounts: The capacity of the individual signing
the proxy card should be indicated unless it is reflected in
the form of registration. For example:
Registration Valid Signatures
------------ ----------------
Corporate Accounts
(1) ABC Corp. ............................ ABC Corp.
(2) ABC Corp. ............................ John Doe, Treasurer
(3) ABC Corp.
c/o John Doe, Treasurer .............. John Doe
(4) ABC Corp. Profit Sharing Plan ........ John Doe, Trustee
Trust Accounts
(1) ABC Trust ............................ Jane B. Doe, Trustee
(2) Jane B. Doe, Trustee
u/t/d 12/28/78 ....................... Jane B. Doe
Custodial or Estate Accounts
(1) John B. Smith, Cust.
f/b/o John B. Smith, Jr. UGMA ........ John B. Smith
(2) John B. Smith ........................ John B. Smith, Jr., Executor
CREDIT SUISSE EMERGING MARKETS FUND, INC.
CREDIT SUISSE GLOBAL FINANCIAL SERVICES FUND, INC.
CREDIT SUISSE GLOBAL HEALTH SCIENCES FUND, INC.
CREDIT SUISSE GLOBAL POST-VENTURE CAPITAL FUND, INC.
CREDIT SUISSE GLOBAL TECHNOLOGY FUND, INC.
CREDIT SUISSE INSTITUTIONAL FUND, INC.
(Emerging Markets and International Focus Portfolios Only)
CREDIT SUISSE INSTITUTIONAL INTERNATIONAL FUND, INC.
CREDIT SUISSE INTERNATIONAL FOCUS FUND, INC.
CREDIT SUISSE OPPORTUNITY FUNDS
(International Fund Only)
CREDIT SUISSE TRUST
(Emerging Markets, Global Post-Venture Capital,
Global Technology and International Focus Portfolios Only)
466 Lexington Avenue
New York, New York 10017-3147
NOTICE OF
SPECIAL MEETING OF SHAREHOLDERS
July 26, 2002
Dear Shareholders:
Please take notice that a Special Meeting of Shareholders of
each fund listed above (each, a "Fund" and together, the "Funds") will be held
jointly on July 26, 2002, at __ p.m., Eastern Time, at the offices of the Funds,
466 Lexington Avenue, New York, New York 10017-3147, for the following purpose:
PROPOSAL: To approve a Sub-Investment Advisory Agreement among
each Fund (or portfolio(s) thereof), Credit Suisse Asset Management, LLC and
Credit Suisse Asset Management (Australia) Limited ("CSAM Australia").
The Board of each Fund unanimously recommends that
shareholders vote in favor of the proposal.
Holders of record shares of each Fund or where applicable, an
investment portfolio of a Fund, at the close of business on May 24, 2002 are
entitled to vote at the Special Meeting of Shareholders and at any adjournments
thereof. As a convenience to shareholders, you can now vote in any of five ways:
o By mail, with the enclosed proxy card(s);
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o By telephone, with a toll-free call to the telephone
number that appears on your proxy card or, if no
toll-free telephone number appears on your proxy card,
to D.F. King & Co., Inc., the Funds' proxy solicitor,
at 1-800-714-3312;
o By faxing the enclosed proxy card to D.F. King & Co.,
Inc., Attn: Dominic F. Maurillo, at 212-269-2796;
o Through the Internet, by using the Internet address
located on your proxy card and following the
instructions on the site; or
o In person at the Special Meeting.
IT IS IMPORTANT THAT PROXIES BE RETURNED PROMPTLY.
If you have any questions regarding the proposal, please feel
free to call D.F. King & Co., Inc. at 1-800-714-3312.
By Order of the Board of Directors,
Hal Liebes
Vice President and Secretary
June __, 2002
YOUR PROMPT ATTENTION TO THE ENCLOSED PROXY WILL HELP TO AVOID THE EXPENSE OF
FURTHER SOLICITATION.
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CREDIT SUISSE EMERGING MARKETS FUND, INC.
CREDIT SUISSE GLOBAL FINANCIAL SERVICES FUND, INC.
CREDIT SUISSE GLOBAL HEALTH SCIENCES FUND, INC.
CREDIT SUISSE GLOBAL POST-VENTURE CAPITAL FUND, INC.
CREDIT SUISSE GLOBAL TECHNOLOGY FUND, INC.
CREDIT SUISSE INSTITUTIONAL FUND, INC.
(Emerging Markets and International Focus Portfolios Only)
CREDIT SUISSE INSTITUTIONAL INTERNATIONAL FUND, INC.
CREDIT SUISSE INTERNATIONAL FOCUS FUND, INC.
CREDIT SUISSE OPPORTUNITY FUNDS
(International Fund Only)
CREDIT SUISSE TRUST
(Emerging Markets, Global Post-Venture Capital,
Global Technology and International Focus Portfolios Only)
466 LEXINGTON AVENUE
NEW YORK, NEW YORK 10017-3147
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JOINT PROXY STATEMENT
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SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON
July 26, 2002
-------------------------------------------------
This combined Proxy Statement is furnished in connection with
the solicitation of proxies by the Board of Directors or Trustees, as the case
may be (the "Board"), of each of the Funds listed above (each a "Company" and,
collectively, the "Companies") for use at the Special Meeting of Shareholders of
each Company, to be held jointly at the offices of the Companies, 466 Lexington
Avenue, New York, New York 10017-3147, on July 26, 2002, at __ p.m., Eastern
Time, and at any and all adjournments thereof (the "Special Meeting").
This Proxy Statement, Notice of Special Meeting and the proxy
cards are first being mailed to shareholders on or about June __, 2002 or as
soon as practicable thereafter. Any shareholder giving a proxy has the power to
revoke it on the Internet, by telephone, by mail (addressed to Hal Liebes, Vice
President and Secretary of Credit Suisse Funds, c/o Credit Suisse Asset
Management, LLC, 466 Lexington Avenue, New York, New York 10017-3147) or in
person at the Special Meeting by executing a superseding proxy or by submitting
a notice of revocation. All properly executed proxies received in time for the
Special Meeting will be voted as specified in the proxy, or, if no specification
is made, in favor of the Proposal referred to in the Proxy Statement.
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The presence at a Special Meeting, in person or by proxy, of
the holders of one-third (or a majority in the case of the International Fund of
Credit Suisse Opportunity Funds and the various portfolios of Credit Suisse
Trust) of the shares entitled to be cast of a Company or, in the case of each of
Credit Suisse Opportunity Funds, Credit Suisse Institutional Fund, Inc. (the
"Institutional Fund") and Credit Suisse Trust (the "Trust"), the above-indicated
portfolios thereof (each a "Fund" and together with those Companies that do not
have any separate investment portfolios, the "Funds") shall be necessary and
sufficient to constitute a quorum. In the event that the necessary quorum to
transact business or the vote required to approve or reject a Proposal is not
obtained at a Special Meeting with respect to one or more of the Funds, the
persons named as proxies may propose one or more adjournments of the Special
Meeting for that Fund in accordance with applicable law to permit further
solicitation of proxies with respect to the Proposal. Any such adjournment will
require the affirmative vote of the holders of a majority of the concerned
Fund's shares present in person or by proxy at the Special Meeting. The persons
named as proxies will vote in favor of such adjournment those proxies which they
are entitled to vote in favor for the Proposal and will vote against any such
adjournment those proxies to be voted against the Proposal.
For purposes of determining the presence of a quorum for
transacting business at a Special Meeting, abstentions and broker "non-votes"
will be treated as shares that are present but which have not been voted. Broker
non-votes are proxies received from brokers or nominees when the broker or
nominee has neither received instructions from the beneficial owner or other
persons entitled to vote nor has discretionary power to vote on a particular
matter. Accordingly, shareholders are urged to forward their voting instructions
promptly.
Approval of the Proposal for a Fund will require the
affirmative vote of a majority of the outstanding voting securities of the Fund
("Majority Vote"). "Majority Vote" for purposes of this joint proxy statement,
and under the Investment Company Act of 1940, as amended (the "1940 Act"), means
the lesser of (i) 67% of the shares represented at a meeting at which more than
50% of the outstanding shares of a concerned Fund are represented or (ii) more
than 50% of the outstanding shares of a Fund. EACH FUND WILL CONSIDER THE
APPROVAL OF THE PROPOSAL SET FORTH HEREIN SEPARATELY, AND THE APPROVAL OR
DISAPPROVAL BY ONE FUND OF THE PROPOSAL WILL NOT AFFECT THE APPROVAL OR
DISAPPROVAL BY ANY OTHER FUND OF THE PROPOSAL.
Abstentions and broker non-votes will have the effect of votes
"against" the Proposal for purposes of tabulating votes necessary for the
Proposal's approval.
The Emerging Markets, Global Post-Venture Capital, Global
Technology and International Focus Portfolios of the Trust (each a "Trust
Portfolio") offer their shares only to certain insurance companies
("Participating Insurance Companies") for allocation to certain of their
separate accounts established for the purpose of funding variable annuity
contracts, variable life insurance contracts, and tax qualified pension and
retirement plans. Under current law, the Participating Insurance Companies are
required to solicit voting instructions from variable annuity contract owners
who beneficially own shares in each Trust Portfolio as of the Record Date (as
defined below) and must vote all shares held in the separate account in
proportion to the voting instructions received for the Special Meeting, or any
adjournment thereof. The Participating Insurance Companies will vote shares of
each Trust Portfolio for which no
- 4 -
instructions have been received in the same proportion as they vote shares for
which they have received instructions. Abstentions will have the effect of a
negative vote on the Proposal for each Trust Portfolio. Unmarked voting
instructions will be voted in favor of the Proposal.
Each full share outstanding is entitled to one vote and each
fractional share outstanding is entitled to a proportionate share of one vote.
Shareholders of each Fund will vote in the aggregate without regard to class. As
of May 24, 2002 (the "Record Date"), the Funds had the following number of
outstanding shares:
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CREDIT SUISSE FUND NUMBER OF OUTSTANDING SHARES
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Emerging Markets Fund [CSAM to provide]
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Global Financial Services Fund [CSAM to provide]
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Global Health Sciences Fund [CSAM to provide]
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Global Post-Venture Capital Fund [CSAM to provide]
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Global Technology Fund [CSAM to provide]
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Emerging Markets Portfolio (Institutional Fund) [CSAM to provide]
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International Focus Portfolio (Institutional Fund) [CSAM to provide]
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Institutional International Fund [CSAM to provide]
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International Focus Fund [CSAM to provide]
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International Fund (Opportunity Funds) [CSAM to provide]
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Emerging Markets Portfolio (Trust) [CSAM to provide]
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Global Post-Venture Capital Portfolio (Trust) [CSAM to provide]
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Global Technology Portfolio (Trust) [CSAM to provide]
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International Focus Portfolio (Trust) [CSAM to provide]
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The persons who owned more than 5% of any Fund's outstanding
shares as of the Record Date, to the knowledge of the Funds, are set forth in
APPENDIX A hereto.
The security ownership of management of each of the Funds is
set forth in APPENDIX B hereto. APPENDIX B sets forth the number of shares of
each Fund beneficially owned by directors and executive officers of each Fund.
Each Fund provides periodic reports to all of its shareholders
which highlight relevant information, including investment results and a review
of portfolio changes. YOU MAY RECEIVE AN ADDITIONAL COPY OF THE MOST RECENT
ANNUAL REPORT FOR EACH FUND AND A COPY OF ANY MORE RECENT SEMI-ANNUAL REPORT,
WITHOUT CHARGE, BY CALLING 800-927-2874 OR BY WRITING TO CREDIT SUISSE FUNDS,
P.O. BOX 9030, BOSTON, MASSACHUSETTS 02205-9030.
