UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-3056
TRIDAN CORP.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
261 West 35th Street, 16th floor, New York, NY 10001
- --------------------------------------------------------------------------------
(Address of principal executive offices)
I. Robert Harris, c/o Kantor, Davidoff, Wolfe, Mandelker & Kass, P.C.
51 East 42nd Street, New York, NY 10017
- --------------------------------------------------------------------------------
(Name and address of agent for service)
Registrant's telephone number, including area code: (212) 239-0515
Date of fiscal year end: April 30, 2008
Date of reporting period: April 30, 2008
Item 1. Reports to Stockholders.
Attached on the following pages is a copy of the registrant's annual
report as of April 30, 2008 transmitted to stockholders.
TRIDAN CORP.
- --------------------------------------------------------------------------------
261 West 35th Street, 16th Floor, New York, N.Y. 10001
(212) 239-0515
ANNUAL REPORT
May 30, 2008
Dear Shareholder:
I am pleased to provide this annual report of Tridan Corp. for the fiscal
year ended April 30, 2008, including the enclosed audited financial report for
that period and for the corresponding period in 2007. Also enclosed are the
notice of meeting and proxy statement for this year's annual shareholders
meeting on June 17, 2008, and the company's privacy policy.
A schedule of the company's portfolio holdings at April 30, 2008,
consisting entirely of municipal obligations, is included in the financial
report. The company invests exclusively in non-voting securities. The company
files its complete schedule of portfolio holdings with the Securities and
Exchange Commission for the first and third quarters of each fiscal year on Form
N-Q. The company's Forms N-Q are available on the Commission's website at
http://www.sec.gov. They may be reviewed and copied at the Commission's Public
Reference Room in Washington D.C., and information on the operation of the
Public Reference Room may be obtained by calling 1-800-SEC-0330.
The net asset value per share at April 30, 2008 was $12.05, compared with
$12.06 at April 30, 2007. Net investment income per share was $.38 for the year
ended April 30, 2008, compared with $.40 for the year ended April 30, 2007.
Distributions to shareholders amounted to $.38 per share for fiscal 2008,
compared to $.46 for fiscal 2007.
At the company's last annual meeting on June 19, 2007, the reappointment
of Weiser LLP as the company's auditors for the fiscal year ending April 30,
2007 was ratified by the shareholders as follows:
Shares Voted For 2,774,276.3131
Shares Voted Against 25.9215
Shares Abstaining None
TRIDAN CORP.
May 30, 2008
Page - 2 -
Also at the last annual meeting, the incumbent directors, all of whom are
named below, were all reelected to serve as directors until the next annual
meeting of shareholders, or until their successors are elected and have
qualified.
Shares Voted For Shares Withheld
---------------- ---------------
Mark Goodman 2,774,302.2346 None
Peter Goodman " "
Paul Kramer " "
Jay S. Negin " "
Warren F. Pelton " "
Russell J. Stoever " "
The following Tables A and B set forth information concerning the
directors, and Table C sets forth information concerning non-director officers
of the company. The Table A directors (Mark Goodman, Peter Goodman and Warren
Pelton) are "interested persons" as defined in Section 2(a)19 of the Investment
Company Act of 1940, and the Table B directors (Messrs. Kramer, Negin and
Stoever) are not. Peter Goodman is an "interested person" because he is an
officer and holder of more than 5% of the shares of the company, Mark Goodman
because he is Peter Goodman's son, and Warren Pelton because he is an officer of
the company.
Table A
-------
Principal
Occupations Number of Other
Name, Address Positions in Director During Past Portfolios Director-
and Age Tridan Corp. Since 5-years Overseen ships Held
- --------------- ---------------- ----------- ------------- ----------- ----------
Interested Persons:
- ------------------
Mark Goodman Director 1999 Pianist and 1 None
(Son of Peter Goodman) Teacher
312 La Grange Street
West Roxbury, MA
02132
Age 54
Peter Goodman Director and 1980 President, 1 None
65 Wendover Road President Tridan Corp.
Rye, NY 10580
Age 82
Warren Fred Pelton Director, Vice- 1988 Director of 1 None
6079 Fairway Court President and Development,
Naples, FL 34110 Treasurer International
Age 70 College until
2001;
Consultant
TRIDAN CORP.
May 30, 2008
Page - 3 -
Table B
-------
Principal Number
Occupations of Other
Name, Address Positions in Director During Past Portfolios Director-
and Age Tridan Corp. Since 5-years Overseen ships Held
- --------------- ---------------- ----------- ------------- ----------- ----------
Disinterested Persons:
- ---------------------
Paul Kramer Director and 2004 Partner, 1 Juniper
17 Huntley Road Audit Committee Kramer Love Content
Holmdel, NJ 07733 Chairman & Cutler, LLP Corporation
Age 76 (certified
public
accountants)
Jay Stanley Negin Director and 1985 Investor 1 None
6 Demarest Court Audit Committee
Englewood Cliffs, NJ Member
07632
Age 77
Russell Jude Stoever Director and 1995 Vice- 1 None
15 Rockleigh Road Audit Committee President,
Rockleigh, NJ 07647 Member Stoever Glass
Age 63 & Co., Inc.
(a registered
broker-dealer)
Table C
-------
Principal
Occupations Number of Other
Name, Address Positions in During Past Portfolios Director-
and Age Tridan Corp. 5-years Overseen ships Held
- --------------- ---------------- ----------- ------------- -----------
Non-director Officers:
- ---------------------
I. Robert Harris Secretary and Attorney None None
51 East 42nd Street Chief Compliance
Suite 1700 Officer
New York, NY 10017
Age 76
TRIDAN CORP.
