UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT
COMPANIES
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Investment Company Act file number:
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811-06674
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Exact name of registrant as specified in charter:
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The Greater China Fund, Inc.
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Address of principal executive offices:
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Gateway Center 3,
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100 Mulberry Street,
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Newark, New Jersey 07102
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Name and address of agent for service:
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Deborah A. Docs
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Gateway Center 3,
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100 Mulberry Street,
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Newark, New Jersey 07102
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Registrants telephone number, including area code:
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973-367-7521
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Date of fiscal year end:
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12/31/2009
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Date of reporting period:
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12/31/2009
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Item 1 Reports to Stockholders
ANNUAL REPORT
December 31, 2009
The
Greater China
Fund, Inc.
The Greater China Fund, Inc.
Table of Contents
This report, including the financial statements herein, is sent to the shareholders of The Greater
China Fund, Inc. for their information. It is not a prospectus, circular or representation intended for use in the purchase or sale of shares of the Fund or any securities mentioned in this report.
Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that from time to time the Fund may purchase
at market prices shares of its common stock in the open market.
The Greater China Fund, Inc.
c/o Prudential Investments LLC
Gateway Center
Three
100 Mulberry Street
Newark,
New Jersey 07102
www.greaterchinafund.com
For shareholder account information call, (800) 331-1710.
Please call (toll-free) the Altman
Group, our Investor and Public Relations at 1-(877)-FUND-GCH.
Additional information (including updated net asset value and market price) may
be obtained on the Funds internet site.
The Funds CUSIP number is 39167B102.
1
The Greater China Fund, Inc.
The Funds Management
Directors
Edward Y. Baker,
Chairman
John A. Bult
Vincent Duhamel
John A. Hawkins
C. William Maher
Jonathan J.K.Taylor
Tak Lung Tsim
Executive Officers
Brian Corris,
President
Henry Chan,
Vice
President
Grace C. Torres,
Treasurer, Principal Financial and Accounting Officer and Vice President
Deborah A. Docs,
Chief Legal Officer and Secretary
Andrew R. French,
Assistant Secretary
Valerie M. Simpson,
Chief Compliance Officer
Theresa C. Thompson,
Deputy Chief Compliance Officer
Lana Lomuti,
Assistant Treasurer
Peter Parrella,
Assistant Treasurer
Investment Manager
Baring
Asset Management (Asia) Ltd.
19th Floor
Edinburgh Tower
15 Queens Road Central
Hong Kong
Administrator
Prudential Investments LLC
Gateway Center Three
100 Mulberry Street
Newark, New
Jersey 07102
Custodian
The Bank of New York
One Wall Street
New York, New York 10286
Shareholder Servicing Agent
PNC Global Investment Servicing
P.O. Box 43027
Providence, Rhode Island 02940-3027
Independent Registered Public Accounting Firm
KPMG LLP
345 Park Avenue
New York, New York 10154
Legal Counsel
Effective through October 31, 2009:
White & Case LLP
1155 Avenue of the Americas
New York, New York 10036
Effective since November 1, 2009:
Sullivan & Cromwell LLP
125 Broad Street
New York, New York 10004
2
The Greater China Fund, Inc.
Letter to Shareholders
February 19, 2010
Dear Shareholders,
One only needs to open the newspapers or turn on the TV these days to see the name China on the front page, and questions such as Will
China save the world?, or Is China in a bubble?, or another more curious one Will the Renminbi replace the US dollar as the worlds reserve currency? And so it goes on
.
Whether China will save the world, or if it is in a bubble, or if the Renminbi will become the worlds currency is debatable, but one thing is clear:
China is becoming an economic force to be reckoned with. Some economists expect that Chinas GDP will soon surpass that of Japan, and it should earn the (economic) right to be included in the top G3 nations!
Now let me turn my focus to our Fund, The Greater China Fund, Inc.
The MSCI Zhong Hua Index, expressed in US dollars and in gross terms, rose by 62.1% versus the MSCI US and World Indices, which rose by 27.2% and 30.8%, respectively. Also, it was the first major market
to bounce strongly off the low recorded on October 27, 2008. The market was boosted by the strong and decisive implementation of the massive infrastructure program and the liberalization of the banking loan quota system by the government in the last
quarter of 2008.
The Net Asset Value of the Fund rose by 65.9% over the year. Over three years, the Funds Net Asset Value rose by 33.7%
on a total return basis, versus the benchmark index of 23.7%. The dividend which was distributed in September 2009 was a small 8.2 cents, versus $6.66 in the previous year. As you know, the size of the dividend principally depends on the amount of
realized gains in the Funds portfolio and the absence of tax losses carried forward from previous years. As 2008 was a big down year, the scope to realize profits in 2009 was negligible.
Going into the Year of the Tiger, which represents dynamism and short-term bursts of energy, we look forward to a period of continuing strong economic
growth, although it could be marred by greater volatility. In other words, investors will have to balance the upward path of corporate earnings (a positive) and the normalization of the currently loose monetary policy (a negative). On
balance, we expect that the sound growth fundamentals of China, the worlds leading growth contributor, will continue to attract new funds from global and regional investors. In addition, the China market as represented by MSCI China Index, is
not expensive, trading at a slight discount to the MSCI All Country Asia Pacific ex Japan Index (2010 P/E of 14 times versus 14.7 times, respectively).
I look forward to another solid year of growth in the Chinese economy, and the Fund is positioned with a bias towards the growth and cyclical stocks which are likely to continue to benefit from the long-term growth and development of this
amazingly productive nation.
Sincerely,
Edward Y. Baker, CFA
Chairman
3
The Greater China Fund, Inc.
Annual Report of the Investment Manager
For the
year ended December 31, 2009
Overview
At the beginning of 2009, we held a strong belief that China would be one of the first economies to recover from the global financial
market turmoil. The governments unprecedented effort in boosting infrastructure spending and loosening monetary policy, coupled with the underleveraged balance sheets of the consumer and corporate sectors, successfully buffered the sharp
export decline during the first quarter of last year. As a result, GDP growth reached 8.7%, considerably above the policy target of 8%. Thanks to our bottom up stock selection and our orientation to policy-sensitive sectors, the Fund registered a
strong performance both in absolute terms and relative to benchmark.
Performance
In net asset value terms, the Fund rose by 65.9% in 2009, outperforming the 62.1% rise in the MSCI Zhong Hua Index. The Funds pro-growth style and bias
towards the beneficiaries of reflation was particularly helpful in the early phase of economic recovery. In terms of sector attribution, overweights in the consumer discretionary, information technology and materials sectors were the main positive
contributors, while our underweight stance in the telecommunication sector also enhanced the Funds performance. The significant re-rating of selective mid-cap stocks held in the Fund was another source of outperformance.
Turning to individual stocks, CNPC, a restructuring play in the natural gas industry, contributed positively. Other positive contributors included technology
stocks like AAC Accoustics and Skyworth, coal companies such as Fusan International and Yanzhou Coal and consumer stocks Ctrip and China Mengniu. However, the full year performance was held back somewhat by our early entry into exporters including
Techtronic and OOIL, as their earnings recovery potential has yet to be rewarded by the market.
Quarterly NAV Performance
* MSCI China (Free) before 1/6/2000 and MSCI Zhong Hua (Free) after 1/6/2000
Source: Baring Asset Management as at 12/31/2009
4
The Greater China Fund, Inc.