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PROPOSAL
APPROVAL OF SUB-INVESTMENT ADVISORY AGREEMENT
INTRODUCTION
The shareholders of each Fund will be asked at the Special
Meeting to approve a Sub-Investment Advisory Agreement (the "Sub-Advisory
Agreement") among each Fund, Credit Suisse Asset Management, LLC ("CSAM") and
CSAM's Australian affiliate, which is named Credit Suisse Asset Management
(Australia) Limited ("CSAM Australia" or the "Subadviser"). The Sub-Advisory
Agreement was unanimously approved by the Board of each Fund, including all of
the Directors or Trustees, as the case may be (the "Directors"), who are not
parties to the Sub-Advisory Agreement or "interested persons" (as defined under
the 1940 Act) of any such parties (the "Non-Interested Directors") at a meeting
held on May 14, 2002.
At the meeting, CSAM, as investment adviser to each Fund,
recommended to the Boards that each Fund retain CSAM Australia as sub-investment
adviser and that pursuant to the proposed Sub-Advisory Agreement, CSAM (and not
any Fund) pay CSAM Australia a sub-advisory fee in such amount as may be agreed
upon from time to time by CSAM and the Subadviser. Thus, the retention of CSAM
Australia will not increase the fees or expenses otherwise incurred by a Fund's
shareholders. Under the proposed Sub-Advisory Agreement, CSAM will monitor the
activities and performance of CSAM Australia.
The Sub-Advisory Agreement for each Fund as approved by each
Board is now being submitted for approval by the shareholders of each Fund. If
it is approved by a Majority Vote of the outstanding shares of a Fund, it will
continue in effect for an initial two-year term, and will continue from year to
year thereafter, subject to approval annually by the Board or by a Majority Vote
of the outstanding shares of the Fund, and also, in either event, approval by a
majority of the Non-Interested Directors at a meeting called for the purpose of
voting on such approval. If the shareholders of a Fund should fail to approve
the Sub-Advisory Agreement, the Board of that Fund shall consider appropriate
action with respect to such non-approval of the Sub-Advisory Agreement.
PLEASE NOTE THAT THIS PROXY IS FOR THE APPROVAL OF CSAM
AUSTRALIA AS A SUB-INVESTMENT ADVISER AND NOT FOR THE APPROVAL OF CSAM'S
AFFILIATES IN THE UNITED KINGDOM OR JAPAN, WHICH WERE APPROVED BY CERTAIN FUNDS
ON MAY 1, 2002.
A form of the Sub-Advisory Agreement to be used for each Fund
is attached hereto as APPENDIX C.
CSAM's principal office is located at 466 Lexington Avenue,
New York, New York 10017-3147, and CSAM Australia's principal office is located
at Level 32 Gateway, 1 Macquarie Place, Sydney 2001.
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AS DESCRIBED ABOVE, THE SUB-ADVISORY FEE PAID TO CSAM
AUSTRALIA PURSUANT TO THE SUB-ADVISORY AGREEMENT WILL BE PAID BY CSAM AND,
ACCORDINGLY, THE RETENTION OF CSAM AUSTRALIA WILL NOT INCREASE THE FEES OR
EXPENSES OTHERWISE INCURRED BY A FUND'S SHAREHOLDERS.
EACH FUND WILL CONSIDER THE APPROVAL OF THE PROPOSAL
SEPARATELY, AND THE APPROVAL OR DISAPPROVAL BY ONE FUND OF THE PROPOSAL WILL NOT
AFFECT THE APPROVAL OR DISAPPROVAL BY ANY OTHER FUND OF THE PROPOSAL.
BOARD EVALUATION AND RECOMMENDATION
In determining whether it was appropriate to approve the
Sub-Advisory Agreement for CSAM Australia and to recommend approval to
shareholders, the Board of each Fund, including the Non-Interested Directors,
considered various matters and materials provided by CSAM and CSAM Australia.
The Board considered, primarily, the benefits to a Fund of retaining CSAM
Australia given the increased complexity of the domestic and international
securities markets, specifically that retention of CSAM Australia would expand
the universe of companies and countries from which investment opportunities can
be sought and enhance the Fund's ability to obtain best price and execution on
trades in international markets. The Board also carefully considered the
particular expertise of CSAM Australia in managing the types of global
investments which each Fund makes, including their personnel and research
capabilities. The Board also evaluated the extent of the proposed services to be
offered by CSAM Australia. In addition, the Board took into account the lack of
any anticipated adverse impact to a Fund as a result of the Sub-Advisory
Agreement, particularly that THE COMPENSATION PAID TO CSAM AUSTRALIA WILL BE
PAID BY CSAM AND, ACCORDINGLY, THAT THE RETENTION OF CSAM AUSTRALIA WILL NOT
INCREASE THE FEES OR EXPENSES OTHERWISE INCURRED BY A FUND'S SHAREHOLDERS.
BACKGROUND INFORMATION REGARDING THE FUNDS
Each Fund invests in foreign equity and/or debt securities, as
described more fully in each Fund's prospectus(es).
Currently, Credit Suisse Asset Management Securities, Inc.
("CSAMSI") and PFPC Inc. ("PFPC") serve as co-administrators to each of the
Funds. CSAMSI's address is 466 Lexington Avenue, New York, New York 10017-3147.
PFPC has its principal offices at 400 Bellevue Parkway, Wilmington, Delaware
19809. State Street Bank and Trust Company ("State Street") serves as custodian
for the U.S. assets and non-U.S. assets for each of the Funds. State Street's
principal business address is 225 Franklin Street, Boston, Massachusetts 02110.
CSAMSI, a subsidiary of CSAM, is also the distributor of the shares of the
Funds. It is anticipated that State Street will replace PFPC as co-administrator
to the applicable Funds in mid-2002. THESE SERVICE AGREEMENTS WILL NOT BE
AFFECTED BY THE PROPOSED SUB-ADVISORY AGREEMENT.
DESCRIPTION OF CURRENT INVESTMENT ADVISORY AGREEMENT
CSAM, a professional investment counseling firm, serves as
each Fund's investment adviser and is the institutional and mutual fund asset
management arm of Credit Suisse First Boston, and a wholly owned subsidiary of
Credit Suisse Group ("Credit Suisse").
- 7 -
Credit Suisse is a global financial services company, providing a comprehensive
range of banking and insurance products. The principal business address of
Credit Suisse is Paradeplatz 8, CH 8070, Zurich, Switzerland. CSAM is a
diversified investment adviser managing global and domestic equity and fixed
income portfolios for retail investors as well as institutional clients such as
corporate pension and profit-sharing plans, state pension funds, union funds,
endowments and charitable institutions. Together with its predecessor firms,
CSAM has been engaged in the investment advisory business for over 60 years. As
of December 31, 2001, Credit Suisse Asset Management companies managed
approximately $78 billion in the U.S. and $303 billion globally. Credit Suisse
Asset Management has offices in 14 countries, including CSAM and CSAM Australia;
other offices (such as those in Budapest, Frankfurt, Milan, Moscow, Paris,
Prague, Warsaw and Zurich) are not registered with the U.S. Securities and
Exchange Commission.
Pursuant to the Investment Advisory Agreements with CSAM
related to each of the Funds (the "Advisory Agreements"), subject to the
supervision and direction of each Board, CSAM is responsible for managing each
Fund in accordance with the Fund's stated investment objective and policies.
CSAM is responsible for providing investment advisory services as well as
conducting a continual program of investment, evaluation and, if appropriate,
sale and reinvestment of a Fund's assets. In addition to expenses that CSAM may
incur in performing its services under the Advisory Agreements, CSAM pays the
compensation, fees and related expenses of all Directors or Trustees, as the
case may be, who are affiliated persons of CSAM or any of its subsidiaries and,
if the Sub-Advisory Agreement is approved by the shareholders of a Fund, will
pay the sub-advisory fee to CSAM Australia. Each Fund pays all other expenses
incurred in its operations, including general administrative expenses.
Shown below is the date of each Advisory Agreement, the date
each Advisory Agreement was last submitted to a vote of the shareholders and the
purpose of such submission. Each Advisory Agreement was last submitted to
shareholders prior to its becoming effective, as required by the 1940 Act.
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Credit Suisse Fund Date of Advisory Agreement Date last approved by Purpose of last submission
shareholders to shareholders
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Emerging Markets Fund July 6, 1999 May 21, 1999 in connection with Credit
Suisse's acquisition of
Warburg Pincus Asset
Management, Inc. (the
"Acquisition")
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Global Financial Services Fund May 1, 2000 May 1, 2000 in connection with the
organization of the Fund
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Global Health Sciences Fund July 6, 1999 May 21, 1999 in connection with the
Acquisition
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Global Post-Venture Capital July 6, 1999 May 21, 1999 in connection with the
Fund Acquisition
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
- - 8 -
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Credit Suisse Fund Date of Advisory Agreement Date last approved by Purpose of last submission
shareholders to shareholders
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Global Technology Fund October 26, 1998 October 26, 1998 in connection with
organization of the Fund
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Emerging Markets Portfolio July 6, 1999 May 21, 1999 in connection with the
(Institutional Fund) Acquisition
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
International Focus Portfolio July 6, 1999 May 21, 1999 in connection with the
(Institutional Fund) Acquisition
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Institutional International July 20, 1998 July 20, 1998 in connection with the
Fund organization of the Fund
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
International Focus Fund July 6, 1999 May 21, 1999 in connection with the
Acquisition
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
International Fund March 23, 2001 March 23, 2001 in connection with Credit
(Opportunity Funds) Suisse's acquisition of
Donaldson Lufkin & Jenrette
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Emerging Markets Portfolio July 6, 1999 May 21, 1999 in connection with the
(Trust) Acquisition
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Global Post-Venture Capital July 6, 1999 May 21, 1999 in connection with the
Portfolio (Trust) Acquisition
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
Global Technology Portfolio November 16, 2000 November 16, 2000 in connection with the
(Trust) organization of the Fund
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
International Focus Portfolio July 6, 1999 May 21, 1999 in connection with the
(Trust) Acquisition
- ------------------------------- ---------------------------- ---------------------------- ----------------------------
As compensation for its services to the Funds, CSAM receives
compensation as a percentage of the average daily net assets of each Fund.
APPENDIX D sets forth the fees and total compensation paid to CSAM in the
indicated fiscal years.
As noted above, CSAMSI serves as co-administrator to each of
the Funds. CSAMSI provides shareholder liaison services to the Funds and
performs other services, such as certain executive and administrative services,
and furnishing certain corporate secretarial services. As compensation for its
administrative services to the Funds, CSAMSI receives compensation as a
percentage of the average daily net assets of each Fund and was paid the fees as
indicated on APPENDIX E.
Each of the Funds (other than Credit Suisse Institutional
International Fund, the Emerging Markets and International Focus Portfolios of
Credit Suisse Institutional Fund, and the
- 9 -
Emerging Markets, Global Post-Venture Capital, Global Technology and
International Focus Portfolios of Credit Suisse Trust) has adopted one or more
distribution plans pursuant to Rule 12b-1 under the 1940 Act, under which CSAMSI
provides distribution and other services related to one or more classes of such
Funds. As compensation for such services, CSAMSI is paid a fee (a "12b-1 fee")
which varies based on the class of shares involved. CSAMSI is paid the following
annual rates of the average daily net assets of the respective classes of those
Funds that have 12b-1 plans:
Class of shares: Common Advisor Institutional A B C
------ ------- ------------- - - -
Fee: .25% .50%* None .25% 1.00% 1.00%
- ------------
* Maximum 12b-1 fee payable on Advisor Class shares is .75% of average daily
net assets.
Not all Funds have issued all of the above classes. Each of
the Funds that have issued common class shares and that have adopted one or more
distribution plans pursuant to Rule 12b-1 charge a 12b-1 fee with respect to the
common class shares. Refer to APPENDIX E for a schedule of fees paid to CSAMSI
as co-administrator and distributor.
REGARDLESS OF WHETHER THE SUB-ADVISORY AGREEMENT IS APPROVED,
CSAM WILL CONTINUE TO SERVE AS INVESTMENT ADVISER TO THE FUNDS PURSUANT TO THE
ADVISORY AGREEMENTS AND CSAMSI WILL CONTINUE TO PROVIDE ADMINISTRATIVE AND
DISTRIBUTION SERVICES TO THE FUNDS.