May 30, 2008
Page - 4 -
No director or officer received any compensation from the Company during
the last fiscal year, except for the fees of $12,000 paid during each year to
each director, plus an additional $5,000 to Paul Kramer as chairman of the audit
committee. The Company does not have any bonus, profit sharing, or other
compensation plan, contract or arrangement with anyone, nor any pension or
retirement plan; nor has the Company ever granted to anyone any option, warrants
or other rights to purchase securities.
All executive officers of the Company as a group (two persons) received
compensation (comprised solely of said directors' fees) aggregating $24,000
during fiscal 2008(which excludes professional fees paid to the law firm of
which I. Robert Harris, secretary of the Company, is a member).
Additional information about directors is available without charge, upon
the request of any shareholder by telephoning the company's secretary, I. Robert
Harris, collect at 212-682-8383, extension 39.
Sincerely
TRIDAN CORP.
Peter Goodman, President
Tridan Corp.
Contents
April 30, 2008 and 2007
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Page(s)
Report of Independent Registered Public Accounting Firm ............. 1
Report of Independent Registered Public Accounting Firm ............. 2
Financial Statements
Statements of Assets and Liabilities
April 30, 2008 and 2007 .......................................... 3
Schedules of Investments in Municipal Obligations
April 30, 2008 and 2007 .......................................... 4-7
Statements of Operations
Years Ended April 30, 2008 and 2007 .............................. 8
Statements of Changes in Net Assets
Years Ended April 30, 2008, 2007 and 2006 ........................ 9
Notes to Financial Statements ....................................... 10-14
[WEISER LOGO] Weiser LLP | Certified Public Accountants
135 West 50th Street
New York, NY 10020-1299
Tel 212.812.7000
Fax 212.375.6888
www.weiserLLP.com
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors
Tridan Corp.
We have audited the accompanying statements of assets and liabilities of Tridan
Corp. (the "Company"), including the schedules of investments in municipal
obligations, as of April 30,2008 and 2007, and the related statements of
operations for the years then ended, and the statement of changes in net assets
and the financial highlights for the each of the three years ended April
30,2008. These financial statements and financial highlights are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. Our procedures included confirmation of
securities owned, as of April 30, 2008 and 2007, by correspondence with the
custodian. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of Tridan
Corp. as of April 30,2008 and 2007, the results of its operations for the years
then ended, and the changes in its net assets and its financial highlights for
each of the three years ended April 30,2008, in conformity with accounting
principles generally accepted in the United States of America.
/s/ Weiser LLP
New York, NY
May 30,2008
Praxity(TM) [LOGO]
MEMBER
GLOBAL ALLIANCE OF
INDEPENDENT FIRMS
1
[LS&CO LOGO]
Leslie Sufrin and Company, P.C.
Certified Public Accountants
134 West 29th Street
New York, NY 10001
Ph. 212.696.4800
Fx. 212.481.1638/1696
Report of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors
Tridan Corp.
We have audited the financial highlights of Tridan Corp. (the "Company"), for
the years ended April 30, 2005 and 2004. These financial highlights are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial highlights based on our audits.
We conducted our audit in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also includes assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation. We believe that our
audit provides a reasonable basis for our opinion.
In our opinion, the financial highlights, referred to above, present fairly, in
all material respects, the financial highlights of Tridan Corp. for the years
ended April 30,2005 and 2004, in conformity with accounting principles generally
accepted in the United States of America.
/s/ Leslie Sufrin and Company, P.C.
New York, NY
May 19,2005
2
Tridan Corp.
Statements of Assets and Liabilities
April 30, 2008 and 2007
- --------------------------------------------------------------------------------
2008 2007
------------ ------------
Assets
Investments in municipal obligations, at fair value
(original cost - $36,130,063 and $36,223,941, respectively)
(amortized cost - $35,130,380 and $35,442,273, respectively) $ 35,825,360 $ 36,129,773
Cash and cash equivalents (Note 2) 1,178,599 972,001
Prepaid expenses and other current assets 6,068 --
Accrued interest receivable 537,810 526,469
------------ ------------
Total assets 37,547,837 37,628,243
------------ ------------
Liabilities
Accounts payable and accrued liabilities (Note 3):
Accrued investment advisory fees 25,925 26,000
Accrued fees - affiliate 19,857 21,418
Accrued other 47,934 40,000
Common stock redemptions payable 3,874 5,715
------------ ------------
Total liabilities 97,590 93,133
------------ ------------
Net assets $ 37,450,247 $ 37,535,110
============ ============
Analysis of net assets
Common stock, at $.02 par value, 6,000,000 shares authorized $ 63,982 $ 63,982
Paid-in capital 36,744,058 36,799,888
Distributable earnings:
Over distributed net investment income (3,287) (16,260)
Undistributed capital gains (losses) (49,486) --
Unrealized appreciation of investments, net 694,980 687,500
------------ ------------
Net assets [equivalent to $12.05 and $12.06 per share, respectively,
based on 3,107,865.3954 shares and 3,112,535.0161 shares of
common stock outstanding, respectively (Note 5)] $ 37,450,247 $ 37,535,110
============ ============
The accompanying notes are an integral part of these financial statement.
3
Tridan Corp.