Calendar Year NAV Performance
* MSCI China (Free) before 1/6/2000 and MSCI Zhong Hua (Free) after 1/6/2000
Source: Baring Asset Management as at 12/31/2009
Rolling Year Cumulative NAV Performance to December 31, 2009
* Includes the effect of dividend payment and rights issue payment
** MSCI China (Free) before 1/6/2000 and MSCI Zhong Hua (Free) after 1/6/2000
Source: Baring Asset Management as at 12/31/2009
5
The Greater China Fund, Inc.
Annual Report of the Investment Manager
Concluded
Economic and Strategy Review
Our investment strategy in 2009 was to focus on companies that could deliver strong earnings surprise. We rebuilt positions in selective mid-cap stocks which
we believed would deliver much stronger earnings growth than the market. In addition, we increased exposure to the consumer sector which is becoming a key driver of Chinas economic growth. However, we remain cautious on some consumer staples
companies with high price-to-earnings multiples. Throughout the year, the Fund retained a bias towards quality companies with good cash flow and balance sheet strength which should also benefit from the secular demand growth resulting from
consumption and infrastructure spending in China.
We remain bullish on Chinas long-term growth. We are aware of the looming inflation
pressure and the potential modification of the current monetary policy stance. However, we believe that stock market valuations remain reasonable and earnings revisions also look supportive. Overall, the macroeconomic backdrop leads us to maintain
the pro-growth stance in the Fund. Despite higher market volatility, any corrections in the market could prove to be good opportunities to accumulate positions.
As far as other regions are concerned, we believe the fundamental backdrop of the Hong Kong economy remains strong as evidenced by its robust labor market and the rebound in retail sales, particularly
during recent months. Nevertheless, the underweighting in Hong Kong in the MSCI index context is retained given that we do not see a strong catalyst for the financial and property sector to go up further. However, we are positive on selective
exporters.
We have turned slightly more positive on Taiwans market given the improving outlook for the technology sector. In addition,
an improving cross-strait relationship should favor asset rich companies in Taiwan. We continue to look for stock specific ideas which should benefit from these themes.
Overall, we expect that the sound growth fundamentals of China will continue to attract new funds from global and regional investors.
Baring Asset Management (Asia) Ltd.
January 2010
6
The Greater China Fund, Inc.
This letter is intended to assist shareholders in understanding how the Fund performed during the fiscal year ended December 31, 2009 and reflects the
Investment Managers views at the time of its writing. Of course, these views may change in response to changing circumstances and they do not guarantee the future performance of the markets or the Fund. We encourage you to consult your
financial advisor regarding your personal investment program.
7
The Greater China Fund, Inc.
Top Ten Equity Holdings (Unaudited)
As of
December 31, 2009
|
|
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Percentage of
Net Assets
|
|
Industrial & Commercial Bank of China Ltd. H
|
|
3.5
|
%
|
|
|
CNPC Hong Kong Ltd.
|
|
3.2
|
|
|
|
China Life Insurance Co. Ltd. H
|
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3.2
|
|
|
|
China Construction Bank H
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|
3.1
|
|
|
|
Sun Hung Kai Properties Ltd.
|
|
3.0
|
|
|
|
Tencent Holdings Ltd.
|
|
2.5
|
|
|
|
Foxconn Technology Co. Ltd.
|
|
2.3
|
|
|
|
China Shenhua Energy Co. Ltd. H
|
|
2.1
|
|
|
|
CNOOC Ltd.
|
|
2.1
|
|
|
|
China Mengniu Dairy Co. Ltd.
|
|
2.0
|
|
Total
|
|
27.0
|
%
|
8
The Greater China Fund, Inc.
Industry Diversification (Unaudited)
As of
December 31, 2009
|
|
|
|
|
|
Percentage of
Net Assets
|
|
EQUITIES
|
|
|
|
|
|
Commodities
|
|
11.1
|
%
|
|
|
Consumption
|
|
13.7
|
|
|
|
Energy
|
|
10.2
|
|
|
|
Financials
|
|
23.3
|
|
|
|
Machinery & Engineering
|
|
5.3
|
|
|
|
Miscellaneous
|
|
5.5
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|
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|
Real Estate
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|
12.9
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|
|
|
Technology
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|
5.2
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|
|
|
Telecommunication
|
|
5.0
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|
|
|
Transportation
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|
4.8
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|
|
|
Utilities
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|
1.6
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|
|
|
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|
TOTAL EQUITIES
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98.6
|
|
|
|
SHORT-TERM INVESTMENT
|
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1.1
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|
|
|
INVESTMENT OF CASH COLLATERAL
FROM SECURITIES LOANED
|
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10.1
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|
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|
|
|
TOTAL INVESTMENTS
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109.8
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|
|
|
LIABILITIES, IN EXCESS OF CASH
AND OTHER ASSETS
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(9.8
|
)
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|
|
|
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NET ASSETS
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100.0
|
%
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|
|
|
|
9
The Greater China Fund, Inc.
Portfolio of Investments
December 31, 2009
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|
|
|
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Shares
|
|
Description
|
|
Value
(Note 1)
|
|
|
EQUITIES - 98.6%
|
|
|
|
|
|
CHINA - 57.6%
|
|
|
|
|
|
Commodities - 7.6%
|
|
|
|
1,350,000
|
|
Aluminum Corporation of China Ltd. H (1)
|
|
$
|
1,488,577
|
2,582,000
|
|
Angang New Steel Co. Ltd. H (1)
|
|
|
5,700,742
|
352,000
|
|
Anhui Conch Cement Co. Ltd. H (1)
|
|
|
2,265,242
|
3,555,000
|
|
China National Materials Co. Ltd. H (1) (2)
|
|
|
2,645,372
|
1,664,000
|
|
China Resources Cement Holding Ltd. (2)
|
|
|
826,200
|
1,138,000
|
|
Jiangxi Copper Co. Ltd. H (1)
|
|
|
2,694,551
|
6,302,000
|
|
Sinofert Holdings Ltd. (1)
|
|
|
3,527,277
|
1,530,000
|
|
Yanzhou Coal Mining Co. Ltd. H
|
|
|
3,385,947
|
2,902,000
|
|
Zijin Mining Group Co. Ltd. H
|
|
|
2,776,980
|
|
|
|
|
|
|
|
|
|
|
|
25,310,888
|
|
|
|
|
|
|
|
|
Consumption - 5.2%
|
|
|
|
44,900
|
|
Ctrip.com International Ltd. (ADR)
|
|
|
3,226,514
|
4,184,000
|
|
Denway Motors Ltd.
|
|
|
2,665,570
|
3,474,000
|
|
Dongfeng Motor Group Co. Ltd. H
|
|
|
5,008,908
|
86,700
|
|
New Oriental Education & Technology Group, Inc. (ADR) (2)
|
|
|
6,555,387
|
|
|
|
|
|
|
|
|
|
|
|
17,456,379
|
|
|
|
|
|
|
|
|
Energy - 8.4%
|
|
|
|
1,461,500
|
|
China Shenhua Energy Co. Ltd. H
|
|
|
7,162,322
|
4,420,000
|
|
CNOOC Ltd.
|
|
|
6,954,301
|
8,080,000
|
|
CNPC Hong Kong Ltd.
