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UNITED STATES |
OMB APPROVAL |
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SECURITIES AND EXCHANGE COMMISSION |
OMB Number: 3235-0059 |
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Washington, D.C. 20549 |
Expires: January 31, 2008 |
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SCHEDULE 14A |
Estimated average burden hours per response... 14 |
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 o | |
Check the appropriate box: | |
o | Preliminary Proxy Statement |
o | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
x | Definitive Proxy Statement |
o | Definitive Additional Materials |
o | Soliciting Material Pursuant to Rule §240.14a-12 |
Payment of Filing Fee (Check the appropriate box):
x | No fee required. | |
o | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. | |
1. | Title of each class of securities to which transaction applies: | |
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2. | Aggregate number of securities to which transaction applies: | |
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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): | |
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4. | Proposed maximum aggregate value of transaction: | |
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5. | Total fee paid: | |
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SEC 1913 (04-05) Persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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o | Fee paid previously with preliminary materials. | |
o | 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: | |
(1) |
to elect one Director of the Fund, to hold office for the term indicated and until his successor shall have been elected and qualified; and |
(2) |
to consider and act upon such other business as may properly come before the Meeting or any adjournments or postponements thereof. |
(1) |
to elect one Director of the Fund, to hold office for the term indicated and until his successor shall have been elected and qualified; and |
(2) |
to consider and act upon such other business as may properly come before the Meeting or any adjournments or postponements thereof. |
Title of Class |
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Name and Address |
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Number of Shares and Nature of Ownership |
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Percent of Class* |
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Common Stock |
CEDE & Co. c/o Depository Trust Company Box 20 New York, New York 10004-9998 |
4,531,824 |
98.83% |
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Common Stock |
Levin Capital Strategies, L.P.** One Rockefeller Center Plaza New York, New York 11579 |
310,930 |
6.8% |
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Common Stock |
The
Rt. Hon. The Earl of Cromer Finsbury Dials 20 Finsbury Street London EC2Y 9AQ United Kingdom |
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Alexander Reid Hamilton (Nominee) P.O. Box 12343 General Post Office Hong Kong |
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Julian M.I. Reid Finsbury Dials 20 Finsbury Street London EC2Y 9AQ United Kingdom |
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Michael J. James Finsbury Dials 20 Finsbury Street London EC2Y 9AQ United Kingdom |
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Simon J. Crinage Finsbury Dials 20 Finsbury Street London EC2Y 9AQ United Kingdom |
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Hilary Lowe Finsbury Dials 20 Finsbury Street London EC2Y 9AQ United Kingdom |
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A.
Douglas Eu*** 21st Floor, Chater House 8 Connaught Road Central Hong Kong |
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All Directors and Officers as a Group |
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* |
Because some or all of the shares attributed to CEDE & Co. may be held through the Depository Trust Company, the total percentage in this column may exceed 100%. |
** |
Information as to beneficial ownership of Levin Capital Strategies, L.P. is based on a report filed with the U.S. Securities and Exchange Commission (the SEC) on February 14, 2007. |
*** |
A. Douglas Eu served as Treasurer of the Fund through May 9, 2006. |
Name, Address and DOB |
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Position(s) Held with Fund |
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Term of Office and Length of Time Served |
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Principal Occupation(s) During Past 5 Years |
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Number of Funds in Fund Complex Overseen by Director* |
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Other Directorships Held by Director |
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INDEPENDENT DIRECTORS |
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The Rt. Hon. The Earl of Cromer Finsbury Dials 20 Finsbury Street London EC2Y 9AQ United Kingdom DOB: 6/3/46 |
Chairman and Director, Class I |
Since 1994 |
Chairman of the Board of the Fund; Chief Executive Officer of Cromer Associates Limited (family business). |
1 |
Director of Schroder Asia Pacific Fund Limited; Business Link Somerset Limited, Pacific Basin Shipping
Limited, Cambridge Asia Investments Limited, Pedder Street Asia Absolute Return Fund Limited; Chairman of Japan High Yield Property Fund Limited and
Western Provident Association; former Director of Inchcape Pacific Limited and Korea Asia Fund Limited. |
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Alexander Reid Hamilton (Nominee) P.O. Box 12343 General Post Office Hong Kong DOB: 10/4/41 |
Director, Class II |
Since 1994 |
Director of Citic Pacific Limited (infrastructure); Director of China Cosco Holdings Company (container
shipping); Director of Esprit Holdings Limited (clothing retail); Director of Shangri-La Asia Limited (hotels); and Director of Octopus Cards Limited
(financial services). |
1 |
See Principal Occupation. |
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Julian M.I. Reid Finsbury Dials 20 Finsbury Street London EC2Y 9AQ United Kingdom DOB: 7/8/44 |
Director, Class III |
Since 1998 |
Chief Executive Officer of 3a Asset Management Limited; Director and Chairman of Morgans Walk
Properties Limited. |
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Director and Chairman of The Korea Fund, Inc., Director and Chairman of Prosperity Voskhod Fund, and
Director of 3a Global Growth Fund Limited. |
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OFFICERS WHO ARE NOT DIRECTORS |
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Michael J. James Finsbury Dials 20 Finsbury Street London EC2Y 9AQ United Kingdom DOB: 5/11/67 |
Treasurer |
Since 2006 |
Chief Operating Officer of JPMorgan Asset Managements closed-end fund division since 2004; Vice President of JPMorgan Asset Management since September 2000; employee of JPMorgan Chase & Co. since 1992. |
N/A |
N/A |
Name, Address and DOB |
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Position(s) Held with Fund |
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Term of Office and Length of Time Served |
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Principal Occupation(s) During Past 5 Years |