Schedules of Investments in Municipal Obligations
Years Ended April 30, 2008 and 2007
- --------------------------------------------------------------------------------
2008 2007
-------------------------------------- ----------------------------------------
Principal Amortized Fair Principal Amortized Fair
Amount Cost Value Amount Cost Value
----------- ----------- ---------------------------- ------------ ------------
Revenue Backed
- --------------
Nassau County Interim Finance Authority
NY Sales Tax Secured
(Pre-Refunded to November 15, 2010@100)
5.75% due November 15, 2013 $ 1,100,000 $ 1,118,004 $ 1,189,848 $ 1,100,000 $ 1,123,190 $ 1,177,792
N.Y.S. Dormitory Authority Rev
Cons City Univ Genl Sys 2nd Ser
5.75 due July 1, 2013 215,000 234,454 232,290 215,000 238,057 232,036
N.Y.S. Dormitory Authority Revs Ref
(Mandatory Put May 15, 2012 @100)
5.25% due November 15, 2023 1,400,000 1,504,732 1,494,542 1,400,000 1,520,765 1,488,228
N.Y.S. Dormitory Authority Rev
St Personal Income Tax Ed
5.5% due March 15, 2011 1,000,000 1,044,676 1,074,270 1,000,000 1,058,756 1,065,730
N.Y.S. Dormitory Authority Revs
State Univ Educ Facils of New York Rev
(Escrowed to Maturity)
7.5% due May 15, 2011 365,000 362,643 394,720 450,000 445,846 486,975
New York Environmental Facilities Corp
Pollution Control Rev St Water NYC 02
5.00% due June 15, 2018 1,000,000 1,053,462 1,083,050 1,000,000 1,060,037 1,078,890
New York Environmental Facilities Corp
Pollution Control Rev State Wtr Revolv Fd
5.2% due May 15, 2014 -- -- -- 575,000 623,452 629,090
Niagara Falls Bridge Commission
NY Toll Rev Highway Impts
5.25% due October 1, 2015 2,000,000 2,084,186 2,138,680 2,000,000 2,094,076 2,148,660
Triborough Bridge & Tunnel Authority NY
General Purpose Revs
(Escrowed to Maturity)
5.5% due January 1, 2017 1,000,000 1,016,460 1,121,460 1,000,000 1,018,047 1,108,230
Triborough Bridge & Tunnel Authority NY
Revs General Purpose Ref
(Escrowed to Maturity)
6.0% due January 1, 2012 1,500,000 1,527,747 1,608,270 1,500,000 1,533,774 1,600,050
----------- ----------- ------------ ------------ ------------ ------------
9,580,000 9,946,364 10,337,130 10,240,000 10,716,000 11,015,681
----------- ----------- ------------ ------------ ------------ ------------
27.6%(*) 29.3%(*)
Insured
- -------
Bethlehem NY Central School District
Ref Unlimited Tax
5.0% due November 1, 2015 500,000 537,478 544,530 500,000 542,335 544,100
City of Buffalo New York Sewer Auth
Rev Sewer System Impt
5.0% due July 1, 2011 1,110,000 1,152,148 1,183,915 1,110,000 1,164,552 1,166,799
Cattaraugus County NY Public
Impt Ref Unlimited Tax
(Par Call June 1, 2013 @100)
5.0% due June 1, 2014 275,000 290,490 294,184 275,000 293,307 293,640
The accompanying notes are an integral part of these financial statements.
4
Tridan Corp.
Schedules of Investments in Municipal Obligations
Years Ended April 30, 2008 and 2007
- --------------------------------------------------------------------------------
2008 2007
-------------------------------------- ----------------------------------------
Principal Amortized Fair Principal Amortized Fair
Amount Cost Value Amount Cost Value
----------- ----------- ---------------------------- ------------ ------------
Insured (continued)
- -------------------
Cattaraugus County NY Public
Impt Ref Unlimited Tax
(Par Call June 1, 2013 @100)
5.0% due June 1, 2015 $ 275,000 $ 289,702 $ 292,999 $ 275,000 $ 292,275 $ 293,024
Chenango Valley Central School District NY
4.0% due June 15, 2011 190,000 192,977 195,377 190,000 194,722 192,422
Clarkstown Central School District
NY Unlimited Tax
(Par Call April 15, 2014 @100)
5.25% due April 15, 2015 400,000 426,577 438,792 400,000 430,665 435,648
Cleveland Hill Union Free School District
Cheektowa NY Unlimited Tax
(Par Call October 15, 2009 @100)
5.5% due October 15, 2011 1,480,000 1,494,059 1,548,480 1,480,000 1,495,704 1,557,122
Mt. Sinai, N.Y. Union Free School District
6.2% due February 15, 2011 1,070,000 1,068,399 1,166,525 1,070,000 1,068,076 1,165,134
City of New York Transitional
5.00% due July 15, 2016 750,000 812,403 816,128 750,000 820,021 818,070
New York NY Unlimited Tax
6.75% due February 1, 2009 -- -- -- 500,000 517,620 525,748
N.Y.S. Dormitory Authority Revs
Non St Supported Debt Insd Sien College
(Par Call July 1, 2016 @100)
5.0% due July 1, 2020 1,745,000 1,825,256 1,822,077 1,745,000 1,831,864 1,882,419
N.Y.S. Dormitory Authority Revs
(Par Call October 1, 2017 @100)
5.0% due October 1, 2018 430,000 465,191 459,588 -- -- --
N.Y.S. Dormitory Authority Revs
City University System
5.5% due July 1, 2019 1,000,000 1,103,489 1,124,280 1,000,000 1,112,857 1,148,480
`
N.Y.S. Dormitory Authority Revs
Pace University
6.5% due July 1, 2009 1,000,000 1,021,966 1,033,400 1,000,000 1,033,602 1,058,860
N.Y.S. Dormitory Authority Revs
Nonst Supported Debt
5.25% due July 1, 2021 1,000,000 1,110,047 1,105,240 -- -- --
N.Y.S. Dormitory Authority Revs
Revenue Supported Debt
(Par Call February 15, 2015 @100)
5.0% due February 15, 2021 1,035,000 1,071,522 1,078,315 1,035,000 1,076,467 1,103,714
N.Y.S. Dormitory Authority Revs
5.5% due May 15, 2018 1,155,000 1,293,935 1,291,879 1,155,000 1,307,813 1,319,403
N.Y.S. Dormitory Authority Revs
(Par Call October 1, 2017 @100)
5.0% due October 1, 2019 585,000 628,149 619,170 -- -- --
The accompanying notes are an integral part of these financial statements.