|
|
|
10,753,812
|
2,568,000
|
|
PetroChina Co. Ltd. H
|
|
|
3,086,614
|
|
|
|
|
|
|
|
|
|
|
|
27,957,049
|
|
|
|
|
|
|
|
|
Financials - 20.0%
|
|
|
|
2,699,500
|
|
BOC Hong Kong Holdings Ltd.
|
|
|
6,127,275
|
6,125,000
|
|
China CITIC Bank H
|
|
|
5,237,102
|
12,156,000
|
|
China Construction Bank H
|
|
|
10,456,538
|
2,145,000
|
|
China Life Insurance Co. Ltd. H
|
|
|
10,608,746
|
2,349,999
|
|
China Merchants Bank Co. Ltd. H (1)
|
|
|
6,167,420
|
1,444,500
|
|
China Minsheng Banking Corp., Ltd. H (1) (2)
|
|
|
1,624,447
|
1,531,400
|
|
China Taiping Insurance Holdings Co. Ltd. (2)
|
|
|
4,957,169
|
14,069,000
|
|
Industrial & Commercial Bank of China Ltd. H
|
|
|
11,684,779
|
1,976,000
|
|
Industrial & Commercial Bank of China (Asia) Ltd.
|
|
|
4,306,704
|
625,500
|
|
Ping An Insurance (Group) Co. of China Ltd. H (1)
|
|
|
5,485,391
|
|
|
|
|
|
|
|
|
|
|
|
66,655,571
|
|
|
|
|
|
|
|
|
Machinery & Engineering - 2.9%
|
|
|
|
9,423,200
|
|
China State Construction International Holdings Ltd. (1)
|
|
|
4,010,364
|
2,697,000
|
|
Zhuzhou CSR Times Electric Co. Ltd. H
|
|
|
5,530,310
|
|
|
|
|
|
|
|
|
|
|
|
9,540,674
|
|
|
|
|
|
|
|
|
Miscellaneous - 0.9%
|
|
|
|
856,000
|
|
Sinopharm Medicine Holding Co., Ltd. H (1) (2)
|
|
|
3,041,353
|
|
|
|
|
|
|
See Notes to Financial
Statements.
10
The Greater China Fund, Inc.
|
|
|
|
|
|
Shares
|
|
Description
|
|
Value
(Note 1)
|
|
|
Real Estate - 4.9%
|
|
|
|
2,294,441
|
|
China Overseas Land & Investment Ltd. (1)
|
|
$
|
4,852,797
|
1,760,000
|
|
China Resources Land Ltd.
|
|
|
4,003,895
|
2,007,000
|
|
Poly (Hong Kong) Investments Ltd.
|
|
|
2,515,852
|
3,359,000
|
|
Yanlord Land Group Ltd.
|
|
|
5,191,802
|
|
|
|
|
|
|
|
|
|
|
|
16,564,346
|
|
|
|
|
|
|
|
|
Technology - 1.5%
|
|
|
|
7,884,000
|
|
Lenovo Group Ltd. (1)
|
|
|
4,941,449
|
|
|
|
|
|
|
|
|
Telecommunication - 2.5%
|
|
|
|
588,000
|
|
China Mobile (Hong Kong) Ltd.
|
|
|
5,524,313
|
7,204,000
|
|
China Telecom Corp. Ltd. H
|
|
|
3,010,164
|
|
|
|
|
|
|
|
|
|
|
|
8,534,477
|
|
|
|
|
|
|
|
|
Transportation - 2.1%
|
|
|
|
1,324,000
|
|
China Merchants Holdings International Co. Ltd.
|
|
|
4,311,424
|
1,872,000
|
|
China Shipping Development Co. Ltd. H
|
|
|
2,814,983
|
|
|
|
|
|
|
|
|
|
|
|
7,126,407
|
|
|
|
|
|
|
|
|
Utilities - 1.6%
|
|
|
|
3,160,000
|
|
China Longyuan Power Group Corp. H (1) (2)
|
|
|
4,091,591
|
666,599
|
|
China Resources Power Holdings Co. Ltd.
|
|
|
1,327,344
|
|
|
|
|
|
|
|
|
|
|
|
5,418,935
|
|
|
|
|
|
|
|
|
Total China
|
|
|
192,547,528
|
|
|
|
|
|
|
|
|
|
|
|
HONG KONG - 37.7%
|
|
|
|
|
|
Commodities - 2.5%
|
|
|
|
3,444,000
|
|
China Metal Recycling Holdings Ltd. (1) (2)
|
|
|
3,757,551
|
6,094,000
|
|
China Shanshui Cement Group
|
|
|
4,448,261
|
|
|
|
|
|
|
|
|
|
|
|
8,205,812
|
|
|
|
|
|
|
|
|
Consumption - 8.5%
|
|
|
|
2,766,000
|
|
Anta Sports Products Ltd.
|
|
|
4,109,378
|
1,873,000
|
|
China Mengniu Dairy Co. Ltd. (2)
|
|
|
6,703,045
|
1,836,000
|
|
CPMC Holdings Ltd. (2)
|
|
|
2,429,358
|
357,825
|
|
Esprit Holdings Ltd.
|
|
|
2,388,100
|
9,297,000
|
|
GOME Electrical Appliances Holdings Ltd. (1) (2)
|
|
|
3,381,141
|
12,136,000
|
|
PCD Stores Ltd. (2)
|
|
|
4,711,004
|
1,477,038
|
|
Ports Design Ltd. (1)
|
|
|
4,590,713
|
|
|
|
|
|
|
|
|
|
|
|
28,312,739
|
|
|
|
|
|
|
|
|
Energy - 1.8%
|
|
|
|
6,352,000
|
|
Fushan International Energy Group Ltd.
|
|
|
6,176,653
|
|
|
|
|
|
|
|
|
Financials - 3.3%
|
|
|
|
259,600
|
|
Hang Seng Bank Ltd.
|
|
|
3,840,073
|
228,500
|
|
Hong Kong Exchanges & Clearing Ltd. (1)
|
|
|
4,107,905
|
See Notes to Financial
Statements.
11
The Greater China Fund, Inc.
Portfolio of Investments
Continued
|
|
|
|
|
|
Shares
|
|
Description
|
|
Value
(Note 1)
|
|
|
Financials (continued)
|
|
|
|
317,500
|
|
Wing Hang Bank Ltd.
|
|
$
|
2,968,610
|
|
|
|
|
|
|
|
|
|
|
|
10,916,588
|
|
|
|
|
|
|
|
|
Machinery & Engineering - 2.4%
|
|
|
|
3,255,000
|
|
Sany Heavy Equipment International Holdings Co. Ltd. (2)
|
|
|
4,118,048
|
4,684,000
|
|
Techtronic Industries Company Ltd. (1)
|
|
|
3,920,423
|
|
|
|
|
|
|
|
|
|
|
|
8,038,471
|
|
|
|
|
|
|
|
|
Miscellaneous - 4.6%
|
|
|
|
208,000
|
|
Hutchison Whampoa Ltd.
|
|
|
1,432,439
|
3,536,000
|
|
Nine Dragons Paper Holdings Ltd.
|
|
|
5,700,247
|
6,758,000
|
|
Shun Tak Holdings Ltd. (1)
|
|
|
4,253,137
|
3,872,000
|
|
Skyworth Digital Holdings Ltd.