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Number of Funds in Fund Complex Overseen by Director* |
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Other Directorships Held by Director | ||||||||||||
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Simon J. Crinage Finsbury Dials 20 Finsbury Street London EC2Y 9AQ United Kingdom DOB: 5/10/65 |
President |
Since 2003 |
Former Director of the Fund; Vice President, JPMorgan Asset Management since September 2000. Prior to
that, Director of JPMorgan Asset Management (UK) Limited. |
N/A |
N/A |
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Hilary Lowe Finsbury Dials 20 Finsbury Street London EC2Y 9AQ United Kingdom DOB: 11/15/71 |
Secretary |
Since 2005 |
Associate, JPMorgan Asset Management since February 2002. |
N/A |
N/A |
* |
JF China Region Fund, Inc. is the sole fund in the fund complex. |
Name of Director |
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Dollar Range of Equity Securities in the Fund (1) |
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INDEPENDENT DIRECTORS(2) |
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The Rt. Hon. The Earl of Cromer |
$10,001 50,000 |
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A. R. Hamilton |
$1 10,000 |
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Julian M.I. Reid |
$1 10,000 |
(1) |
Valuation as of March 1, 2007. |
(2) |
Independent Directors is defined as those directors who are not interested persons within the meaning of Section 2(a)(19) of the Investment Company Act of 1940 as amended (the 1940 Act). |
Name of Person, Position |
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Aggregate Compensation From Fund |
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Pension or Retirement Benefits Accrued as Part of Fund Expenses |
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Estimated Annual Benefits Upon Retirement |
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Total Compensation From Fund and Fund Complex Paid to Directors |
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The Rt. Hon. The Earl of Cromer, Chairman and Director |
$30,320 |
None |
None |
$30,320 |
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A. R. Hamilton, Director |
$27,235 |
None |
None |
$27,235 |
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Julian M.I. Reid, Director |
$27,200 |
None |
None |
$27,200 |
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Total |
$84,755 |
None |
None |
$84,755 |
Fiscal Year Ended December 31 |
Audit Fees |
Audit-Related Fees* |
Tax Fees |
All Other Fees |
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2005 |
$37,244 |
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2006 |
$43,885 |
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$26,905 |
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* |
Audit-Related Fees are those fees billed to the Fund by PwC in connection with services reasonably related to the performance of the audit of the Funds financial statements. |
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JF China Region Fund, Inc. |
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MR A SAMPLE |
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DESIGNATION (IF ANY) |
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Using a black ink pen, mark your votes with an X as shown in |
x |
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Annual Meeting Proxy Card |
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q PLEASE FOLD ALONG THE PERFORATION, DETACH AND RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE. q |
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A |
Election of Director The Board of Directors recommends a vote FOR the nominee listed. |
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1. |
Nominee: |
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For |
Withhold |
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01 - Alexander Reid Hamilton |
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B |
Non-Voting Items |
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Change of Address Please print new address below. |
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Comments Please print your comments below. |
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C |
Authorized Signatures This section must be completed for your vote to be counted. Date and Sign Below |
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Please sign exactly as name(s) appears hereon. Joint owners should each sign. When signing as attorney, executor, administrator, corporate officer, trustee, guardian, or custodian, please give full title. |
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Date (mm/dd/yyyy) Please print date below. |
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Signature 1 Please keep signature within the box. |
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Signature 2 Please keep signature within the box. |
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C 1234567890 |
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MR A SAMPLE (THIS AREA IS SET UP
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1 0 B V 0 1 2 8 9 8 1 |
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<STOCK#> 00PLDC
Dear Stockholder,
Please take
note of the important information enclosed with this Proxy Ballot. Your vote
counts, and you are strongly
encouraged to exercise your right to vote your
shares.
Please mark
the box on this proxy card to indicate how your shares will be voted. Then sign
and date, and return
your proxy vote in the enclosed postage paid
envelope. Your vote must be received
prior to the Annual Meeting of
Stockholders, May 10, 2007.
Thank you in advance for your prompt consideration of this matter.
Sincerely,
JF China Region Fund, Inc.
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PLEASE FOLD ALONG THE PERFORATION, DETACH AND RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE. |
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Proxy JF China Region Fund, Inc. |
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Proxy Solicited on Behalf of the Board of Directors
THE UNDERSIGNED STOCKHOLDER of JF China Region Fund, Inc. (the Fund) hereby appoints Gregory Pickard, Kathleen ONeill and Sara Sargent, and each of them, the lawful attorneys and proxies of the undersigned with full power of substitution to vote, as designated below, all shares of Common Stock of the Fund which the undersigned is entitled to vote at the Annual Meeting of Stockholders to be held on Thursday, May 10, 2007, at 10:00 a.m., at One Liberty Plaza, 39th Floor Conference Center, New York, New York 10006, and at any and all adjournments thereof with respect to the matters set forth below and described in the Notice of Annual Meeting and Proxy Statement dated April 6, 2007, receipt of which is hereby acknowledged, and any other matters arising before such Annual Meeting or any adjournment thereof.
Properly executed proxies will be voted (or the vote on such matters will be withheld on specific matters) in accordance with instructions appearing on the proxy. In the absence of specific instructions, proxies will be voted FOR the election of the nominee as director and in the best discretion of the proxyholders as to any other matters. Please refer to the Proxy Statement for a discussion of the proposal.
PLEASE VOTE, DATE AND SIGN ON REVERSE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.