5
Tridan Corp.
Schedules of Investments in Municipal Obligations
Years Ended April 30, 2008 and 2007
- --------------------------------------------------------------------------------
2008 2007
-------------------------------------- ----------------------------------------
Principal Amortized Fair Principal Amortized Fair
Amount Cost Value Amount Cost Value
----------- ----------- ----------------------------- ------------ ------------
Insured (continued)
- -------------------
New York Environmental Facilities Corp
State Pers Income Tax Rev
5.25% due December 15, 2012 $ 400,000 $ 430,172 $ 436,136 $ 400,000 $ 436,537 $ 433,064
N.Y.S. Local Govt Assistance Corp Ref
5.5% due April 1, 2017 240,000 262,990 271,406 240,000 265,508 271,046
N.Y.S. Thruway Authority
Second Gen Hwy & Brdg Trust Fund
5.25% due April 1, 2013 1,000,000 1,066,711 1,091,880 1,000,000 1,079,981 1,082,140
City of New York
Unlimited Tax
(Pre-Refunded to January 1, 2014 @ 100)
5.0% due August 1, 2017 500,000 540,794 532,165 -- -- --
Pleasantville New York Public Impt
Unlimited Tax
5.0% due January 1, 2016 440,000 473,546 476,287 440,000 477,870 478,086
Commonwealth of Puerto Rico
Electric Power Auth Rev
5.5% due July 1, 2017 700,000 772,842 756,371 700,000 780,673 793,807
Commonwealth of Puerto Rico
Highway Transportation Auth Rev Ref
6.25% due July 1, 2016 285,000 326,784 330,523 285,000 331,659 337,124
Puerto Rico Commonwealth Highway
and Transportation Auth Hwy Rev Ref
(Mandatory Put July 1, 2010 @100)
5% due July 1, 2035
-- -- -- 1,000,000 1,083,627 1,039,000
Puerto Rico Commonwealth Highway
and Transportation Auth Transn Rev
5.5% due July 1, 2015 500,000 546,761 552,460 500,000 552,976 560,630
Sachem Central School District
NY Holbrook Ref Unlimited Tax
5.25% due October 15, 2019 500,000 553,688 541,155 500,000 558,373 563,430
Suffolk County Judicial Facilities Agency
NY Service Agreement Rev John P Cohalan
Complex (Callable October 15, 2009 @101)
5.75% due October 15, 2011 1,340,000 1,355,110 1,407,255 1,340,000 1,358,337 1,417,934
Triborough Bridge & Tunnel Authority NY
General Purpose Revs
5.5% due November 15, 2019 1,000,000 1,128,531 1,141,410 1,000,000 1,139,689 1,152,050
Suffolk County Water Auth
NY Waterworks Rev Sub Lien
6.0% due June 1, 2009 515,000 521,888 525,057 1,000,000 1,024,861 1,032,320
----------- ----------- ------------ ------------ ------------ ------------
21,420,000 22,763,605 23,076,984 20,890,000 22,271,971 22,665,214
----------- ----------- ------------ ------------ ------------ ------------
61.6%(*) 60.4%(*)
The accompanying notes are an integral part of these financial statements.
6
Tridan Corp.