|
|
|
3,984,829
|
|
|
|
|
|
|
|
|
|
|
|
15,370,652
|
|
|
|
|
|
|
|
|
Real Estate - 8.0%
|
|
|
|
403,000
|
|
Cheung Kong Holdings Ltd.
|
|
|
5,212,876
|
9,669,000
|
|
K. Wah International Holdings Ltd.
|
|
|
3,603,718
|
3,190,500
|
|
Longfor Properties (2)
|
|
|
3,600,296
|
1,087,000
|
|
New World Development Co. Ltd.
|
|
|
2,237,349
|
666,000
|
|
Sun Hung Kai Properties Ltd.
|
|
|
9,989,077
|
386,000
|
|
Wharf Holdings Ltd.
|
|
|
2,227,675
|
|
|
|
|
|
|
|
|
|
|
|
26,870,991
|
|
|
|
|
|
|
|
|
Technology - 1.4%
|
|
|
|
2,820,000
|
|
AAC Acoustic Technologies Holdings, Inc.
|
|
|
4,662,389
|
|
|
|
|
|
|
|
|
Telecommunication - 2.5%
|
|
|
|
383,600
|
|
Tencent Holdings Ltd.
|
|
|
8,335,850
|
|
|
|
|
|
|
|
|
Transportation - 2.7%
|
|
|
|
1,243,000
|
|
MTR Corp. Ltd. (1)
|
|
|
4,296,129
|
1,000,500
|
|
Orient Overseas International Ltd.
|
|
|
4,683,765
|
|
|
|
|
|
|
|
|
|
|
|
8,979,894
|
|
|
|
|
|
|
|
|
Total Hong Kong
|
|
|
125,870,039
|
|
|
|
|
|
|
|
|
|
|
|
TAIWAN - 3.3%
|
|
|
|
|
|
Commodities - 1.0%
|
|
|
|
1,263,952
|
|
Far Eastern Textile Ltd.
|
|
|
1,580,681
|
494,000
|
|
Taiwan Fertilizer Co. Ltd.
|
|
|
1,760,700
|
|
|
|
|
|
|
|
|
|
|
|
3,341,381
|
|
|
|
|
|
|
|
|
Technology - 2.3%
|
|
|
|
500
|
|
Epistar Corp.
|
|
|
1,876
|
1,959,000
|
|
Foxconn Technology Co. Ltd.
|
|
|
7,594,685
|
|
|
|
|
|
|
|
|
|
|
|
7,596,561
|
|
|
|
|
|
|
See Notes to Financial
Statements.
12
The Greater China Fund, Inc.
|
|
|
|
|
|
|
Shares
|
|
Description
|
|
Value
(Note 1)
|
|
|
|
|
|
|
Total Taiwan
|
|
$
|
10,937,942
|
|
|
|
|
|
|
|
|
|
|
Total Equities (cost $240,940,217)
|
|
|
329,355,509
|
|
|
|
|
|
|
|
|
|
|
|
|
|
SHORT-TERM INVESTMENT - 1.1%
|
|
|
|
|
|
|
Money Market Fund (3) - 1.1%
|
|
|
|
|
3,732,933
|
|
Morgan Stanley USD Liquid Cash Reserve, 0.01%
(cost $3,732,933)
|
|
|
3,732,933
|
|
|
|
|
|
|
|
|
|
|
|
|
|
INVESTMENTS OF CASH COLLATERAL
FROM SECURITIES LOANED - 10.1%
|
|
|
|
|
|
|
Money Market Fund (3) - 10.1%
|
|
|
|
|
33,676,650
|
|
State Street Navigator Securities Lending Prime, 0.24%
(cost $33,676,650)
|
|
|
33,676,650
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments (cost $278,349,800) - 109.8%
|
|
|
366,765,092
|
|
|
|
Liabilities, in excess of cash and other assets - (9.8%)
|
|
|
(32,818,185
|
)
|
|
|
|
|
|
|
|
|
|
Net Assets - 100.0%
|
|
$
|
333,946,907
|
|
|
|
|
|
|
|
|
The following abbreviation is used in the portfolio descriptions:
ADR - American Depositary Receipt
(1)
|
All or a portion of the security is on loan. The aggregate market value of such securities is $30,705,956; cash collateral of $33,676,650 (included in liabilities) was
received with which the Fund purchased highly liquid short-term investments.
|
(2)
|
Non-income producing security.
|
(3)
|
Rates shown reflect yield at December 31, 2009.
|
Various inputs are used in determining the value of the Fund's investments. These inputs are summarized in the three broad levels listed below.
Level 1 quoted prices in active markets for identical securities.
Level 2 other
significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.)
Level 3
significant unobservable inputs (including the Fund's own assumptions in determining the fair value of investments)
The following is a
summary of the inputs used as of December 31, 2009 in valuing the Fund's assets carried at fair value:
|
|
|
|
|
|
|
|
|
|
Investments in Securities
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
Equities
|
|
|
|
|
|
|
|
|
|
China
|
|
$
|
192,547,528
|
|
$
|
|
|
$
|
|
Hong Kong
|
|
|
125,870,039
|
|
|
|
|
|
|
Taiwan
|
|
|
10,937,942
|
|
|
|
|
|
|
Money Market Funds
|
|
|
37,409,583
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments in Securities
|
|
$
|
366,765,092
|
|
$
|
|
|
$
|
|
Other Financial Instruments
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$
|
366,765,092
|
|
$
|
|
|
$
|
|
|
|
|
|
|
|
|
|
|
|
See Notes to Financial Statements.
13
The Greater China Fund, Inc.
Portfolio of Investments
Concluded
The following is a reconciliation of assets in which significant unobservable
inputs (Level 3) were used in determining fair value:
|
|
|
|
|
|
|
Investments
in Securities
|
|
Balance as of 12/31/08
|
|
$
|
2,012,851
|
|
Realized gain (loss)
|
|
|
(1,726,651
|
)
|
Change in unrealized appreciation (depreciation)
|
|
|
1,982,769
|
|
Net purchases (sales)
|
|
|
(2,268,969
|
)
|
Transfers in and/or out of Level 3
|
|
|
|
|
|
|
|
|
|
Balance as of 12/31/09
|
|
$
|
|
|
|
|
|
|
|
See Notes to Financial
Statements.
14
The Greater China Fund, Inc.
The Fund invested in derivative instruments during the reporting period. The primary types of risk associated with derivative instruments are commodity
risk, credit risk, equity risk, foreign exchange risk and interest rate risk. The effect of such derivative instruments on the Funds financial position and financial performance as reflected in the Statement of Assets and Liabilities and
Statement of Operations is presented in the summary below.
The Fund did not hold any derivative instruments as of December 31, 2009,
accordingly, no derivative positions were presented in the Statement of Assets and Liabilities.
The effects of derivative instruments on the
Statement of Operations for the year ended December 31, 2009:
For the year ended December 31, 2009, the Fund did not have any realized gain
or (loss) on derivatives recognized in income but did have unrealized depreciation as follows:
|
|
|
|
|
|
|
Change in Unrealized
Appreciation or
(Depreciation) on
Derivatives
Recognized in Income
|
|
Derivatives not designated
as hedging instruments, carried at
fair
value
|
|
|
Rights
|
|
Equity contracts
|
|
$
|
(76,906
|
)
|
|
|
|
|
|
See Notes to Financial Statements.