DESCRIPTION OF CURRENT SUB-ADVISORY AGREEMENTS
CSAM U.K.
The following Funds have entered into a sub-advisory agreement
with Credit Suisse Asset Management Limited ("CSAM U.K"). The schedule below
sets forth the date of the existing sub-advisory agreement with CSAM U.K., the
date it was last submitted to a vote of shareholders and the purpose of such
submission. Also included are aggregate fees that were payable to CSAM U.K. for
the last fiscal year, which amounts are payable by CSAM and not by the Funds.
- ---------------------- ------------------ -------------------- ------------------- ----------------
CREDIT SUISSE FUND DATE OF DATE LAST APPROVED PURPOSE OF LAST AGGREGATE FEE
SUB-ADVISORY BY SHAREHOLDERS SUBMISSION TO PAYABLE
AGREEMENT SHAREHOLDERS
- ---------------------- ------------------ -------------------- ------------------- ----------------
Emerging Markets Fund July 14, 2000 July 14, 2000 in connection *
with its retention
- ---------------------- ------------------ -------------------- ------------------- ----------------
Global Financial May 1, 2000 May 1, 2000 in connection 0
Services Fund with its retention
- ---------------------- ------------------ -------------------- ------------------- ----------------
Global Health July 14, 2000 July 14, 2000 in connection $359,210
Sciences Fund with its retention
- ---------------------- ------------------ -------------------- ------------------- ----------------
Global Post-Venture May 1, 2002 May 1, 2002 in connection *
Capital Fund with its retention
- ---------------------- ------------------ -------------------- ------------------- ----------------
Global Technology July 14, 2000 July 14, 2000 in connection $1,160,518
Fund with its retention
- ---------------------- ------------------ -------------------- ------------------- ----------------
- 10 -
- ---------------------- ------------------ -------------------- ------------------- ----------------
CREDIT SUISSE FUND DATE OF DATE LAST APPROVED PURPOSE OF LAST AGGREGATE FEE
SUB-ADVISORY BY SHAREHOLDERS SUBMISSION TO PAYABLE
AGREEMENT SHAREHOLDERS
- ---------------------- ------------------ -------------------- ------------------- ----------------
Emerging Markets July 14, 2000 July 14, 2000 in connection $__
Portfolio with its retention
(Institutional Fund)
- ---------------------- ------------------ -------------------- ------------------- ----------------
International Focus May 1, 2002 May 1, 2002 in connection *
Portfolio with its retention
(Institutional Fund)
- ---------------------- ------------------ -------------------- ------------------- ----------------
Institutional May 1, 2002 May 1, 2002 in connection *
International Fund with its retention
- ---------------------- ------------------ -------------------- ------------------- ----------------
International Focus May 1, 2002 May 1, 2002 in connection *
Fund with its retention
- ---------------------- ------------------ -------------------- ------------------- ----------------
International Fund May 1, 2002 May 1, 2002 in connection *
(Opportunity Funds) with its retention
- ---------------------- ------------------ -------------------- ------------------- ----------------
Emerging Markets July 14, 2000 July 14, 2000 in connection $__
Portfolio (Trust) with its retention
- ---------------------- ------------------ -------------------- ------------------- ----------------
Global Post-Venture May 1, 2002 May 1, 2002 in connection *
Capital Portfolio with its retention
(Trust)
- ---------------------- ------------------ -------------------- ------------------- ----------------
Global Technology November 16, 2000 November 16, 2000 in connection 0
Portfolio (Trust) with its
organization
- ---------------------- ------------------ -------------------- ------------------- ----------------
International Focus May 1, 2002 May 1, 2002 in connection *
Portfolio (Trust) with its retention
- ---------------------- ------------------ -------------------- ------------------- ----------------
* Because each Sub-Advisory Agreement became effective on May
__, 2002, no fees were payable for the last fiscal year.
With respect to all of the Funds listed above, the aggregate
compensation payable by CSAM to CSAM U.K. under the respective sub-advisory
agreements is an annual fee of $250,000 for services rendered with respect to
the Funds listed above and all other Credit Suisse Funds for which CSAM U.K. has
been appointed as subadviser and which CSAM and CSAM U.K. agree will be governed
by this fee schedule. Prior to May 14, 2002, with respect to each of the
Emerging Markets Fund, Emerging Markets Portfolio of the Institutional Fund,
Global Financial Services Fund, Global Health Sciences Fund, Global Technology
Fund and the Emerging Markets and Global Technology Portfolios of the Trust, the
rate of compensation payable to CSAM U.K. under each of the respective
sub-advisory agreements was an annual fee equal to 50% of the net quarterly
amount (after fee waivers and reimbursements) received by CSAM as investment
adviser.
CSAM U.K. is a corporation organized under the laws of England
in 1982 and is registered as an investment adviser under the Advisers Act. The
principal executive office of CSAM U.K. is Beaufort House, 15 St. Botolph
Street, London EC3A 7JJ, England. CSAM U.K.
- 11 -
is a diversified asset manager, handling global equity, balanced, fixed income
and derivative securities accounts for other investment companies, corporate
pension and profit-sharing plans, state pension funds, union funds, endowments
and other charitable institutions. CSAM U.K. has been in the money management
business for over 16 years and currently manages approximately $32.2 billion in
assets.
CSAM Japan
The Global Financial Services Fund, Global Health Sciences
Fund, Global Post-Venture Capital Fund, Global Technology Fund, International
Focus Portfolio of the Institutional Fund, Institutional International Fund,
International Focus Fund, International Fund of the Opportunity Funds, and
Global Post-Venture Capital, Global Technology, and International Focus
Portfolios of the Trust have entered into a sub-advisory agreement with Credit
Suisse Asset Management Limited ("CSAM Japan"). Each sub-advisory agreement
(other than that for the Global Technology Portfolio of the Trust) is dated May
1, 2002 and was approved by shareholders at a special meeting held for such
purpose on May 1, 2002. The sub-advisory agreement for the Global Technology
Portfolio of the Trust is dated May 10, 2002 and was approved by shareholders at
a special meeting held for such purpose on May 10, 2002.
The aggregate compensation payable by CSAM to CSAM Japan under
the respective sub-advisory agreements is an annual fee of $250,000 for services
rendered with respect to the Funds named in the previous paragraph and all other
Credit Suisse Funds for which CSAM Japan has been appointed as subadviser and
which CSAM and CSAM Japan agree will be governed by this fee schedule. Because
each Sub-Advisory Agreement with CSAM Japan became effective on May _, 2002, no
fees were payable for the last fiscal year.
CSAM Japan is a corporation organized under the laws of Japan
in 1993 and is licensed as an investment adviser under the Japanese Investment
Advisory Law and as an investment trust manager under the Japanese Trust Law.
CSAM Japan is also registered as an investment advisers under the Advisers Act.
The principal executive office of CSAM Japan is Shiroyama JT Mori Bldg. 3-1,
Toranomon 4-Chome, Minato-Ku, Tokyo 105-6026 Japan. CSAM Japan is a diversified
asset manager, handling global equity, balanced, fixed income and derivative
securities accounts for other investment companies, corporate pension and
profit-sharing plans, state pension funds, union funds, endowments and other
chartiable institutions. CSAM Japan and its predecessor company has been in the
money management business for over 16 years and currently manages approximately
$2.92 billion in assets.
Abbott Capital Management
The Global Post-Venture Capital Portfolio of Credit Suisse
Trust and Credit Suisse Global Post-Venture Capital Fund utilize Abbott Capital
Management, L.L.C. ("Abbott") as sub-investment adviser, pursuant to respective
sub-advisory agreements, each dated July 6, 1999 respectively. Abbott is located
at 1330 Avenue of the Americas, Suite 2800, New York, NY 10019. Such
sub-advisory agreements were last submitted to a vote of shareholders of the two
Funds on May 21, 1999 in connection with Credit Suisse's acquisition of Warburg
Pincus Asset Management, Inc. Abbott, in accordance with the investment
objective and policies of the Global Post-Venture Capital Portfolio of Credit
Suisse Trust and Credit Suisse Global Post-
- 12 -
Venture Capital Fund, makes investment decisions for the Portfolio and Fund
regarding investments in private investment funds ("Private Funds"), effects
transactions in interests in Private Funds on behalf of the Portfolio and Fund
and assists in administrative functions relating to investments in Private
Funds. Abbott is an independent specialized investment firm with assets under
management of approximately $5.28 billion. Abbott receives a fee, payable by
CSAM calculated at an annual rate of 1.00% of the Portfolio's or Fund's average
daily net assets invested in Private Funds. The aggregate fee payable to Abbott
by CSAM with respect to the Portfolio and the Fund in the last fiscal year was
$2,294 and $17,960, respectively.
DESCRIPTION OF PROPOSED SUB-ADVISORY AGREEMENT
Subject to the supervision of CSAM, each Sub-Advisory
Agreement requires CSAM Australia, in the exercise of its best judgment, to
provide investment advisory assistance and portfolio management advice to a Fund
in accordance with the Articles of Incorporation or Declaration of Trust
applicable to the Fund, as may be amended from time to time, the Fund's
Prospectus(es) and Statement(s) of Additional Information, as from time to time
in effect, and in such manner and to such extent as may from time to time be
approved by the Board.
In connection with the Sub-Advisory Agreement, CSAM Australia
will, subject to the supervision and direction of CSAM:
(1) manage that portion of the relevant Fund's assets
designated by CSAM from time to time (the "Assets") or
furnish recommendations to manage the Assets in
accordance with the Fund's investment objective and
policies;
(2) make investment decisions or recommendations with
respect to the Assets;
(3) if requested by CSAM place purchase and sale orders for
securities on behalf of the Fund with respect to the
Assets;
(4) exercise voting rights with respect to the Assets if
requested by CSAM; and
(5) furnish CSAM and the Fund's Board with such periodic
and special reports as the Fund or CSAM may reasonably
request.
In connection with the performance of services under a
Sub-Advisory Agreement, CSAM Australia may contract at its own expense with
third parties for the acquisition of research, clerical services and other
administrative services that would not require such parties to be required to
register as an investment adviser under the Investment Advisers Act of 1940, as
amended (the "Advisers Act"); provided that CSAM Australia remains liable for
the performance of the third party's duties.
The services of CSAM Australia under the proposed Sub-Advisory
Agreement are not exclusive. CSAM Australia has the right to provide similar
services to other investment companies or to engage in other activities,
provided that those activities do not adversely affect its ability to perform
its services under the Sub-Advisory Agreement.
- 13 -
Each Sub-Advisory Agreement will terminate automatically in
the event of its assignment. In addition, it may be terminated by CSAM or CSAM
Australia upon 60 days' written notice to the other parties; or with respect to
a Fund, upon the vote of a majority of the Board or a majority of the
outstanding voting securities of the Fund, upon 60 days' written notice to CSAM
or CSAM Australia.
In consideration of the services rendered pursuant to the
Sub-Advisory Agreement, CSAM will pay CSAM Australia an aggregate fee of
$480,000 per annum (the "Total Fee"). The Total Fee shall be an aggregate fee
paid for services rendered with respect to all Credit Suisse Funds for which
CSAM Australia has been appointed as sub-adviser and which CSAM and CSAM
Australia agree will be governed by this fee schedule. The Total Fee may be
amended from time to time upon the mutual agreement of the parties upon notice
to shareholders. A quarter of the Total Fee is payable in U.S. dollars in
arrears on the last day of each calendar quarter. The fee for the first period
during which the Sub-Advisory Agreement is in effect shall be pro-rated for the
portion of the calendar quarter that the Sub-Advisory Agreement is in effect.
CSAM PAYS CSAM AUSTRALIA THE SUB-ADVISORY FEE. CSAM AUSTRALIA
DOES NOT HAVE A RIGHT TO OBTAIN COMPENSATION DIRECTLY FROM A FUND FOR SERVICES
PROVIDED UNDER THE SUB-ADVISORY AGREEMENT AND MUST LOOK SOLELY TO CSAM FOR
PAYMENT OF FEES DUE.