Schedules of Investments in Municipal Obligations
Years Ended April 30, 2008 and 2007
- --------------------------------------------------------------------------------
2008 2007
-------------------------------------- ----------------------------------------
Principal Amortized Fair Principal Amortized Fair
Amount Cost Value Amount Cost Value
----------- ----------- ----------------------------- ------------ ------------
General Obligations
- -------------------
Monroe County NY Ref Pub
Impts Unlimited Tax
6.0% due March 1, 2012 $ 445,000 $ 480,558 $ 484,284 $ 445,000 $ 489,283 $ 489,909
Puerto Rico Public Buildings Auth
Rev Gtd Ref Govt Facs Ser J
(Par Call July 1, 2012 @100)
5.0% due July 1, 2028 500,000 511,260 506,135 500,000 513,027 521,185
----------- ----------- ------------ ------------ ------------ ------------
945,000 991,818 990,419 945,000 1,002,310 1,011,094
----------- ----------- ------------ ------------ ------------ ------------
2.6%(*) 2.7%(*)
U.S. Government Backed
- ----------------------
Monroe County N.Y. Pub Imp Unlimited Tax
(Callable June 1, 2008 @101)
6.0% due June 1, 2010 10,000 10,100 10,123 10,000 10,031 10,345
City of New York NY Ref Unlimited Tax
(Pre-Refunded to May 15, 2010 @ 101)
6.0% due May 15, 2030 150,000 171,768 162,301 150,000 176,337 161,601
New York Environmental Facilities Corp
Pollution Control Rev St Wtr Fund Ref
(Escrowed to Maturity)
5.75% due June 15, 2008 -- -- -- 190,000 191,429 194,485
N.Y.S. Thruway Authority
Hwy & Brdg Tr Fd
(Pre-Refunded to April 1, 2013 @ 100)
5.0% due April 1, 2017 1,000,000 1,074,195 1,071,353
----------- ----------- ------------ ------------ ------------ ------------
160,000 181,868 172,424 1,350,000 1,451,992 1,437,784
----------- ----------- ------------ ------------ ------------ ------------
0.5%(*) 3.8%(*)
Short-term
- ----------
N.Y.S. Dormitory Authority Revs
State Univ Educ Facils of New York Rev
(Escrowed to Maturity)
7.5% due May 15, 2011 [Sale Pending] 55,000 54,644 55,000 -- -- --
New York NY Unlimited Tax
6.75% due February 1, 2009 500,000 510,132 517,575 -- -- --
New York Environmental Facilities Corp
Pollution Control Rev St Wtr Fund Ref
(Escrowed to Maturity)
5.75% due June 15, 2008 190,000 190,462 190,828 -- -- --
Suffolk County Water Auth
NY Waterworks Rev Sub Lien
6.0% due June 1, 2009 [Sale Pending] 485,000 491,487 485,000 -- -- --
----------- ----------- ------------ ------------ ------------ ------------
1,230,000 1,246,725 1,248,403 -- -- --
----------- ----------- ------------ ------------ ------------ ------------
3.3%(*) 0.0%(*)
$33,335,000 $35,130,380 $ 35,825,360 $ 33,425,000 $ 35,442,273 $ 36,129,773
=========== =========== ============ ============ ============ ============
95.7%(*) 96.3%(*)
(*) Represents percentage of net assets.
Net Assets 37,449,033 Net Assets 37,535,110
============ ============
The accompanying notes are an integral part of these financial statements.
7
Tridan Corp.
Statements of Operations
Years Ended April 30, 2008 and 2007
- --------------------------------------------------------------------------------
2008 2007
----------- -----------
Investment income
Interest $ 1,859,826 $ 1,870,498
Amortization of bond premium and discount - net (268,535) (242,894)
----------- -----------
Total investment income 1,591,291 1,627,604
----------- -----------
Expenses
Investment advisory fees (Note 3) 104,183 103,182
Professional fees (Note 3) 127,941 128,150
Director's fees 77,000 77,000
Administrative and accounting expenses 72,000 72,000
Insurance and other expenses 15,208 16,422
----------- -----------
Total expenses 396,332 396,754
----------- -----------
Net investment income 1,194,959 1,230,850
----------- -----------
Realized and unrealized gain (loss) on investments
Net realized gain (loss) on investments (49,486) 152,416
Net unrealized appreciation on investments 7,480 105,057
----------- -----------
Net realized and unrealized gain (loss) on investments (42,006) 257,473
----------- -----------
Net increase in net assets resulting from operations $ 1,152,953 $ 1,488,323
=========== ===========
The accompanying notes are an integral part of these financial statements.
8
Tridan Corp.
Statements of Changes in Net Assets
Years Ended April 30, 2008, 2007 and 2006
- --------------------------------------------------------------------------------
2008 2007 2006
---------------------------- ------------
Increase (decrease) in net assets resulting from operations
Net investment income $ 1,194,959 $ 1,230,850 $ 1,319,666
Net realized gain (loss) on investments (49,486) 152,416 163,905
Unrealized appreciation (depreciation) on investments 7,480 105,057 (1,493,001)
------------ ------------ ------------
Net increase (decrease) in net assets resulting from operations 1,152,953 1,488,323 (9,430)
Distributions to shareholders from
Net investment income (1,181,986) (1,212,033) (1,304,517)
Capital gains - net -- (220,756) (160,462)
Redemptions of shares
4,669.6207 shares, 2,676.4352 shares and 3,359.2505 shares, respectively (55,830) (32,311) (41,276)
------------ ------------ ------------
Total increase (decrease) (84,863) 23,223 (1,515,685)
Net assets
Beginning of year 37,535,110 37,511,887 39,027,572
------------ ------------ ------------
End of year $ 37,450,247 $ 37,535,110 $ 37,511,887
============ ============ ============
The accompanying notes are an integral part of these financial statements
9
Tridan Corp.
Notes To Financial Statements
Years Ended April 30, 2008 and 2007
- --------------------------------------------------------------------------------
1. Significant accounting policies
The following is a summary of the significant accounting policies followed
by Tridan Corp. (the "Company"), a closed-end, non-diversified management
investment company, registered under the Investment Company Act of 1940,
in the preparation of its financial statements.
Acquisition and valuation of investments
Investment transactions are accounted for on the date the securities are
purchased/sold (trade date) and interest on securities acquired/sold is
included in income from/to the settlement date. Short-term investments are
stated at cost, which is equivalent to fair value.
Fair values for the Company's investments in municipal obligations have
been determined based on the bid price of the obligation. Securities for
which quotations are not readily available are valued at fair value as
determined by the board of directors. There were no securities valued by
the board of directors, for which quotations were not readily available,
as of April 30, 2008 and 2007.