15
The Greater China Fund, Inc.
Statement of Assets and Liabilities
For the Year
Ended December 31, 2009
|
|
|
|
|
Assets
|
|
|
|
|
Investments, at value (cost $244,673,150)*
|
|
$
|
333,088,442
|
|
Investments of cash collateral from securities loaned (cost $33,676,650)
|
|
|
33,676,650
|
|
Receivable for securities sold
|
|
|
2,197,823
|
|
Foreign currency (cost $497,165)
|
|
|
500,991
|
|
Dividends and interest receivable
|
|
|
194,566
|
|
Prepaid assets
|
|
|
127,577
|
|
|
|
|
|
|
Total assets
|
|
|
369,786,049
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
Payable for cash collateral for securities loaned
|
|
|
33,676,650
|
|
Payable for securities purchased
|
|
|
1,527,233
|
|
Investment management fee payable
|
|
|
331,870
|
|
Accrued expenses
|
|
|
132,500
|
|
Professional services
|
|
|
115,131
|
|
Administration fee payable
|
|
|
55,758
|
|
|
|
|
|
|
Total liabilities
|
|
|
35,839,142
|
|
|
|
|
|
|
Net Assets
|
|
$
|
333,946,907
|
|
|
|
|
|
|
|
|
Composition of Net Assets
|
|
|
|
|
Common stock, $0.001 par value;
22,765,665 shares issued and outstanding (100,000,000 shares authorized)
|
|
$
|
22,766
|
|
Paid-in capital in excess of par
|
|
|
295,531,655
|
|
|
|
|
|
|
|
|
|
295,554,421
|
|
Undistributed net investment income
|
|
|
420,917
|
|
Accumulated net realized loss on investments and foreign currency transactions
|
|
|
(50,447,522
|
)
|
Net unrealized appreciation of investments and other assets and liabilities denominated in foreign currencies
|
|
|
88,419,091
|
|
|
|
|
|
|
Net Assets
|
|
$
|
333,946,907
|
|
|
|
|
|
|
Shares Outstanding
|
|
|
22,765,665
|
|
|
|
|
|
|
|
|
Net Asset Value Per Share
|
|
|
$14.67
|
|
|
|
|
|
|
*
|
Includes $30,705,956 of investments in securities on loan, at value.
|
See Notes to Financial Statements.
16
The Greater China Fund, Inc.
Statement of Operations
For the Year Ended
December 31, 2009
|
|
|
|
|
|
|
Investment Income
|
|
|
|
|
Dividends (net of foreign withholding taxes of $308,726)
|
|
$
|
5,196,564
|
|
Securities lending income, net
|
|
|
404,558
|
|
Interest income
|
|
|
30,099
|
|
|
|
|
|
|
Total investment income
|
|
|
5,631,221
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
Investment management fees
|
|
|
3,199,103
|
|
Administration fees
|
|
|
523,808
|
|
Directors fees and expenses
|
|
|
429,000
|
|
Professional services
|
|
|
375,000
|
|
Custodian and accounting fees
|
|
|
238,000
|
|
Insurance expense
|
|
|
159,000
|
|
Reports and notices to shareholders
|
|
|
105,000
|
|
New York Stock Exchange listing fee
|
|
|
23,750
|
|
Transfer agent fees and expenses
|
|
|
7,000
|
|
Miscellaneous expenses
|
|
|
69,797
|
|
|
|
|
|
|
Total expenses
|
|
|
5,129,458
|
|
|
|
|
|
|
Net investment income
|
|
|
501,763
|
|
|
|
|
|
|
|
|
Realized and Unrealized Gain (Loss) on
Investments and Foreign Currency Transactions
|
|
|
|
|
Net realized loss on:
|
|
|
|
|
Investments
|
|
|
(13,923,483
|
)
|
Foreign currency transactions
|
|
|
(16,926
|
)
|
|
|
|
|
|
|
|
|
(13,940,409
|
)
|
Net change in unrealized appreciation (depreciation) of:
|
|
|
|
|
Investments
|
|
|
146,745,637
|
|
Foreign currencies
|
|
|
(3,202
|
)
|
|
|
|
|
|
|
|
|
146,742,435
|
|
Net realized and unrealized gain (loss) on investments and foreign currency transactions
|
|
|
132,802,026
|
|
|
|
|
|
|
Net Increase in Net Assets
from Operations
|
|
$
|
133,303,789
|
|
|
|
|
|
|
See Notes to Financial Statements.
17
The Greater China Fund, Inc.
Statement of Changes in Net Assets
|
|
|
|
|
|
|
|
|
|
|
For the
Year Ended
December 31,
2009
|
|
|
For the
Year Ended
December 31,
2008
|
|
Increase (Decrease) from Operations
|
|
|
|
|
|
|
|
|
Net investment income
|
|
$
|
501,763
|
|
|
$
|
2,842,396
|
|
Net realized loss on:
|
|
|
|
|
|
|
|
|
Investments
|
|
|
(13,923,483
|
)
|
|
|
(34,645,827
|
)
|
Foreign currency transactions
|
|
|
(16,926
|
)
|
|
|
(258,671
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
(13,940,409
|
)
|
|
|
(34,904,498
|
)
|
Net change in unrealized appreciation (depreciation) of:
|
|
|
|
|
|
|
|
|
Investments
|
|
|
146,745,637
|
|
|
|
(218,122,373
|
)
|
Foreign currencies
|
|
|
(3,202
|
)
|
|
|
(149,713
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
146,742,435
|
|
|
|
(218,272,086
|
)
|
Total increase (decrease) from operations
|
|
|
133,303,789
|
|
|
|
(250,334,188
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends and Distributions to Shareholders from:
|
|
|
|
|
|
|
|
|
Dividends paid from net investment income and net realized gain from foreign currency transactions
|
|
|
(1,866,785
|
)
|
|
|
|
|
Distributions paid from net realized gain on investments
|
|
|
|
|
|
|
(112,074,762
|
)
|
|
|
|
|
|
|
|
|
|
Total dividends and distributions to shareholders
|
|
|
(1,866,785
|
)
|
|
|
(112,074,762
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stock Transactions
|
|
|
|
|
|
|
|
|
Reinvestment of dividends resulting in issuance of common stock
|
|
|
|
|
|
|
78,435,996
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in net assets from capital stock transactions
|
|
|
|
|
|
|
78,435,996
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in net assets
|
|
|
131,437,004
|
|
|
|
(283,972,954
|
)
|
|
|
|
Net Assets
|
|
|
|
|
|
|
|
|
Beginning of year
|
|
|
202,509,903
|
|
|
|
486,482,857
|
|
|
|
|
|
|
|
|
|
|
End of year (including undistributed net investment income of $420,917 and $1,846,742, respectively)
|
|
$
|
333,946,907
|
|
|
$
|
202,509,903
|
|
|
|
|
|
|
|
|
|
|
See Notes to Financial
Statements.
18
The Greater China Fund, Inc.
Notes to Financial Statements
Note 1.
|
|
Organization and Significant Accounting Policies
|
The Greater China Fund, Inc. (the Fund) was incorporated in Maryland on May 11, 1992, as a non-diversified, closed-end management investment company. The Funds investment objective
is to seek long-term capital appreciation by investing substantially all of its assets in listed equity securities of companies that derive or are expected to derive a significant portion of their revenues from goods produced or sold or investments
made or services performed in China. Investment operations commenced on July 23, 1992.