INFORMATION ABOUT CSAM AUSTRALIA
CSAM Australia was registered as a company under the Laws of
Victoria, Australia on September 15, 1989. CSAM Australia is licensed as a
securities dealer and operator of managed investment schemes under the
Australian Corporations Act of 2001 and is an investment adviser under the
Advisers Act. The registered office of CSAM Australia is Level 32 Gateway, 1
Macquarie Place, Sydney 2001. CSAM Australia is a diversified asset manager,
specializing in equity, fixed income and balanced portfolio management for a
range of clients including superannuation funds, government agencies and large
companies as well as private individuals. CSAM Australia has been in the funds
management business for over 12 years and currently manages over AUD $22 billion
(US $11 billion) in assets.
CSAM Australia is a wholly owned subsidiary of Credit Suisse
First Boston. Credit Suisse First Boston is a wholly owned subsidiary of Credit
Suisse, the indirect parent company of the Funds' investment adviser, CSAM.
Credit Suisse First Boston is located at Uetlibergstrasse 231, Uetlihof 1
CH-8045 Zurich, Switzerland. Credit Suisse is located at Paradeplatz 8, 8001
Zurich, Switzerland.
CSAM Australia is governed by a Board of Directors, with the
day to day affairs of the company managed by an Executive Committee. The names
and principal occupations of the directors and officers of CSAM Australia are
set forth below. Each of the persons listed may be contacted c/o Credit Suisse
Asset Management Limited, Level 32 Gateway, 1 Macquarie Place, Sydney, NSW 2000,
Australia.
- 14 -
- -------------------------- -------------------------------------- -----------------------------------
NAME CURRENT POSITION WITH CSAM AUSTRALIA OTHER CURRENT PRINCIPAL OCCUPATIONS
- -------------------------- -------------------------------------- -----------------------------------
Andrew McKinnon CEO and Director N.A.
- -------------------------- -------------------------------------- -----------------------------------
Bronwyn Matheson Director and Company Secretary N.A.
- -------------------------- -------------------------------------- -----------------------------------
William Gates Director N.A.
- -------------------------- -------------------------------------- -----------------------------------
Joseph Gallagher Director Global CFO and Member of Executive
Board
- -------------------------- -------------------------------------- -----------------------------------
Jeffrey Peek Director Global CEO and Member of Executive
Board
- -------------------------- -------------------------------------- -----------------------------------
THE BOARD OF DIRECTORS OF EACH FUND, INCLUDING THE NON-INTERESTED DIRECTORS,
UNANIMOUSLY RECOMMENDS THAT YOU VOTE "FOR" THE PROPOSAL.
ADDITIONAL INFORMATION
GENERAL
The costs of the Special Meeting (estimated at $835,000
including the cost of preparing, printing and mailing the enclosed proxy,
accompanying notice and Proxy Statement and all other costs incurred in
connection with the solicitation of proxies) will be paid entirely by CSAM
and/or its affiliates (and not by any Fund). The principal solicitation of
proxies will be by the mailing of this joint Proxy Statement, but proxies may
also be solicited by telephone and/or in person by representatives of a Fund and
regular employees of CSAM or its affiliates. Such representatives and employees
will not receive additional compensation for solicitation activities.
CSAM has retained the services of D.F. King & Co., Inc. (the
"Agent") to assist in the solicitation of proxies. As the Special Meeting date
approaches, shareholders may receive a telephone call from a representative of
the Agent if their vote has not yet been received. Authorization to permit the
Agent to execute proxies may be obtained by telephonic or electronic transmitted
instructions from shareholders of each Fund. Proxies that are obtained
telephonically will be recorded in accordance with the procedures set forth
below. The Board believes that these procedures are reasonably designed to
ensure that the identity of the shareholder casting the vote and the
shareholder's voting instructions are accurately determined.
In all cases where a telephonic proxy is solicited, the
Agent's representative is required to ask for each shareholder's full name,
address, last four digits of the shareholder's social security or tax
identification number, title of the person and whether such person is authorized
to direct the voting of such shares (if an entity), the number of shares owned,
if known, and to confirm that the shareholder has received the Proxy Statement
and proxy card in the mail. If the information solicited agrees with the
information provided to the Agent, then the Agent representative has the
responsibility to explain the process, read the proposal listed on the proxy
card, and ask for the shareholder's instructions on the proposal. The Agent's
representative, although he or she is permitted to answer questions about the
process, is not permitted to recommend to the shareholder how to vote, other
than to read any recommendation
- 15 -
set forth in the proxy statement. The Agent will record the shareholder's
instructions on the card. Within 72 hours, the shareholder will be sent a letter
by first class mail confirming his or her vote and asking the shareholder to
call the Agent immediately if his or her votes are not correctly reflected in
the confirmation.
If the shareholder wishes to participate in the Special
Meeting, but does not wish to give his or her proxy by telephone, by fax or by
the Internet, the shareholder may still submit the proxy card originally sent
with the proxy statement or attend in person. Should shareholders require
additional information regarding the proxy or replacement proxy cards, they may
contact the Agent toll-free at 1-800-714-3312. Any proxy given by a shareholder,
whether in writing, by telephone, by fax or by the Internet, is revocable.
SHAREHOLDER PROPOSALS
Shareholders wishing to submit proposals for inclusion in a
proxy statement for a shareholder meeting subsequent to the Special Meeting, if
any, should send their written proposals to the Secretary of the relevant Fund,
c/o Credit Suisse Asset Management, LLC, 466 Lexington Avenue, New York, NY
10017, the time period before any such meeting specified in the Fund's charter
and/or by-laws. The timely submission of a proposal does not guarantee its
inclusion.
OTHER BUSINESS
Management knows of no business to be presented to the Special
Meeting other than the matters set forth in this joint Proxy Statement, but
should any other matter requiring the vote of shareholders arise, the proxies
will vote thereon according to their best judgment in the interests of a Fund.
By Order of the Board of Directors,
Hal Liebes
Vice President and Secretary
New York, New York
June __, 2002
EACH FUND WILL FURNISH, WITHOUT CHARGE, A COPY OF ITS MOST RECENT
ANNUAL REPORT AND ANY MORE RECENT SEMI-ANNUAL REPORT TO A SHAREHOLDER UPON
REQUEST. ANY SUCH REQUEST SHOULD BE DIRECTED TO THE FUNDS BY CALLING
800-927-2874 OR BY WRITING TO CREDIT SUISSE FUNDS, P.O. BOX 9030, BOSTON,
MASSACHUSETTS 02205-9030.
- 16 -
APPENDIX A
[INFORMATION TO BE UPDATED AS OF THE RECORD DATE]
A-1
CREDIT SUISSE EMERGING MARKETS FUND, INC.
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
NAME AND ADDRESS OWNED OF RECORD OUTSTANDING (CLASS)
* The Fund believes these entities are not the beneficial owners of
shares held of record by them.
A-2
CREDIT SUISSE GLOBAL FINANCIAL SERVICES FUND, INC.
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Sema Co.* 210,000.0000 96.52% (Common)
12 E. 49th Street
New York, NY 10017-1028
Credit Suisse Asset Management, LLC 118.3430 19.55% (A)
466 Lexington Avenue
10th Floor
New York, NY 10017-3142
State Street Bank & Trust* 470.2300 77.67% (A)
Cust. for the IRA of
Joanne Schenck
P.O. Box 334
Garrison, NY 10524-0334
* The Fund believes these entities are not the beneficial owners of
shares held of record by them.
A-3
CREDIT SUISSE GLOBAL HEALTH SCIENCES FUND, INC.
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Charles Schwab & Co. Inc.* 1,487,454.1440 32.93% (Common)
Special Custody Account
for the Exclusive
Benefit of Customers
Attn.: Mutual Funds
101 Montgomery St.
San Francisco, CA 94104-4122
National Financial Svcs. Corp.* 576,412.0590 12.76% (Common)
FBO Customers
P.O. Box 3908
Church Street Station
New York, NY 10008-3908
IMS & Co.* 487,306.2400 10.79% (Common)
For the Exclusive Benefit
of Customers
P.O. Box 3865
Englewood, CO 80155-3865
Credit Suisse Asset Management LLC 50.6070 87.27% (A)
466 Lexington Ave. 10th Fl.
New York, NY 10017-3142
* The Fund believes these entities are not the beneficial owners of
shares held of record by them.
A-4
CREDIT SUISSE GLOBAL POST-VENTURE CAPITAL FUND, INC.
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Charles Schwab & Co. Inc.* 3,279,383.1900 50.03% (Common)
Special Custody Account
for the Exclusive
Benefit of Customers
Attn.: Mutual Funds
101 Montgomery St.
San Francisco, CA 94104-4122
National Financial Services Corp.* 976,749.0810 14.90% (Common)
FBO Customers
P.O. Box 3908
Church Street Station
New York, NY 10008-3908
EMJAYCO 67,490.3340 34.02% (Advisor)
Omnibus Account
P.O. Box 170910
Milwaukee, WI 53217-0909
National Financial Services Corp.* 20,615.7540 10.39% (Advisor)
FBO Customers
Church Street Station
P.O. Box 3908
New York, NY 10008-3908
Sterling Trust Company TTEE* 41,463.8540 20.90% (Advisor)
FBO Rohde Brothers Inc.
1380 Lawrence St., Ste. 1400
Denver, CO 80204-2060
Donaldson Lufkin Jenrette 1636.5480 96.07% (A)
Securities Corporation Inc.
P.O. Box 2052
Jersey City, NJ 07303-2052
Donaldson Lufkin Jenrette 1,946.0000 10.97% (B)
Securities Corporation Inc.
P.O. Box 2052
Jersey City, NJ 07303-2052
Dain Rauscher Inc. FBO* 7,687.0000 43.35% (B)
Boog-Scott Fam Ltd. Partnership
John Boog-Scott Gen'l Partner
4232 Danmire
Richardson, TX 75082-3758
Dain Rauscher Inc. FBO* 3,040.0000 17.14% (B)
Tony Goodman
3 Cedro Place
Dallas, TX 75230-3000
Donaldson Lufkin Jenrette 2,972.0500 16.76% (B)
Securities Corporation Inc.
P.O. Box 2052
Jersey City, NJ 07303-2052
Donaldson Lufkin Jenrette 4,971.6040 93.87% (C)
Securities Corporation Inc.
P.O. Box 2052
Jersey City, NJ 07303-2052
* The Fund believes these entities are not the beneficial owners of
shares held of record by them.
A-6
CREDIT SUISSE GLOBAL TECHNOLOGY FUND, INC.
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Charles Schwab & Co. * 1,633,060.2720 38.38% (Common)
Special Custody Account for the
Exclusive Benefit of Customers
101 Montgomery St.
San Francisco, CA 94104-4122
Nat'l Financial Svcs. Corp.* 688,801.8200 16.05% (Common)
FBO Customers
Church St. Station
P.O. Box 3908
New York, NY 10008-3908
Credit Suisse Asset Management LLC 33.9900 87.25% (A)
466 Lexington Ave. 10th Fl.
New York, NY 10017-3142
* The Fund believes these entities are not the beneficial owners of
shares held of record by them.
A-7
CREDIT SUISSE INSTITUTIONAL FUND, INC.
(Emerging Markets Portfolio)
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
A-8
CREDIT SUISSE INSTITUTIONAL FUND, INC.
(International Focus Portfolio)
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
The Board of Trustees
General Employees 1,613,738.3520 25.36% (Common)
Retirement System*
TTEES City of Ft. Lauderdale
GEN RET PL UAD I-1-73
315 NE 3rd Ave.
Ft. Lauderdale, FL 33301-1149
MAC & CO A/C DEXF1747452 544,051.9010 8.55% (Common)
Mutual Fund Operations
P.O. Box 3198
Pittsburgh, PA 15230-3198
Wachovia Bank NA TEE* 411,883.9430 6.47% (Common)
Group Pension Plan for Employees
National Dist. Co. Inc.