Amortization of bond premium or discount
In determining investment income, bond premiums or discounts are amortized
over the remaining term of the obligation.
Income taxes
It is the Company's policy to comply with the requirements of the Internal
Revenue Code that are applicable to regulated investment companies and to
distribute substantially all of its taxable income to its shareholders.
Therefore, no income tax provision is required.
Interest income from municipal investments are exempt from Federal and
state income taxes.
Cash and cash equivalents
The Company considers all investments that can be liquidated on demand to
be cash equivalents.
Use of estimates
The preparation of financial statements, in conformity with generally
accepted accounting principles, requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosures of contingent assets and liabilities at the date of the
financial statements and the reported amounts of increases and decreases
in net assets from operations during the reporting period. Actual results
could differ from those estimates. Significant estimates are used in
determining the fair value of investments.
10
Tridan Corp.
Notes To Financial Statements
Years Ended April 30, 2008 and 2007
- --------------------------------------------------------------------------------
Concentration of credit risk
The Company's financial instruments that are exposed to concentrations of
credit risk consist primarily of cash and cash equivalents and
investments. The Company maintains all of its cash on deposit in one
financial institution. The cash balance at April 30, 2008 was
approximately $1,180,000. The value of the Company's investments may be
subject to possible risks involving, among other things, the continued
credit worthiness of the various state and local government agencies and
public financing authorities underlying its investments. The Company and
its investment advisor periodically consider the credit quality of the
Company's investments, and the Company adheres to its investment objective
of investing only in investment grade securities.
2. Cash and cash equivalents
Cash and cash equivalents consisted of the following:
April 30,
---------------------
2008 2007
---------- --------
Cash - demand deposits $1,178,599 $147,001
Cash equivalents - demand bonds and notes -- 825,000
---------- --------
$1,178,599 $972,001
========== ========
3. Accounts payable and accrued liabilities
Accounts payable and accrued liabilities consisted of the following at:
April 30,
------------------
2008 2007
------- --------
Accrued investment advisory fees (a) $25,925 $ 26,000
======= ========
Accrued fees - affiliate (b) $19,857 $ 21,418
======= ========
Accrued other:
Accrued audit fees (c) $41,000 $ 40,000
Accrued other administrative expenses 6,934 --
------- --------
$47,934 $ 40,000
======= ========
(a) The Company utilizes the services of J.P. Morgan Investment
Management, Inc. ("J.P. Morgan") as its investment advisor and
custodian for its investments. The annual advisory fee is .28 of one
percent of the net assets under management. The fee is computed and
payable quarterly, based on the aggregate fair value of the net
assets on the last day of each fiscal quarter.
(b) For the years ending April 30, 2008 and 2007, the Company incurred
legal fees of approximately $87,000 and $88,000, respectively, for
professional fees paid to the law firm of which an officer of the
Company is a member.
11
Tridan Corp.
Notes To Financial Statements
Years Ended April 30, 2008 and 2007
- --------------------------------------------------------------------------------
(c) For the years ending April 30, 2008 and 2007, the Company incurred
audit fees of approximately $41,000 and $40,000, respectively.
4. Investment transactions
Purchases and sales of investments in municipal obligations (excluding
short-term and demand investments) amounted to approximately $2,758,000
and $2,752,000 for the year ended April 30, 2008 and $7,741,000 and
$5,443,000, respectively, for the year ended April 30, 2007.
The U.S. Federal income tax basis (aggregate cost) of the Company's
investments, at April 30, 2008 and 2007, was approximately $35,130,000 and
$35,442,000 respectively, and net unrealized appreciation, at April 30,
2008 and 2007, for U.S. Federal income tax purposes was approximately
$694,000 and $687,000, respectively (gross unrealized appreciation of
approximately $787,000 and $795,000, respectively; gross unrealized
depreciation of approximately $93,000 and $108,000, respectively).
5. Common stock, share redemption plan and net asset values
At April 30, 2008 and 2007, there were 6,000,000 shares of $0.02 par value
common stock authorized of which 3,199,100 had been issued aggregating
$63,982, and initial additional paid-in capital aggregating $312,787.
The Company has a share redemption plan applicable to approximately 43,000
shares and 47,800 shares, respectively, of outstanding common stock, at
April 30, 2008 and 2007. The plan permits eligible shareholders or their
estates to have their shares redeemed upon reaching age 65 or upon death.
Shares are redeemed at the net asset value per share, based on fair value,
as of the end of the Company's fiscal quarter in which the request for
redemption is received. At April 30, 2008 and 2007, $1,072,256
(91,234.6046 shares) and $1,016,426 (86,564.9839 shares), respectively,
had been redeemed under this plan and are held in treasury.
The net asset value per share is calculated by dividing the aggregate fair
value of all assets less the aggregate fair value of all liabilities by
the number of common shares outstanding at the end of the period.
The net asset value per share and the shares outstanding were as follows:
April 30,
---------------
2008 2007
------ ------
Net asset value $12.05 $12.06
Shares outstanding at:
April 30, 2008 3,107,865.3954
April 30, 2007 3,112,535.0161
12
Tridan Corp.
Notes To Financial Statements
Years Ended April 30, 2008 and 2007
- --------------------------------------------------------------------------------
6. Distributions
During the years ended April 30, 2008, 2007 and 2006, distributions of
$1,181,986 ($.38 per share), $1,432,789 ($.46 per share) and $1,464,979
($.47 per share), respectively, were declared and paid to shareholders,
which, except for capital gains of none in 2008, $220,756 in 2007 and
$160,462 in 2006, were exempt from Federal income taxes.