In the normal course of business, the Fund may
enter into contracts that contain a variety of representations or that provide general indemnification for certain liabilities. The Funds maximum exposure under these arrangements is unknown, as this would involve future claims that may be
made against the Fund that have not yet occurred. However, the Fund has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.
The preparation of financial statements in accordance with U.S. generally accepted accounting principles requires the Funds management to make estimates and assumptions that affect the reported
amounts and disclosures in the financial statements. Actual results could differ from those estimates. The following is a summary of significant accounting policies followed by the Fund:
Valuation of Investments
Securities listed on a securities exchange are
valued at the last sale price on such exchange on the day of valuation or, if there was no sale on such day, at the mean between the last reported bid and ask prices, or at the last bid price on such day in the absence of an asked price. Securities
traded via Nasdaq are valued at the Nasdaq official closing price (NOCP) on the day of valuation, or if there was no NOCP, at the last sale price. Securities that are actively traded in the over-the-counter market, including listed
securities for which the primary market is believed by Baring Asset Management (Asia) Ltd. to be over-the- counter, are valued at market value using prices provided by an independent pricing agent or principal market maker. Securities for which
reliable market quotations are not readily available, or whose values have been affected by events occurring after the close of the securitys foreign market and before the Funds normal pricing time, are valued at fair value in accordance
with the Board of Directors approved fair valuation procedures. When determining the fair valuation of securities, some of the factors influencing the valuation include: the nature of any restrictions on disposition of the securities;
assessment of the general liquidity of the securities; the issuers financial condition and the markets in which it does business; the cost of the investment; the size of the holding and the capitalization of the issuer; the prices of any
recent transactions or bids/offers for such securities or any comparable securities; any available analyst media or other reports or information deemed reliable by the Investment Manager regarding the issuer or the markets or industry in which
it operates. Using fair value to price
19
The Greater China Fund, Inc.
Notes to Financial Statements
Continued
securities may result in a value that is different from a securitys most recent closing price and from the price used by other mutual funds to calculate their net asset values.
Short-term securities of sufficient credit quality which mature in more than 60 days are valued at current market quotations. Short-term securities which
mature in 60 days or less are valued at amortized cost.
Investments in mutual funds are valued at their net asset value on the date the New
York Stock Exchange is open for trading.
Foreign currency exchange rates are generally determined prior to the close of the New York Stock
Exchange (NYSE) . Occasionally, events affecting the value of foreign investments and such exchange rates occur between the time at which they are determined and the close of the NYSE, which will not be reflected in the computation of
the Funds net asset value. If events materially affecting the value of such securities or currency exchange rates occur during such time periods, the securities will be valued at their fair value as determined in good faith by or under the
direction of the Board of Directors.
The Fund may hold warrants or rights acquired either through a direct purchase, included as part of a
private placement, or pursuant to corporate actions. Warrants and rights entitle the holder to buy a proportionate amount of common stock at a specific price and time through the expiration dates. Such warrants and rights are held as long positions
by the Fund until exercised, sold or expired. Warrants and rights are valued at fair value in accordance with the Board of Directors approved fair valuation procedures.
Investment Transactions and Investment Income
Investment transactions are
recorded on the trade date. Realized gains and losses from investment and foreign currency transactions are calculated using the identified cost method. Dividend income is recorded on the ex-dividend date. Interest income and expenses are recorded
on an accrual basis. Expenses are recorded on the accrual basis which may require the use of certain estimates by management. Actual results could differ from such estimates.
Foreign Currency Translation
The books and records of the Fund are
maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars using WM/Reuters closing spot rates as of 4:00 p.m. London time on the following basis:
(i)
|
the foreign currency market value of investments and other assets and liabilities denominated in foreign currency are translated at the closing rate of exchange on the
valuation date; and
|
(ii)
|
purchases and sales of investments, income and expenses are translated at the rate of exchange prevailing on the respective dates of such transactions.
|
20
The Greater China Fund, Inc.
The resulting net foreign currency gain or loss is included in the Statement of Operations.
The Fund does not generally isolate the effects of fluctuations in foreign rates from the effects of fluctuations in the market prices of securities. Accordingly, such currency gain or loss is included in
net realized gain or loss on investments. However, the Fund does not isolate the effect of fluctuations in foreign exchange rates when determining the realized gain or loss upon the sale or maturity of any foreign currency-denominated debt
obligations pursuant to U.S. federal tax regulations; such amounts are categorized as realized foreign currency transaction gain or loss for both financial reporting and income tax reporting purposes.
Net foreign currency gain or loss from valuing foreign currency denominated assets and liabilities at period end exchange rates is reflected as a component
of net unrealized appreciation or depreciation of investments and other assets and liabilities denominated in foreign currency on the Statement of Operations. Net realized foreign currency gain or loss is treated as ordinary income (loss) for income
tax reporting purposes.
Dividends and Distributions
Dividends and distributions to shareholders are recorded on the ex-dividend date. The amounts of dividends and distributions from net investment income and net realized gains are determined in accordance
with federal income tax regulations, which may differ from U.S. generally accepted accounting principles. These book/tax differences are considered either temporary or permanent in nature. To the extent these differences are permanent in
nature, such amounts are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences do not require reclassification.
Tax
It is the Funds intention to continue to meet the requirements
of the U.S. Internal Revenue Code applicable to regulated investment companies and to distribute all of its taxable income and gain to shareholders. Therefore, no federal income tax provision is required.
Withholding taxes on foreign dividends, interest and capital gains is accrued in accordance with the applicable jurisdictions tax rules and rates,
which generally range between 0-20% of such income amounts.
Note 2.
|
|
Concentration of Risk
|
The Fund may have elements of risk, not typically associated with investments in the United States, due to concentrated investments in specific industries or investments in foreign issuers located in a specific country or region. Such
concentrations may subject the Fund to additional risks resulting from future political or economic conditions in
21
The Greater China Fund, Inc.
Notes to Financial Statements
Continued
such country or region and the possible imposition of adverse governmental laws or currency exchange restrictions affecting such country or region, which could cause the securities and their
markets to be less liquid and prices more volatile than those of comparable United States companies.
Note 3.
|
|
Investment Management and Administration Agreements
|
The Fund has an investment management agreement (the Investment Management Agreement) with Baring Asset Management (Asia) Ltd. (the Investment Manager), an indirect wholly-owned
subsidiary of Massachusetts Mutual Life Insurance Company (MassMutual). MassMutual is a diversified financial services business. Under the terms of the Investment Management Agreement, the Investment Manager manages the Funds
investments in accordance with the Funds investment objectives, policies and restrictions, and makes investment decisions on behalf of the Fund, including the selection of and the placing of orders with broker-dealers to execute portfolio
transactions on behalf of the Fund. As compensation for its services, the Investment Manager receives a monthly fee, computed weekly, at an annual rate of 1.25% of the Funds average weekly net assets up to $250 million and 1.00% of such net
assets in excess of $250 million.
Prudential Investments LLC (the Administrator), has an administration agreement (the
Administration Agreement) with the Fund. Under the terms of the Administration Agreement, the Administrator provides certain administrative services to the Fund. As compensation for its services, the Administrator receives a monthly fee,
computed weekly, at an annual rate of 0.20% of the Funds average weekly net assets.