301 N. Main St. MC NC 31057
P.O. Box 3073
Winston Salem, NC 27150-0001
Norwest Bank MN NA* 361,623.6160 5.68% (Common)
Virg & Co
FBO Chris Cross
P.O. Box 1533
Minneapolis, MN 55480-1533
Dana Farber Inc. 669,588.2520 10.52% (Common)
c/o Karen Bird
Dana Farber Cancer Institute
44 Binney St. #1530J
Boston, MA 02115-6084
Alaska Plumbing & Pipefitting 860,649.4890 13.52% (Common)
Industry Pension Trust Fund*
c/o Assoc. Administrators Inc.
2929 NW 31st Ave.
Portland, OR 97210-1721
A-9
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Sun Trust Bank Atlanta Cust* 687,510.9690 10.80% (Common)
FBO University of Central Fl. FDN
A/C 11-04-123-1126515
P.O. Box 105870
Atlanta, GA 30348-5870
* The Portfolio believes these entities are not the beneficial owners of
shares held of record by them.
A-10
CREDIT SUISSE INSTITUTIONAL INTERNATIONAL FUND, INC.
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Hawaii Medical Service Association 1,209,233.3090 5.55% (Common)
818 Keeaumoko Street
Honolulu, HI 96814-2365
Comerica Bank TTEE* 3,519,280.6170 16.14% (Common)
FBO Consumer Energy Pension Plan
212 W Michigan Avenue
Jackson, MI 49201-2236
Comerica Bank TTEE* 1,613,488.7940 7.40% (Common)
FBO Consumers Energy
Employee's Savings &
Incentive Plan
U/A 10/1/01
212 W Michigan Avenue
Jackson, MI 49201-2236
Northern Trust Company TTEE* 6,958,904.5900 31.92% (Common)
FBO Tyco International Ltd.
A/C# 22-07149
P.O. Box 92956
Chicago, IL 60675-2956
Northern Marianas Island 1,306,801.8540 5.99% (Common)
Retirement Fund
First Floor Nauru Building
P.O. Box 1247
Saipan MP 96950
TBG Commingled Trust 1,886,122.6590 8.65% (Common)
565 Fifth Avenue
New York, NY 10017-2413
Credit Suisse Asset Management LLC 89.3660 91.37% (A)
466 Lexington Avenue 10th Floor
New York, NY 10017-3142
Credit Suisse Asset Management LLC 89.3660 8.22% (B)
466 Lexington Avenue 10th Floor
New York, NY 10017-3142
A-11
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Donaldson Lufkin Jenrette 984.2520 90.54% (B)
Securities Corporation Inc.
P.O. Box 2052
Jersey City, NJ 07303-2052
Donaldson Lufkin Jenrette 1,746.7250 94.44% (C)
Securities Corporation Inc.
P.O. Box 2052
Jersey City, NJ 07303-2052
* The Fund believes these entities are not the beneficial owners of
shares held of record by them.
A-12
CREDIT SUISSE INTERNATIONAL FOCUS FUND, INC.
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Charles Schwab & Co. Inc.* 178,577.2580 5.75% (Common)
Special Custody Account
for the Exclusive
Benefit of Customers
Attn.: Mutual Funds
101 Montgomery St.
San Francisco, CA 94104-4122
Bost & Co. A/c MIDF8585662 170,057.7810 5.48% (Common)
Mutual Funds Operations
P.O. Box 3198
Pittsburgh, PA 15230-3198
The Northern Trust Co. TT&E* 994,823.1450 32.05% (Common)
FBO GATX Master Trust Ret. Trust
DTD 12/19/79
500 W. Monroe St.
Chicago, IL 60661-3671
Nat'l Financial Services Corp.* 212,465.6360 6.84% (Common)
FBO Customers
Church Street Station
P.O. Box 3908
New York, NY 10008-3908
Credit Suisse Asset Management LLC 102.8540 86.94% (Advisor)
466 Lexington Ave. 10th Fl.
New York, NY 10017-3142
Credit Suisse Asset Management LLC 102.3540 87.59% (A)
466 Lexington Ave. 10th Fl.
New York, NY 10017-3142
Donaldson Lufkin Jenrette 10,154.7450 98.86% (B)
Securities Corporation Inc.
P.O. Box 2052
Jersey City, NJ 07303-2052
Credit Suisse Asset Management LLC 102.3540 86.93% (C)
466 Lexington Ave. 10th Fl.
New York, NY 10017-3142
* The Fund believes these entities are not the beneficial owners of
shares held of record by them.
A-13
CREDIT SUISSE OPPORTUNITY FUNDS
(International Fund)
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Donaldson Lufkin Jenrette 6,364.7320 36.42% (Common)
Securities Corporation Inc.
P.O. Box 2052
Jersey City, NJ 07303-2052
Raymond James & Assoc. Inc.* 1,500.9950 8.59% (Common)
FBO Duddey IRA
Bin# 73621296
880 Carillon Parkway
St. Petersburg, FL 33716-1100
Donaldson Lufkin Jenrette 4,73140.7750 19.29% (A)
Securities Corporation Inc.
P.O. Box 2052
Jersey City, NJ 07303-2052
Bankers Trust Company* 285,357.2970 11.64% (A)
FBO 2448094242
P.O. Box 9005
Church Street Station
New York, NY 10008
Donaldson Lufkin Jenrette 19,080.6800 79.67% (C)
Securities Corporation Inc.
P.O. Box 2052
Jersey City, NJ 07303-2052
Lehman Brothers, Inc. 1,528.5600 6.38% (C)
744-21739-15
101 Hudson Street, 31st Floor
Jersey City, NJ 07302-3915
Fidelity Investment Institutional* 348,946.0400 100.00% (D)
Operations CNT as Agent for Certain
Employee Benefit Plans
100 Magellan Way
Covington, KY 41015-1999
* The Fund believes these entities are not the beneficial owners of
shares held of record by them.
A-14
CREDIT SUISSE TRUST
(Emerging Markets Portfolio)
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
A-15
CREDIT SUISSE TRUST
(Global Post-Venture Capital Portfolio)
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Nationwide Life Insurance Company 1,599,202.0860 14.56% (Common)
Nationwide Variable Account II
c/o IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
Pruco Life Flexible Premium 3,441,389.9310 31.33% (Common)
Variable Annuity Account
213 Washington St. Fl. 7
Newark, NJ 07102-2917
Nationwide Life Insurance Company 862,856.0440 7.85% (Common)
NWVA-9
c/o IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
Fidelity Investments 1,581,023.5450 14.39% (Common)
Life Insurance Company
82 Devonshire Street #R25B
Boston, MA 02109-3614
Kemper Investors 1,629,714.0220 14.83% (Common)
Life Insurance Company
Variable Annuity Separate Account
Attn: Karen Portem
1 Kemper Drive Bldg. 3 T-1
Long Grove, IL 60049-0001
* The Portfolio believes these entities are not the beneficial owners of
shares held of record by them.
A-16
CREDIT SUISSE TRUST
(Global Technology Portfolio)
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Fidelity Investment Institutional* 293,551.9600 47.98% (Common)
Operations CNT as Agent for Certain
Employee Benefit Plans
100 Magellan Way
Covington, KY 41015-1999
Trustlynx & Co. 318,213.0070 52.01% (Common)
House Account
PO Box 173736
Denver, CO 80217-3736
* The Portfolio believes these entities are not the beneficial owners of
shares held of record by them.
A-17
CREDIT SUISSE TRUST
(International Focus Portfolio)
OWNERS OF MORE THAN
5% OF THE OUTSTANDING SHARES
OF THE FUND
NUMBER OF PERCENT OF
SHARES SHARES
OWNED OF RECORD OUTSTANDING (CLASS)
NAME AND ADDRESS
Nationwide Life Insurance Company 12,126,598.6710 64.27% (Common)
Nationwide Variable Account II
c/o IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
Nationwide Life Insurance Company 2,325,344.7010 12.32% (Common)
NWVA-9
c/o IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
Fidelity Investments 2,146,637.9210 11.38% (Common)
Life Insurance Company
Attn: Angela Kardaris
82 Devonshire St. #R25B
Boston, MA 02109-3614
* The Portfolio believes these entities are not the beneficial owners of
shares held of record by them.
A-18
APPENDIX B
[INFORMATION RETAINED BUT TO BE UPDATED AS APPROPRIATE]
B-1
SECURITY OWNERSHIP OF MANAGEMENT
NUMBER OF SHARES* PERCENT OF SHARES
BENEFICIALLY OWNED OUTSTANDING BY CLASS
NAME OF DIRECTOR/ NAME OF CREDIT BY CLASS (1)
-
EXECUTIVE OFFICER TITLE SUISSE FUND COMMON A B C COMMON A B C
James Pasman Director Institutional 0
International
Richard Francis Director Global Post-Venture 1,706 **
Capital
Jack Fritz Director International Focus 0
Steven Rappaport Director Global Technology 49 **
Director Global Post-Venture 234 **
Capital
Director Global Health 178 **
Sciences
Director International Focus 200 **
Director Global Technology 0
Jeffrey Garten Director Global Technology 0
Michael Pignataro Treasurer, Global Technology 249 **
Chief Portfolio of Trust
Financial
Officer
(1) The information as to beneficial ownership is based on statements
furnished to the Funds by each director and executive officer. Each individual
listed above has sole voting and investment power with respect to shares deemed
to be beneficially owned by him/her, except in certain circumstances where the
individual may share voting and investment power with spouse and/or other
immediate family members.
* Rounded to the nearest full share.
** Less than 1% ownership.
B-2
APPENDIX C
C-1
SUB-INVESTMENT ADVISORY AGREEMENT
______ __, 2002
Credit Suisse Asset Management (Australia) Limited
Level 32, Gateway Building
1 Macquarie Place
SYDNEY NSW 2000
Dear Sir/Madam:
Credit Suisse __________ Fund, Inc. (the "Fund"), [a
corporation organized and existing under the laws of the State of Maryland,][a
business trust organized under the laws of the Commonwealth of Massachusetts,]
and Credit Suisse Asset Management, LLC, as investment adviser to the Fund
("CSAM"), herewith confirms their agreement with Credit Suisse Asset Management
(Australia) Limited (the "Sub-Adviser"), a company registered under the laws of
the State of Victoria, as follows:
1. Investment Description; Appointment
The Fund desires to employ the capital of the Fund by
investing and reinvesting in securities of the kind and in accordance with the
limitations specified in the Fund's [Articles of Incorporation][Agreement and
Declaration of Trust], as may be amended from time to time [(the "Articles of
Incorporation")][(the "Agreement and Declaration of Trust")], and in the Fund's
Prospectus(es) and Statement(s) of Additional Information, as from time to time
in effect (the "Prospectus" and "SAI," respectively) and in such manner and to
such extent as may from time to time be approved by the Board of
[Directors][Trustees] of the Fund. Copies of the Prospectus, SAI and [Articles
of Incorporation][Agreement and Declaration of Trust] have been or will be
submitted to the Sub-Adviser. The Fund agrees to promptly provide the
Sub-Adviser with copies of all amendments to the Prospectus and SAI on an
on-going basis. The Fund employs CSAM as its investment adviser. CSAM desires to
employ and hereby appoints the Sub-Adviser to act as its sub-investment adviser
upon the terms set forth in this Agreement. The Sub-Adviser accepts the
appointment and agrees to furnish the services set forth below for the
compensation provided for herein.