The tax character of distributions paid during the years ending April 30,
2008, 2007 and 2006 were as follows:
2008 2007 2006
---------- ---------- ----------
Distributions paid from:
Investment income:
Tax-exempt investment income, net $1,173,967 $1,212,033 $1,304,517
Taxable investment income 8,019 -- --
---------- ---------- ----------
1,181,986 1,212,033 1,304,517
---------- ---------- ----------
Capital gains -- 220,756 160,462
---------- ---------- ----------
$1,181,986 $1,432,789 $1,464,979
========== ========== ==========
As of April 30, 2008, 2007 and 2006, the components of distributable
earnings on a tax basis were as follows:
2008 2007 2006
---------- ---------- ----------
Overdistributed tax-exempt investment
income, net $ (3,827) $ (16,260) $ (35,077)
Undistributed taxable investment income 540 -- --
Undistributed capital gains (losses) (49,486) -- 68,340
Unrealized appreciation of investments, net 694,980 687,500 582,443
---------- ---------- ----------
$ 642,207 $ 671,240 $ 615,706
========== ========== ==========
Capital loss carryforwards as of April 30, 2008 was $49,486. The Company
had no capital loss carryforwards as of April 30, 2007 and 2006. The
Company had no capital reclassification related to permanent book/tax
differences for years ending April 30, 2008, 2007 and 2006. There were no
significant differences between total GAAP basis net investment income and
net realized gain and actual distributions for the years ended April 30,
2008, 2007 and 2006.
13
Tridan Corp.
Notes To Financial Statements
Years Ended April 30, 2008 and 2007
- --------------------------------------------------------------------------------
7. Financial Highlights
Selected per share data and ratios:
For the Years Ended April 30,
-----------------------------------------------
2008 2007 2006 2005 2004
------- ------- ------- ------- -------
Per share operating performance:
(For a share of common stock
outstanding throughout the period):
Net asset value, beginning of year $ 12.06 $ 12.04 $ 12.51 $ 12.61 $ 12.94
------- ------- ------- ------- -------
Income from investment operations:
Net investment income .38 .40 .43 .43 .46
Net realized and unrealized gain
(loss) on investments (.01) .08 (.43) (.05) (.30)
------- ------- ------- ------- -------
Total from investment operations .37 .48 .00 .38 .16
------- ------- ------- ------- -------
Less distributions:
Dividends (from net investment income) (.38) (.39) (.42) (.44) (.46)
Capital gains (.00) (.07) (.05) (.04) (.03)
------- ------- ------- ------- -------
Total distributions (.38) (.46) (.47) (.48) (.49)
------- ------- ------- ------- -------
Net asset value - end of year $ 12.05 $ 12.06 $ 12.04 $ 12.51 $ 12.61
======= ======= ======= ======= =======
Per share market value - end of period $ 12.05 $ 12.06 $ 12.04 $ 12.51 $ 12.61
======= ======= ======= ======= =======
Total investment return (0.08%) 0.17% (3.76%) (0.79%) (2.55%)
Ratios/Supplemental Data:
Net assets, end of period (in 000s) $37,450 $37,535 $37,512 $39,028 $39,372
Ratio of expenses to average
net assets 1.06% 1.05% 1.02% 0.99% 0.83%
Ratio of net investment income
to average net assets 3.20% 3.27% 3.44% 3.40% 3.61%
Portfolio turnover rate 7.75% 15.18% 14.05% 14.78% 13.00%
Average (simple) number of shares
outstanding (in thousands) 3,110 3,114 3,117 3,120 3,124
14
Item 2. Code of Ethics
The registrant has adopted a code of ethics that applies to its
principal executive officer, principal financial officer, and any other
person required by applicable SEC rules. The code of ethics was in
effect as of the end of the period covered by this report. During that
period, there were no amendments to the code, and no waivers were
granted to anyone from any provision of the code. A copy of the
registrant's code of ethics is incorporated by reference to Exhibit 1
to the registrant's Form N-CSR dated August 30, 2004, for its fiscal
year ended April 30, 2003, filed electronically with the Securities and
Exchange Commission.
Item 3. Audit Committee Financial Expert
The registrant has established an audit committee consisting of three
members appointed by the board of directors from the board. The
registrant's board of directors has determined that the committee
chairman, Paul Kramer, is an "audit committee financial expert" and is
"independent", as both terms are defined by applicable SEC rules.
Item 4. Principal Accountant Fees and Services
Incorporated by reference to the registrant's proxy statement dated May
30, 2008, filed electronically with the SEC. See section therein
entitled "Relationship with and Ratification of Independent Certified
Public Accountants".
Item 5. Audit Committee of Listed Registrants.
Not applicable, because the registrant is not a listed issuer.
Item 6. Schedule of Investments.
A schedule of registrant's investments in securities of unaffiliated
issuers as of April 30, 2008 is included as part of the report to
shareholders filed under Item 1 of this Form.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies.
Not applicable, because the registrant invests exclusively in
non-voting securities.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
PORTFOLIO MANAGERS
The portfolio managers for the registrant are as follows:
Richard D. Taormina: Richard Taormina, Vice President, is a portfolio manager in
the Tax Aware Fixed Income Group. An employee of JPMorgan Asset Management since
1997, he is responsible for managing municipal mutual funds, institutional fixed
income accounts, and quantitative analysis.