The Board of Directors has appointed an employee of
the Administrator to serve as Chief Compliance Officer of the Fund to perform duties required in accordance with the requirements of Rule 38a-1 of the Investment Company Act.
Note 4.
|
|
Securities Lending
|
The
Fund may lend up to 27.5% of its total assets to qualified broker-dealers or institutional investors. Under the terms of the securities lending agreement, the securities on loan are secured at all times by cash, cash equivalents or U.S. government
securities in an amount at least equal to 105% of the market value of the foreign securities on loan, which are marked-to-market daily. The Fund will regain record ownership of loaned securities to exercise certain beneficial rights;
however, the Fund may bear the risk of delay in recovery of, or even loss of rights in, the securities loaned should the borrower fail financially. The Fund receives compensation for lending its securities from interest or dividends earned on the
cash, cash equivalents and U.S. government
22
The Greater China Fund, Inc.
securities held as collateral, net of fee rebates paid to the borrower plus reasonable administrative and custody fees. The Funds lending agent is State Street Bank & Trust Company.
For the year ended December 31, 2009, the Fund earned $404,558 due to securities lending. State Street Bank & Trust Company earned
$134,872 in compensation as the Funds lending agent.
Note 5.
|
|
Purchases and Sales of Securities
|
For the year ended December 31, 2009, aggregate purchases and sales of portfolio securities, excluding short-term securities, were $269,239,489 and $268,508,901, respectively.
Note 6.
|
|
Distributions and Tax Information
|
Distributions to shareholders are determined in accordance with United States federal income tax regulations, which may differ from generally accepted accounting principles. In order to present undistributed net investment income and
accumulated net realized loss on investments and foreign currency transactions on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to undistributed net investment income and
accumulated net realized loss on investments and foreign currency transactions. For the year ended December 31, 2009, the adjustments were to decrease undistributed net investment income and decrease accumulated net realized loss on investments and
foreign currency transactions by $60,803 due to differences in the treatment for book and tax purposes of certain transactions involving foreign securities and currencies and partnership investments. Net investment income, net realized loss on
investments and foreign currency transactions and net assets were not affected by this change.
For the year ended December 31, 2009, the tax
character of dividends paid were $1,866,785 of ordinary income. For the year ended December 31, 2008 the tax character of dividends and distributions paid were $29,996,032 of ordinary income and $82,078,730 of long-term capital gains.
As of December 31, 2009, the accumulated undistributed earnings on a tax basis was $420,917 of ordinary income.
As of December 31, 2009, the Fund had a capital loss carryforward for tax purposes of approximately $43,580,000 of which $18,834,000 expires in 2016 and
$24,746,000 expires in 2017. No capital gains distribution is expected to be paid to shareholders until net gains have been realized in excess of such carryforward.
The Fund incurred capital losses from November 1, 2009 to December 31, 2009 of approximately $1,902,000, which it will defer in the current fiscal year and recognize in the fiscal year ending
December 31, 2010.
23
The Greater China Fund, Inc.
Notes to Financial Statements
Concluded
The United States federal income tax basis of the Funds investments and
the net unrealized appreciation on a tax basis as of December 31, 2009 were as follows:
|
|
|
|
|
|
|
Tax Basis
|
|
Appreciation
|
|
Depreciation
|
|
Net
Unrealized
Appreciation
|
$283,315,302
|
|
$86,723,206
|
|
$(3,273,416)
|
|
$83,449,790
|
The difference between book
basis and tax basis is attributable to deferred losses on wash sales.
The adjusted net unrealized appreciation on a tax basis was $83,453,589
which included other tax basis adjustments of $3,799 that were primarily attributable to appreciation of foreign currency and mark-to-market of receivables and payables.
Management has analyzed the Funds tax positions taken on federal income tax returns for all open tax years and has concluded that as of December 31, 2009, no provision for income tax would be
required in the Funds financial statements. The Funds federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal
Revenue Service and state departments of revenue.
There are
100,000,000 shares of $0.001 par value capital stock authorized. For the year ended December 31, 2009, there were no transactions in shares of common stock. For the year ended December 31, 2008, the Fund issued 5,937,623 shares in connection
with the Funds stock dividend.
Note 8.
|
|
New Accounting Pronouncement
|
In January 2010, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2010-06 Improving Disclosures about Fair Value Measurements. ASU 2010-06 will require
reporting entities to make new disclosures about amounts and reasons for significant transfers in and out of Level 1 and Level 2 fair value measurements and input and valuation techniques used to measure fair value for both recurring and
nonrecurring fair value measurements that fall in either Level 2 or Level 3, and information on purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements. The new and revised disclosure is
effective for interim and annual reporting periods beginning after December 15, 2009 except for the disclosures about purchases, sales, issuances, and settlements in the roll forward of activity in Level 3 fair value measurements, which are
effective for fiscal years beginning after December 15, 2010. At this time, management is evaluating the implications of ASU No. 2010-06 and its impact on the financial statements has not been determined.
24
The Greater China Fund, Inc.
Note 9.
|
|
Subsequent Events
|
Management has evaluated the impact of all subsequent events on the Fund through February 22, 2010, the date the financial statements were issued, and has determined that there were no subsequent events requiring recognition or disclosure
in the financial statements.
25
The Greater China Fund, Inc.
Financial Highlights
|
|
|
|
|
|
|
|
|
For the Year Ended
December 31,
|
|
|
|
2009
|
|
Per Share Operating Performance:
|
|
|
|
|
Net asset value, beginning of year
|
|
$
|
8.90
|
|
|
|
|
|
|
Increase From Investment Operations
|
|
|
|
|
Net investment income
|
|
|
0.02
|
|
Net realized and unrealized gain (loss) on investments and foreign
currency transactions
|
|
|
5.83
|
|
|
|
|
|
|
Total from investment operations
|
|
|
5.85
|
|
|
|
|
|
|
Dividends and Distributions to Shareholders
|
|
|
|
|
Dividends from net investment income and net realized gain from foreign
currency transactions
|
|
|
(0.08
|
)
|
Distributions from net realized gain
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.08
|
)
|
|
|
|
|
|
Fund Share Transactions
|
|
|
|
|
Dilutive effect resulting from issuance of shares in stock
dividend
|
|
|
|
|
Dilutive effect of rights offering
|
|
|
|
|
Offering costs charged to paid-in capital in excess of
par
|
|
|
|
|
|
|
|
|
|
Total of share transactions
|
|
|
|
|
|
|
|
|
|
|
|
Net asset value, end of year
|
|
$
|
14.67
|
|
|
|
|
|
|
Market value, end of year
|
|
$
|
13.92
|
|
|
|
|
|
|
Total Investment Return (1)
|
|
|
68.40
|
%
|
|
|
|
|
|
Ratios/Supplemental Data
|
|
|
|
|
Net assets, end of year (000's omitted)
|
|
$
|
333,947
|
|
Ratio of expenses to average net assets
|
|
|
1.96
|
%
|
Ratio of net investment income to average net assets
|
|
|
0.19
|
%
|
Portfolio turnover
|
|
|
105
|
%
|
*
|
Based on average shares outstanding.
|
**
|
Amount represents less than $0.005 per share.