2. Services as Sub-Investment Adviser
(a) Subject to the supervision and direction of CSAM, the
Sub-Adviser will provide investment advisory and portfolio management advice to
all or that portion of the Fund's assets designated by CSAM from time to time
(the "Assets") in accordance with (a) the [Articles
C-1
of Incorporation][Agreement and Declaration of Trust], (b) the Investment
Company Act of 1940, as amended (the "1940 Act"), and the Investment Advisers
Act of 1940, as amended (the "Advisers Act"), and all applicable Rules and
Regulations of the Securities and Exchange Commission (the "SEC") and all other
applicable laws and regulations, and (c) the Fund's investment objective and
policies as stated in the Prospectus and SAI and investment parameters provided
by CSAM from time to time. In connection therewith, the Sub-Adviser will:
(i) manage the Assets or furnish recommendations to manage
the Assets in accordance with the Fund's investment objective and policies;
(ii) make investment decisions or recommendations with
respect to the Assets;
(iii) if requested by CSAM will place purchase and sale
orders for securities on behalf of the Fund with respect to the Assets;
(iv) exercise voting rights with respect to the Assets if
requested by CSAM; and
(v) furnish CSAM and the Fund's Board of
[Directors][Trustees] with such periodic and special reports as the Fund or
CSAM may reasonably request.
In providing those services, the Sub-Adviser will, if requested by CSAM,
provide investment research and supervision of the Assets and conduct a
continued program of investment, evaluation and, if appropriate, sale and
reinvestment of the Assets.
(b) In connection with the performance of the services of the
Sub-Adviser provided for herein, the Sub-Adviser may contract at its own expense
with third parties for the acquisition of research, clerical services and other
administrative services that would not require such parties to be required to
register as an investment adviser under the Advisers Act; provided that the
Sub-Adviser shall remain liable for the performance of its duties hereunder.
3. Execution of Transactions
(a) In executing transactions for the Assets, selecting
brokers or dealers and negotiating any brokerage commission rates, the
Sub-Adviser will use its best efforts to seek the best overall terms available.
In assessing the best overall terms available for any portfolio transaction, the
Sub-Adviser will consider all factors it deems relevant including, but not
limited to, the breadth of the market in the security, the price of the
security, the financial condition and execution capability of the broker or
dealer and the reasonableness of any commission for the specific transaction and
for transactions executed through the broker or dealer in the aggregate. In
selecting brokers or dealers to execute a particular transaction and in
evaluating the best overall terms available, to the extent that the execution
and price offered by more than one broker or dealer are comparable the
Sub-Adviser may consider any brokerage and research services (as those terms are
defined in Section 28(e) of the Securities Exchange Act of 1934) provided to the
Sub-Adviser or to CSAM for use on behalf of the Fund or other clients of the
Sub-Adviser or CSAM.
C-2
(b) It is understood that the services of the Sub-Adviser are
not exclusive, and nothing in this Agreement shall prevent the Sub-Adviser from
providing similar services to other investment companies or from engaging in
other activities, provided that those activities do not adversely affect the
ability of the Sub-Adviser to perform its services under this Agreement. The
Fund and CSAM further understand and acknowledge that the persons employed by
the Sub-Adviser to assist in the performance of its duties under this Agreement
will not devote their full time to that service. Nothing contained in this
Agreement will be deemed to limit or restrict the right of the Sub-Adviser or
any affiliate of the Sub-Adviser to engage in and devote time and attention to
other businesses or to render services of whatever kind or nature, provided that
doing so does not adversely affect the ability of the Sub-Adviser to perform its
services under this Agreement.
(c) On occasions when the Sub-Adviser deems the purchase or
sale of a security to be in the best interest of the Fund as well as of other
investment advisory clients of the Sub-Adviser, the Sub-Adviser may, to the
extent permitted by applicable laws and regulations, but shall not be obligated
to, aggregate the securities to be so sold or purchased with those of its other
clients. In such event, allocation of the securities so purchased or sold, as
well as the expenses incurred in the transaction, will be made by the
Sub-Adviser in a manner that is fair and equitable, in the judgment of the
Sub-Adviser, in the exercise of its fiduciary obligations to the Fund and to
such other clients. The Sub-Adviser shall provide to CSAM and the Fund all
information reasonably requested by CSAM and the Fund relating to the decisions
made by the Sub-Adviser regarding allocation of securities purchased or sold, as
well as the expenses incurred in a transaction, among the Fund and the
Sub-Adviser's other investment advisory clients.
(d) In connection with the purchase and sale of securities for
the Fund, the Sub-Adviser will provide such information as may be reasonably
necessary to enable the custodian and co-administrators to perform their
administrative and recordkeeping responsibilities with respect to the Fund
4. Disclosure Regarding the Sub-Adviser
(a) The Sub-Adviser has reviewed the disclosure about the
Sub-Adviser contained in the Fund's registration statement and represents and
warrants that, with respect to such disclosure about the Sub-Adviser or
information related, directly or indirectly, to the Sub-Adviser, such
registration statement contains, as of the date hereof, no untrue statement of
any material fact and does not omit any statement of a material fact which is
required to be stated therein or necessary to make the statements contained
therein not misleading.
(b) The Sub-Adviser agrees to notify CSAM and the Fund
promptly of (i) any statement about the Sub-Adviser contained in the Fund's
registration statement that becomes untrue in any material respect, (ii) any
omission of a material fact about the Sub-Adviser in the Fund's registration
statement which is required to be stated therein or necessary to make the
statements contained therein not misleading, or (iii) any reorganization or
change in the Sub-Adviser, including any change in its ownership or key
employees .
C-3
(c) Prior to the Fund or CSAM or any affiliated person (as
defined in the 1940 Act, an "Affiliate") of either using or distributing sales
literature or other promotional material referring to the Sub-Adviser
("Promotional Material"), the Fund or CSAM, where applicable, shall forward such
material to the Sub-Adviser and shall allow the Sub-Adviser reasonable time to
review the material. The Sub-Adviser will not act unreasonably in its review of
Promotional Material and the Fund or CSAM, where applicable, will use all
reasonable efforts to ensure that all Promotional Material used or distributed
by or on behalf of the Fund or CSAM will comply with the requirements of the
Advisers Act, the 1940 Act and the rules and regulations promulgated thereunder.
(d) The Sub-Adviser has supplied CSAM and the Fund copies of
its Form ADV with all exhibits and attachments thereto and will hereinafter
supply CSAM and the Fund, promptly upon preparation thereof, copies of all
amendments or restatements of such document.
5. Representations and Warranties
5.1 The Sub-Adviser represents and warrants that:
(a) it is a duly registered investment adviser under the
Advisers Act, a duly registered investment adviser in any and all states of the
United States in which the Sub-Adviser is required to be so registered and has
obtained all necessary licenses and approvals in order to perform the services
provided in this Agreement. The Sub-Adviser covenants to maintain all necessary
registrations, licenses and approvals in effect during the term of this
Agreement.
(b) it has read and understands the Prospectus and SAI and
warrants that in investing the Fund's assets it will use all reasonable efforts
to adhere to the Fund's investment objectives, policies and restrictions
contained therein.
(c) it has adopted a written Code of Ethics in compliance
with Rule 17j-1 under the 1940 Act and will provide the Fund with any amendments
to such Code.
5.2 The Fund represents and warrants that:
(a) it has full power to enter into the terms of this
Agreement and to enter into transactions contemplated by this Agreement and that
its entry into the Agreement nor the exercise by the Fund of its discretions or
powers under this Agreement will result in any default under any contract or
other agreement or instrument to which the Fund is a party, or any statute or
rule, regulation or order of any governmental agency or body applicable to the
Fund.
(b) information which has been provided to the Sub-Advisor in
relation to the Fund's status, residence and domicile for taxation purposes is
complete and correct, and the Fund agrees to provide any further information
properly required by any competent authority.
(c) it will notify the Sub-Adviser promptly if there is any
material change in any of the above information and will provide such other
relevant information as the Sub-Adviser may reasonably request in order to
fulfill its regulatory and contractual obligations. The Fund acknowledges that a
failure to provide such information may adversely affect the quality of the
services that the Sub-Adviser may provide.
5.3 CSAM represents and warrants that:
it has full power to enter into the terms of this Agreement
and to enter into transactions contemplated by this Agreement and that neither
its entry into the Agreement nor the exercise by CSAM of its discretions or
powers under this Agreement will result in any default under any contract or
other agreement or instrument to which CSAM is a party, or any statute or rule,
regulation or order of any governmental agency or body applicable to CSAM.
6. Compliance
(a) The Sub-Adviser agrees that it shall promptly notify CSAM
and the Fund (i) in the event that the SEC or any other regulatory authority has
censured its activities, functions or operations; suspended or revoked its
registration as an investment adviser; or has commenced proceedings or an
investigation that may result in any of these actions, (ii) in the event that
there is a change in the Sub-Adviser, financial or otherwise, that adversely
affects its ability to perform services under this Agreement or (iii) upon
having a reasonable basis for believing that, as a result of the Sub-Adviser's
investing the Fund's assets, the Fund's investment portfolio has ceased to
adhere to the Fund's investment objectives, policies and restrictions as stated
in the Prospectus or SAI or is otherwise in violation of applicable law.
(b) CSAM agrees that it shall promptly notify the Sub-Adviser
in the event that the SEC has censured CSAM or the Fund; placed limitations upon
any of their activities, functions or operations; suspended or revoked CSAM's
registration as an investment adviser; or has commenced proceedings or an
investigation that may result in any of these actions.
C-4
(c) The Fund and CSAM shall be given access to the records
with respect to the Fund of the Sub-Adviser at reasonable times solely for the
purpose of monitoring compliance with the terms of this Agreement and the rules
and regulations applicable to the Sub-Adviser relating to its providing
investment advisory services to the Fund, including without limitation records
relating to trading by employees of the Sub-Adviser for their own accounts and
on behalf of other clients, provided that such access does not constitute a
breach of any obligation of client confidentiality to which the Sub-Adviser is
bound. The Sub-Adviser agrees to cooperate with the Fund and CSAM and their
representatives in connection with any such monitoring efforts.
7. Books and Records
(a) In compliance with the requirements of Rule 31a-3 under
the 1940 Act, the Sub-Adviser hereby agrees that all records which it maintains
for the Fund are the property of the Fund and further agrees to surrender
promptly to the Fund any of such upon request. The Sub-Adviser further agrees to
preserve for the periods prescribed by Rule 31a-2 under the 1940 Act the records
required to be maintained by Rule 31a-1 under the 1940 Act and to preserve the
records required by Rule 204-2 under the Advisers Act for the period specified
therein.
(b) The Sub-Adviser hereby agrees to furnish to regulatory
authorities having the requisite authority any information or reports in
connection with services that the Sub-Adviser renders pursuant to this Agreement
which may be requested in order to ascertain whether the operations of the Fund
are being conducted in a manner consistent with applicable laws and regulations.
8. Provision of Information; Proprietary and Confidential
Information
(a) CSAM agrees that it will furnish to the Sub-Adviser
information related to or concerning the Fund that the Sub-Adviser may
reasonably request
(b) The Sub-Adviser agrees on behalf of itself and its
employees to treat confidentially and as proprietary information of the Fund all
records and other information relative to the Fund, CSAM and prior, present or
potential shareholders and not to use such records and information for any
purpose other than performance of its responsibilities and duties hereunder
except, where practicable, after prior notification to and approval in writing
of the Fund, which approval shall not be unreasonably withheld and may not be
withheld where the Sub-Adviser may be exposed to civil or criminal contempt
proceedings for failure to comply or when requested to divulge such information
by duly constituted authorities.
(c) The Sub-Adviser represents and warrants that neither it
nor any affiliate will use the name of the Fund, CSAM or any of their affiliates
in any prospectus, sales literature or other material in any manner without the
prior written approval of the Fund or CSAM, as applicable.
9. Standard of Care
The Sub-Adviser shall exercise its best judgment in rendering
the services described herein. The Sub-Adviser shall not be liable for any error
of judgment or mistake of
C-5
law or for any loss suffered by the Fund or CSAM in connection with the matters
to which this Agreement relates, except that the Sub-Adviser shall be liable for
a loss resulting from a breach of fiduciary duty by the Sub-Adviser with respect
to the receipt of compensation for services; provided that nothing herein shall
be deemed to protect or purport to protect the Sub-Adviser against any liability
to the Fund or CSAM or to shareholders of the Fund to which the Sub-Adviser
would otherwise be subject by reason of willful misfeasance, bad faith or gross
negligence on its part in the performance of its duties or by reason of the
Sub-Adviser's reckless disregard of its obligations and duties under this
Agreement. The Fund and CSAM understand and agree that the Sub-Adviser may rely
upon information furnished to it reasonably believed by the Sub-Adviser to be
accurate and reliable and, except as herein provided, the Sub-Adviser shall not
be accountable for loss suffered by the Fund by reason of such reliance of the
Sub-Adviser.