PORTFOLIO MANAGERS' OTHER ACCOUNTS MANAGED
The following tables show information regarding other accounts managed by
portfolio managers of the Registrant:
Non-Performance Based Fee Advisory Accounts
-------------------------------------------------------------------------
Registered Investment Other Pooled Investment
Companies Vehicles Other Accounts
----------------------- ----------------------- -----------------------
Number Number Number
of Total of Total of
Accounts Assets Accounts Assets Accounts Total Assets
-------- ------------ -------- ------------ -------- ------------
Richard Taormina 4 $5.4 billion 2 $230 million 5 $158 million
Performance Based Fee Advisory Accounts
-------------------------------------------------------------------------
Registered Investment Other Pooled Investment
Companies Vehicles Other Accounts
----------------------- ----------------------- -----------------------
Number
of Total Number of Total Number of
Accounts Assets Accounts Assets Accounts Total Assets
-------- ------------ --------- ------------ --------- ------------
Richard Taormina 0 0 0 0 0 0
POTENTIAL CONFLICTS OF INTEREST
As an investment advisor, J.P. Morgan Investment Management Inc. has a fiduciary
obligation to act in the best interests of its clients, and to avoid any
conflicts of interest. As such, JPMorgan Asset Management has adopted a
"Safeguard Policy" designed to prevent its investment management process from
being influenced by clients of other parts of the firm, as well as by clients of
the investment management business. Communications between personnel outside the
investment management business and investment professionals within J.P. Morgan
Investment Management Inc. are strictly limited.
JPMIM has adopted policies and procedures that are designed to ensure that
transactions undertaken with affiliates are allowable under current law and
client guidelines and that any potential conflicts of interest are recognized
and appropriately addressed.
JPMIM also has policies and procedures to monitor personal trading activities of
its employees and certain members of their immediate families and any person to
whose support the employee significantly contributes. The policies and
procedures are generally intended to comply with JPMIM's Code of Ethics.
PORTFOLIO MANAGER COMPENSATION
The Adviser's portfolio managers participate in a competitive compensation
program that is designed to attract and retain outstanding people and closely
link the performance of investment professionals to client investment
objectives. The total compensation program includes a base salary fixed from
year to year and a variable performance bonus consisting of cash incentives,
restricted stock and, in most cases, mandatory deferred compensation. These
elements reflect individual performance and the performance of the Adviser's
business as a whole.
Each portfolio manager's performance is formally evaluated annually based on a
variety of factors including the aggregate size and blended performance of the
portfolios such portfolio manager manages. Individual contribution relative to
client goals carries the highest impact. Portfolio manager compensation is
primarily driven by meeting or exceeding clients' risk and return objectives,
relative performance to competitors or competitive indices and compliance with
firm policies and regulatory requirements. Investment performance is generally
more heavily weighted to the long term.
Awards of restricted stock are granted as part of an employee's annual
performance bonus and comprise from 0% to 35% of a portfolio manager's total
bonus. As the level of incentive compensation increases, the percentage of
compensation awarded in restricted stock also increases. Up to 50% of this
restricted stock portion of a portfolio manager's bonus may be subject to a
mandatory notional investment in selected mutual funds advised by the Adviser or
its affiliates.
OWNERSHIP OF SECURITIES
Dollar Range of Shares in the Registrant
-----------------------------------------------
$10,001
$1 - - $50,001 - over
Name None $10,000 $50,000 $ 100,000 $100,000
- ---------------- ---- ------- ------- --------- --------
Richard Taormina X X
Item 9. Purchases of Equity Securities by Closed-End Management Investment
Company and Affiliated Purchasers.
Not applicable, because the registrant has no equity securities that
are registered pursuant to Section 12 of the Securities Exchange Act of
1934.
Item 10. Submission of Matters to a Vote of Security Holders.
The registrant does not have in place procedures by which shareholders
may recommend nominees to the registrant's board of directors.
Item 11. Controls and Procedures
(a) The registrant's principal executive and principal financial
officers have evaluated the registrant's disclosure controls and
procedures (as defined in Rule 30a-3(c)) as of the end of the
period covered by this report. Based on that evaluation, said
officers have concluded that the registrant's disclosure controls
and procedures are effective to ensure that information required
to be disclosed in this report is recorded, processed, summarized
and reported within the required time periods.
(b) There was no change in the registrant's internal control over
financial reporting that occurred during the second fiscal
quarter of the period covered by this report that has materially
affected, or is reasonably likely to materially affect, the
registrant's internal control over financial reporting.
Item 12. Exhibits
(a) The following exhibits are filed herewith:
(1) The registrant's code of ethics described in Item 2 hereof
is incorporated by reference to Exhibit 1 to the
registrant's Form N-CSR dated August 30, 2004, for its
fiscal year ended April 30, 2003, filed electronically with
the Securities and Exchange Commission.
(2) The separate certifications for the registrant's principal
executive and principal financial officers.
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) Tridan Corp.
By (Signature and Title) /S/ Peter Goodman
--------------------------------------------------------
Peter Goodman, President and Chief Executive Officer
Date: May 30, 2008
Pursuant to the requirements of the Investment Company Act of 1940, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
By (Signature and Title) /S/ Peter Goodman
--------------------------------------------------------
Peter Goodman, President and Chief Executive Officer
Date: May 30, 2008
By (Signature and Title) /S/ Warren F. Pelton
--------------------------------------------------------
Warren F. Pelton, Treasurer and Chief Financial Officer
Date: May 30, 2008