10. Compensation
In consideration of the services rendered pursuant to this
Agreement, CSAM will pay the Sub-Adviser such amounts as the parties may agree
upon from time to time as set forth on Schedule A, as amended from time to time.
11. Expenses
(a) The Sub-Adviser will bear all expenses in connection with
the performance of its services under this Agreement, which shall not include
the Fund's expenses listed in paragraph 11(b).
(b) The Fund will bear certain other expenses to be incurred
in its operation, including: investment advisory and administration fees; taxes,
interest, brokerage fees and commissions, if any; fees of Directors of the Fund
who are not officers, directors, or employees of CSAM or the Sub-Adviser or
affiliates of any of them; fees of any pricing service employed to value shares
of the Fund; SEC fees, state Blue Sky qualification fees and any foreign
qualification fees; charges of custodians and transfer and dividend disbursing
agents; the Fund's proportionate share of insurance premiums; outside auditing
and legal expenses; costs of maintenance of the Fund's existence; costs
attributable to investor services, including, without limitation, telephone and
personnel expenses: costs of preparing and printing prospectuses and statements
of additional information for regulatory purposes and for distribution to
existing shareholders; costs of shareholders' reports and meetings of the
shareholders of the Fund and of the officers or Board of [Directors][Trustees]
of the Fund; and any extraordinary expenses.
12. Term of Agreement
This Agreement shall commence on the date first written above
and shall continue for an initial two-year period commencing on the date first
written above, and thereafter shall continue automatically for successive annual
periods, provided such continuance is specifically approved at least annually by
(a) the Board of [Directors][Trustees] of the Fund or (b) a vote of a "majority"
(as defined in the 1940 Act) of the Fund's outstanding voting securities,
provided that in either event the continuance is also approved by a majority of
the Board of [Directors][Trustees] who are not "interested persons" (as defined
the 1940 Act) of any party to this Agreement, by vote cast in person at a
meeting called for the purpose of voting on such
C-6
approval. This Agreement is terminable, without penalty, (i) by CSAM on 60
(sixty) days' written notice to the Fund and the Sub-Adviser, (ii) by the Board
of [Directors] [Trustees] of the Fund or by vote of holders of a majority of the
Fund's shares on 60 (sixty) days' written notice to CSAM and the Sub-Adviser, or
(iii) by the Sub-Adviser upon 60 (sixty) days' written notice to the Fund and
CSAM. This Agreement will also terminate automatically in the event of its
assignment (as defined in the 1940 Act) by any party hereto. In the event of
termination of this Agreement for any reason, all records relating to the Fund
kept by the Sub-Adviser shall promptly be returned to CSAM or the Fund, free
from any claim or retention of rights in such records by the Sub-Adviser. In the
event this Agreement is terminated or is not approved in the foregoing manner,
the provisions contained in paragraph numbers 4(c), 7, 8 and 9 shall remain in
effect.
13. Amendments
No provision of this Agreement may be changed, waived,
discharged or terminated orally, but only by an instrument in writing signed by
the party against which enforcement of the change, waiver, discharge or
termination is sought, and no amendment of this Agreement shall be effective
until approved by an affirmative vote of (a) the holders of a majority of the
outstanding voting securities of the Fund and (b) the Board of Directors of the
Fund, including a majority of Directors who are not "interested persons" (as
defined in the 1940 Act) of the Fund or of either party to this Agreement, by
vote cast in person at a meeting called for the purpose of voting on such
approval, if such approval is required by applicable law.
14. Notices
14.1 All communications hereunder shall be given (a) if to the
Sub-Adviser, to Credit Suisse Asset Management (Australia) Limited, Level 32,
Gateway Building, 1 Macquarie Place, SYDNEY NSW AUSTRALIA Attention: Annete
Golden), telephone: 612 8205 4080- facsimile: 612-8205 4993, email,
annette.k.golden@csam.com (b) if to CSAM, to Credit Suisse Asset Management,
LLC, 466 Lexington Avenue, New York, New York 10017-3147 (Attention: Hal
Liebes), telephone: (212) 875-3779, telecopy: (646) 658-0817, and (c) if to the
Fund, c/o Credit Suisse Funds, 466 Lexington Avenue, New York, New York
10017-3147, telephone: (212) 878-0600, telecopy: (212) 878-9351 (Attention:
President).
14.2 The Sub-Adviser may rely on, and act without further enquiry
upon, any instruction, notice or request of any person(s) who is or who the
Sub-Adviser reasonably believes in good faith to be person(s) designated by CSAM
or the Fund to give such instruction, notice or request, and further provided
that such instruction, notice or request is made in writing and sent by original
signed letter, facsimile or electronic means in accordance with the provisions
of Clause 14.1.
14.3 CSAM and the Fund will provide a list of person(s) who are
authorized to give instructions and sign documents and take other actions in
respect of the Assets. CSAM or the Fund shall notify the Sub-Adviser promptly of
any amendment to such list and provide specimen signatures of new signatories,
and the Sub-Adviser shall accept any such amendments.
15. Choice of Law
This Agreement shall be governed by, and construed in
accordance with, the laws of the State of New York in the United States,
including choice of law principles; provided that nothing herein shall be
construed in a manner inconsistent with the 1940 Act, the Advisers Act or any
applicable rules, regulations or orders of the SEC.
16. Miscellaneous
(a) The captions of this Agreement are included for
convenience only and in no way define or limit any of the provisions herein or
otherwise affect their construction or effect.
C-7
(b) If any provision of this Agreement shall be held or made
invalid by a court decision, by statute or otherwise, the remainder of this
Agreement shall not be affected thereby and, to this extent, the provisions of
this Agreement shall be deemed to be severable.
(c) Nothing herein shall be construed to make the Sub-Adviser
an agent of CSAM or the Fund.
(d) This Agreement may be executed in counterparts, with the
same effect as if the signatures were upon the same instrument.
[INCLUDE THE FOLLOWING SECTION 17 ONLY FOR FUNDS THAT ARE
MASSACHUSETTS BUSINESS TRUSTS.]
17. [Limitation of Liability
It is expressly agreed that this Agreement was executed by or
on behalf of the Fund and not by the Trustees of the Fund or its officers
individually, and the obligations of the Fund hereunder shall not be binding
upon any of the Trustees, shareholders, nominees, officers, agents or employees
of the Fund individually, but bind only the assets and property of the Fund, as
provided in the Agreement and Declaration of Trust of the Fund. The execution
and delivery of this Agreement have been authorized by the Trustees and the sole
shareholder of the Fund and signed by an authorized officer of the Fund, acting
as such, and neither such authorization by such Trustees and shareholder nor
such execution and delivery by such officer shall be deemed to have been made by
any of then individually or to impose any liability on any of them personally,
but shall bind only the trust property of the Fund as provided in its Agreement
and Declaration of Trust.]
******************
[signature page follows]
C-8
Please confirm that the foregoing is in accordance with your
understanding by indicating your acceptance hereof at the place below indicated,
whereupon it shall become a binding agreement between us.
Very truly yours,
CREDIT SUISSE ASSET MANAGEMENT, LLC
By: _________________________________
Name: Hal Liebes
Title: Managing Director
CREDIT SUISSE_____________ FUND, INC.
By: _________________________________
Name: Hal Liebes
Title: Secretary
CREDIT SUISSE ASSET
MANAGEMENT (AUSTRALIA) LIMITED,
ABN 57 007 305 384, in accordance with its Articles of Association
- ------------------------------
Director
- ------------------------------
Director/Secretary
C-9
SCHEDULE A
CSAM will pay the Sub-Adviser a fee of $480,000 (the "Total
Fee"), one quarter of which shall be payable in U.S. dollars in arrears on the
last business day of each calendar quarter. The fee for the first period during
which this Agreement is in effect shall be pro-rated for the portion of the
calendar quarter that the Agreement is in effect. The Total Fee shall be an
aggregate fee paid for services rendered with respect to this Fund and such
other Credit Suisse Funds for which the Sub-Adviser has been appointed as such
and which CSAM and the Sub-Adviser agree will be governed by this fee schedule.
C-10
APPENDIX D
[CERTAIN INFORMATION PRESENTLY BEING UPDATED]
D-1
FEES OF CSAM PURSUANT TO ADVISORY AGREEMENTS
- --------------------------------------- ------------------ ----------------------------------------- -----------------
CREDIT SUISSE FUND INVESTMENT TOTAL COMPENSATION (AFTER WAIVERS AND FISCAL YEAR
ADVISORY FEE* REIMBURSEMENTS) ENDED
- --------------------------------------- ------------------ ----------------------------------------- -----------------
Emerging Markets Fund 1.25% $228,937 10/31/01
- --------------------------------------- ------------------ ----------------------------------------- -----------------
Global Post-Venture Capital Fund 1.25% $1,138,790 10/31/01
- --------------------------------------- ------------------ ----------------------------------------- -----------------
Institutional International Fund .80% $2,705,262 8/31/01
- --------------------------------------- ------------------ ----------------------------------------- -----------------
Global Financial Services Fund .90% $0 8/31/01
- --------------------------------------- ------------------ ----------------------------------------- -----------------
Global Health Sciences Fund 1.00% $718,420 8/31/01
- --------------------------------------- ------------------ ----------------------------------------- -----------------
Global Technology Fund 1.00% $2,321,035 8/31/01
- --------------------------------------- ------------------ ----------------------------------------- -----------------
International Focus Fund 1.00% $171,663 10/31/01
- --------------------------------------- ------------------ ----------------------------------------- -----------------
Global Fixed Income Fund 1.00% $513,355 10/31/01
- --------------------------------------- ------------------ ----------------------------------------- -----------------
International Fund 1.00% $466,287 10/31/01
(Opportunity Funds)
- --------------------------------------- ------------------ ----------------------------------------- -----------------
Emerging Markets Portfolio 1.00% $0 10/31/01
(Institutional Fund)
- --------------------------------------- ------------------ ----------------------------------------- -----------------
International Focus Portfolio .80% $1,159,408 10/31/01
(Institutional Fund)
- --------------------------------------- ------------------ ----------------------------------------- -----------------
Emerging Markets Portfolio (Trust) 1.25% $277,437 12/31/01
- --------------------------------------- ------------------ ----------------------------------------- -----------------
International Focus Portfolio (Trust) 1.00% $3,835,797 12/31/01
- --------------------------------------- ------------------ ----------------------------------------- -----------------
Global Technology Portfolio (Trust) 1.00% $0 12/31/01
- --------------------------------------- ------------------ ----------------------------------------- -----------------
Global Post-Venture Capital Portfolio 1.25% $1,268,446 12/31/01
(Trust)
- --------------------------------------- ------------------ ----------------------------------------- -----------------
* As a percentage of average net assets.
D-2
APPENDIX E
[CERTAIN INFORMATION PRESENTLY BEING UPDATED]
E-1
FEES OF CSAMSI
- ------------------------------ ------------------------------------ ----------------------------------- --------------
CREDIT SUISSE FUND AGGREGATE FEE PAID TO CSAMSI FOR AGGREGATE FEE PAID TO CSAMSI FOR FISCAL YEAR
ADMINISTRATIVE SERVICES DISTRIBUTION SERVICES ENDED
- ------------------------------ ------------------------------------ ----------------------------------- --------------
Emerging Markets Fund $55,922 $143,386 10/31/01
- ------------------------------ ------------------------------------ ----------------------------------- --------------
Global Post-Venture Capital $149,622 $388,784 10/31/01
Fund
- ------------------------------ ------------------------------------ ----------------------------------- --------------
Institutional International $0 $17 8/31/01
Fund
- ------------------------------ ------------------------------------ ----------------------------------- --------------
Global Financial Services $487 $3,276 8/31/01
Fund
- ------------------------------ ------------------------------------ ----------------------------------- --------------
Global Health Sciences Fund $96,743 $241,857 8/31/01
- ------------------------------ ------------------------------------ ----------------------------------- --------------
International Focus Fund $51,160 $0 10/31/01
- ------------------------------ ------------------------------------ ----------------------------------- --------------
Global Technology Fund $95,736 $652,561 8/31/01
- ------------------------------ ------------------------------------ ----------------------------------- --------------
International Fund $32,136 $136,805 10/31/01
(Opportunity Funds)
- ------------------------------ ------------------------------------ ----------------------------------- --------------
Emerging Markets Portfolio $1,528 $0 10/31/01
(Institutional Fund)
- ------------------------------ ------------------------------------ ----------------------------------- --------------
International Focus $201,684 $0 10/31/01
Portfolio (Institutional
Fund)
- ------------------------------ ------------------------------------ ----------------------------------- --------------
Emerging Markets Portfolio $36,519 $0 12/31/01
(Trust)
- ------------------------------ ------------------------------------ ----------------------------------- --------------
International Focus $383,580 $0 12/31/01
Portfolio (Trust)
- ------------------------------ ------------------------------------ ----------------------------------- --------------
Global Technology Portfolio $0 $0 12/31/01
(Trust)
- ------------------------------ ------------------------------------ ----------------------------------- --------------
Global Post-Venture Capital $121,646 $0 12/31/01
Portfolio (Trust)
- ------------------------------ ------------------------------------ ----------------------------------- --------------
E-2
[PROXY CARD]
CREDIT SUISSE EMERGING MARKETS FUND, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of Credit Suisse
Emerging Markets Fund, Inc. (the "Fund") as to which I am entitled to vote, as
shown on the reverse side, at a Special Meeting of the Shareholders of the Fund
(the "Meeting") to be held on July 26, 2002, at ___ p.m., Eastern Time, at the
offices of the Fund, 466 Lexington Avenue, New York, New York 10017, and any
adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 1 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 2 -
[PROXY CARD]
CREDIT SUISSE GLOBAL POST-VENTURE CAPITAL FUND, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of Credit Suisse
Global Post-Venture Capital Fund, Inc. (the "Fund") as to which I am entitled to
vote, as shown on the reverse side, at a Special Meeting of the Shareholders of
the Fund (the "Meeting") to be held on July 26, 2002, at ___ p.m., Eastern Time,
at the offices of the Fund, 466 Lexington Avenue, New York, New York 10017, and
any adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 3 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 4 -
[PROXY CARD]
CREDIT SUISSE INSTITUTIONAL INTERNATIONAL FUND, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of Credit Suisse
Institutional International Fund, Inc. (the "Fund") as to which I am entitled to
vote, as shown on the reverse side, at a Special Meeting of the Shareholders of
the Fund (the "Meeting") to be held on July 26, 2002, at ___ p.m., Eastern Time,
at the offices of the Fund, 466 Lexington Avenue, New York, New York 10017, and
any adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 5 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 6 -
[PROXY CARD]
CREDIT SUISSE GLOBAL FINANCIAL SERVICES FUND, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of Credit Suisse
Global Financial Services Fund, Inc. (the "Fund") as to which I am entitled to
vote, as shown on the reverse side, at a Special Meeting of the Shareholders of
the Fund (the "Meeting") to be held on July 26, 2002, at ___ p.m., Eastern Time,
at the offices of the Fund, 466 Lexington Avenue, New York, New York 10017, and
any adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 7 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 8 -
[PROXY CARD]
CREDIT SUISSE GLOBAL HEALTH SCIENCES FUND, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of Credit Suisse
Global Health Sciences Fund, Inc. (the "Fund") as to which I am entitled to
vote, as shown on the reverse side, at a Special Meeting of the Shareholders of
the Fund (the "Meeting") to be held on July 26, 2002, at ___ p.m., Eastern Time,
at the offices of the Fund, 466 Lexington Avenue, New York, New York 10017, and
any adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 9 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 10 -
[PROXY CARD]
CREDIT SUISSE INTERNATIONAL FOCUS FUND, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of Credit Suisse
International Focus Fund, Inc. (the "Fund") as to which I am entitled to vote,
as shown on the reverse side, at a Special Meeting of the Shareholders of the
Fund (the "Meeting") to be held on July 26, 2002, at ___ p.m., Eastern Time, at
the offices of the Fund, 466 Lexington Avenue, New York, New York 10017, and any
adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 11 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 12 -
[PROXY CARD]
CREDIT SUISSE GLOBAL TECHNOLOGY FUND, INC.
PROXY SOLICITED BY THE BOARD OF DIRECTORS
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of Credit Suisse
Global Technology Fund, Inc. (the "Fund") as to which I am entitled to vote, as
shown on the reverse side, at a Special Meeting of the Shareholders of the Fund
(the "Meeting") to be held on July 26, 2002, at ___ p.m., Eastern Time, at the
offices of the Fund, 466 Lexington Avenue, New York, New York 10017, and any
adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 13 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the Fund,
undersigned shareholder. Credit Suisse Asset Management, LLC
IF NO DIRECTION IS MADE, THIS and Credit Suisse Asset Management Limited.
PROXY WILL
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 14 -
[PROXY CARD]
CREDIT SUISSE OPPORTUNITY FUNDS
INTERNATIONAL FUND
PROXY SOLICITED BY THE BOARD OF TRUSTEES
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of Credit Suisse
International Fund of the Credit Suisse Opportunity Funds (the "Fund") as to
which I am entitled to vote, as shown on the reverse side, at a Special Meeting
of the Shareholders of the Fund (the "Meeting") to be held on July 26, 2002, at
___ p.m., Eastern Time, at the offices of the Fund, 466 Lexington Avenue, New
York, New York 10017, and any adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 15 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 16 -
DETACH CARD
[PROXY CARD]
CREDIT SUISSE INSTITUTIONAL FUND, INC.
EMERGING MARKETS PORTFOLIO
PROXY SOLICITED BY THE BOARD OF DIRECTORS
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of the Emerging
Markets Portfolio of Credit Suisse Institutional Fund, Inc. (the "Fund") as to
which I am entitled to vote, as shown on the reverse side, at a Special Meeting
of the Shareholders of the Fund (the "Meeting") to be held on July 26, 2002, at
___ p.m., Eastern Time, at the offices of the Fund, 466 Lexington Avenue, New
York, New York 10017, and any adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 17 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 18 -
[PROXY CARD]
CREDIT SUISSE INSTITUTIONAL FUND, INC.
INTERNATIONAL FOCUS PORTFOLIO
PROXY SOLICITED BY THE BOARD OF DIRECTORS
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of the
International Focus Portfolio of Credit Suisse Institutional Fund, Inc. (the
"Fund") as to which I am entitled to vote, as shown on the reverse side, at a
Special Meeting of the Shareholders of the Fund (the "Meeting") to be held on
July 26, 2002, at ___ p.m., Eastern Time, at the offices of the Fund, 466
Lexington Avenue, New York, New York 10017, and any adjournments thereof, as
follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 19 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF DIRECTORS OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 20 -
[PROXY CARD]
CREDIT SUISSE TRUST
EMERGING MARKETS PORTFOLIO
PROXY SOLICITED BY THE BOARD OF TRUSTEES
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of the Emerging
Markets Portfolio of Credit Suisse Trust (the "Fund") as to which I am entitled
to vote, as shown on the reverse side, at a Special Meeting of the Shareholders
of the Fund (the "Meeting") to be held on July 26, 2002, at ___ p.m., Eastern
Time, at the offices of the Fund, 466 Lexington Avenue, New York, New York
10017, and any adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 21 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF TRUSTEES OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 22 -
[PROXY CARD]
CREDIT SUISSE TRUST
INTERNATIONAL FOCUS PORTFOLIO
PROXY SOLICITED BY THE BOARD OF TRUSTEES
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of the
International Focus Portfolio of Credit Suisse Trust (the "Fund") as to which I
am entitled to vote, as shown on the reverse side, at a Special Meeting of the
Shareholders of the Fund (the "Meeting") to be held on July 26, 2002, at ___
p.m., Eastern Time, at the offices of the Fund, 466 Lexington Avenue, New York,
New York 10017, and any adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 23 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF TRUSTEES OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 24 -
[PROXY CARD]
CREDIT SUISSE TRUST
GLOBAL TECHNOLOGY PORTFOLIO
PROXY SOLICITED BY THE BOARD OF TRUSTEES
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of the Global
Technology Portfolio of Credit Suisse Trust (the "Fund") as to which I am
entitled to vote, as shown on the reverse side, at a Special Meeting of the
Shareholders of the Fund (the "Meeting") to be held on July 26, 2002, at ___
p.m., Eastern Time, at the offices of the Fund, 466 Lexington Avenue, New York,
New York 10017, and any adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 25 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF TRUSTEES OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the Fund,
undersigned shareholder. Credit Suisse Asset Management, LLC
IF NO DIRECTION IS MADE, THIS and Credit Suisse Asset Management Limited.
PROXY WILL
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 26 -
[PROXY CARD]
CREDIT SUISSE TRUST
GLOBAL POST-VENTURE CAPITAL PORTFOLIO
PROXY SOLICITED BY THE BOARD OF TRUSTEES
I hereby appoint Gregory Bressler and Rocco Del Guercio, each with the power of
substitution, as proxies for the undersigned to vote the shares of the Global
Post-Venture Capital Portfolio of Credit Suisse Trust (the "Fund") as to which I
am entitled to vote, as shown on the reverse side, at a Special Meeting of the
Shareholders of the Fund (the "Meeting") to be held on July 26, 2002, at ___
p.m., Eastern Time, at the offices of the Fund, 466 Lexington Avenue, New York,
New York 10017, and any adjournments thereof, as follows:
I hereby revoke any and all proxies with respect to such shares previously given
by me. I acknowledge receipt of the Joint Proxy Statement dated June __, 2002.
THIS PROXY WILL BE VOTED AS SPECIFIED. IF NO SPECIFICATION IS MADE, THIS PROXY
WILL BE VOTED "FOR" THE PROPOSAL.
This instruction may be revoked at any time prior to its exercise at the Meeting
by execution of a subsequent proxy card, by written notice to the Secretary of
the Fund or by voting in person at the Meeting.
PLEASE SIGN, DATE AND RETURN THIS PROXY CARD
PROMPTLY IN THE ENCLOSED ENVELOPE.
Signature should be exactly as the name or names appear on this proxy card. If
the individual signing the proxy card is a fiduciary (e.g., attorney, executor,
trustee, guardian, etc.), the individual's signature must be followed by his
full title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- ---------------------------------- ----------------------------------
- 27 -
[REVERSE SIDE]
[X] PLEASE MARK VOTES
AS IN THIS EXAMPLE
.
VOTE THIS CARD TODAY! THE BOARD OF TRUSTEES OF THE FUND UNANIMOUSLY
BY MAIL, BY PHONE AT RECOMMENDS A VOTE FOR THE PROPOSAL.
1-800-714-3312, ---
BY FAX AT 212-269-2796
OR ON-LINE AT
www.CreditSuisseFunds.com
This proxy, if properly executed, For Against Abstain
will be voted in 1) To approve the Sub-Investment [ ] [ ] [ ]
this manner directed by the Advisory Agreement among the
undersigned shareholder. Fund, Credit Suisse Asset
IF NO DIRECTION IS MADE, THIS Management, LLC and Credit Suisse
PROXY WILL Asset Management Limited.
BE VOTED "FOR" APPROVAL OF THE
PROPOSAL.
2) To transact such other business as may
properly come before the Meeting or
any adjournment thereof.
Please be sure to sign and date Mark box at right if comments or address change
this Proxy. Date have been noted on the reverse side. [ ]
Shareholder sign here Co-owner sign here:
- ------------------- -------------------
DETACH CARD
- 28 -