|
(1)
|
Total investment return is calculated assuming a purchase of common stock at the current market price on the first day of each year reported and a sale at the current
market price on the last day of each period reported, and assuming reinvestment of dividends and other distributions at prices obtained under the Funds Dividend Reinvestment Plan. Total investment return does not reflect brokerage commissions
or the deduction of taxes that a shareholder would pay on Fund distributions or redemption of Fund shares.
|
26
The Greater China Fund, Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Years Ended
December 31,
|
|
2008
|
|
|
2007
|
|
|
2006
|
|
|
2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
28.91
|
|
|
$
|
24.50
|
|
|
$
|
14.93
|
|
|
$
|
17.18
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
0.15
|
*
|
|
|
|
**
|
|
|
0.13
|
|
|
|
0.19
|
*
|
|
(13.45
|
)
|
|
|
17.55
|
|
|
|
12.09
|
|
|
|
1.47
|
*
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(13.30
|
)
|
|
|
17.55
|
|
|
|
12.22
|
|
|
|
1.66
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
|
|
(0.45
|
)
|
|
|
(0.43
|
)
|
|
(6.66
|
)
|
|
|
(13.11
|
)
|
|
|
(2.20
|
)
|
|
|
(2.25
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(6.66
|
)
|
|
|
(13.14
|
)
|
|
|
(2.65
|
)
|
|
|
(2.68
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.05
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1.04
|
)
|
|
|
|
|
|
|
|
|
|
|
**
|
|
|
(0.19
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.05
|
)
|
|
|
|
|
|
|
|
|
|
|
(1.23
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
8.90
|
|
|
$
|
28.91
|
|
|
$
|
24.50
|
|
|
$
|
14.93
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
8.32
|
|
|
$
|
24.81
|
|
|
$
|
31.48
|
|
|
$
|
13.04
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(49.56
|
)%
|
|
|
20.59
|
%
|
|
|
168.90
|
%
|
|
|
(0.72
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
202,510
|
|
|
$
|
486,483
|
|
|
$
|
411,539
|
|
|
$
|
250,677
|
|
|
2.01
|
%
|
|
|
1.62
|
%
|
|
|
1.86
|
%
|
|
|
2.09
|
%
|
|
0.93
|
%
|
|
|
0.01
|
%
|
|
|
0.66
|
%
|
|
|
1.04
|
%
|
|
133
|
%
|
|
|
85
|
%
|
|
|
114
|
%
|
|
|
140
|
%
|
27
The Greater China Fund, Inc.
Report of Independent Registered Public Accounting Firm
The Board of Directors and Shareholders
The
Greater China Fund, Inc.:
We have audited the accompanying statement of assets and liabilities of The Greater China Fund, Inc. (hereafter
referred to as the Fund), including the portfolio of investments, as of December 31, 2009, and the related statement of operations for the year then ended, and the statement of changes in net assets for each of the years in the
two-year period then ended and financial highlights for each of the years in the three-year period then ended. These financial statements and financial highlights are the responsibility of the Funds management. Our responsibility is to express
an opinion on these financial statements and financial highlights based on our audit. The financial highlights for each of the years in the two-year period ended December 31, 2006 were audited by another independent registered public accounting
firm, whose report dated February 20, 2007, expressed an unqualified opinion thereon.
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 December 31, 2009, by
correspondence with the custodian, transfer agent and brokers or by other appropriate auditing procedures where replies from brokers were not received. 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 The Greater China Fund, Inc. as of December 31, 2009, and the results of its
operations, the statement of changes in net assets and financial highlights for the periods described in the first paragraph above, in conformity with U.S. generally accepted accounting principles.
New York, New York
February 22, 2010
28
The Greater China Fund, Inc.
Supplemental Information (Unaudited)
Board of Directors
The Fund
is governed by a Board of Directors each of whom serves for a three year term, and may be re-elected to additional terms. The table below shows, for each Director or Officer, his name and age, the position held with the Fund, the length of time
served as a Director or Officer of the Fund, the Directors or Officers principal occupations during the last five years, and other directorships held by such Director.
Non-Interested Directors
|
|
|
|
|
|
|
|
|
|
|
Name, address (age)
|
|
Position(s)
Held with the
Fund;
Length
of Time Served
|
|
Principal Occupation(s) and Other
Directorships Held
During Past 5 Years
|
|
Number of
Portfolios
in Fund
Complex
Overseen
by Director**
|
Edward Y. Baker (75)
15 Artinger Court
Toronto, Ontario
Canada, M3B 1J9
|
|
Chairman of Board and Director since 1992
|
|
Investment Consultant; Chairman, Board of Trustees, Rogers Sugar Income Fund (through January 2010); previously President and Chief Executive Officer, HOOPP Investment Management
Limited and Chief Investment Officer, Hospitals of Ontario Pension Plan.
|
|
1
|
|
|
|
|
Vincent Duhamel (45)
SAIL Advisers Limited
Suite 5701, 57th
Floor,
Cheung Kong Center
2 Queens Road
Central Hong Kong
|
|
Director since 2009
|
|
Chief Executive Officer of SAIL Advisors Limited; President of SAIL Alternative Research Inc.; previously Managing Director at Goldman
Sachs in Hong Kong; previously Chief Executive for Asia of State Street Global Advisors
|
|
1
|
|
|
|
|
John A. Hawkins (67)
HSBC Securities Services (Guernsey) Ltd.
Arnold
House
St Julians Avenue
St
Peter Port Guernsey
GY1 3NF
Channel
Islands
|
|
Chairman of Audit Committee and Director since 1992
|
|
Previously Executive Vice President Private Clients with The Bank of Bermuda Ltd.; Director of HSBC Investment Solutions; SR Global Fund Inc.; MW Japan Fund Ltd.
|
|
1
|
|
|
|
|
C. William Maher (48)
15050 Saddlebrook Lane
Poway, CA
92064
|
|
Director since 2003
|
|
Formerly, Managing Director and Chief Financial Officer of LPL Financial; previously Managing Director of Nicholas Applegate Capital Management.
|
|
1
|
|
|
|
|
Jonathan J.K. Taylor (66)
Dragon Partners Ltd.
41 Burlington Road
London SW6 4NH
England
|
|
Director since 1992
|
|
Chairman and Managing Director of Dragon Partners Limited (consulting for investment managers); Chairman, Schroder Japan Growth Fund Plc; Director, Onyx Country Estates Limited
(family property company); Member, International Advisory Board of Datawind Net Access Corporation.
|
|
1
|
|
|
|
|
Tak Lung Tsim (63)
6B Century Tower One
1 Tregunter Path
Hong Kong
|
|
Director since 1992
|
|
Principal, T.L. Tsim & Associates Ltd. (macropolitical analysis); Member of Li Po Chun United World College of Hong Kong; Director of
Playmates Holdings Limited (toy company); Director of Asia Cement (China) Holdings Corporation.
|
|
1
|
29
The Greater China Fund, Inc.
Supplemental Information (Unaudited)
Continued
Interested Director
|
|
|
|
|
|
|
|
|
|
|
Name, address (age)
|
|
Position(s)
Held with the
Fund;
Length
of Time Served
|
|
Principal Occupation(s) and Other
Directorships Held
During Past 5 Years
|
|
Number
of
Portfolios
in Fund
Complex
Overseen
by Director**
|
John A. Bult (73)*
1285 Avenue of the Americas
37th Floor
New York, NY 10019
|
|
Director since 1992
|
|
Chairman of PaineWebber International Inc.; Director of The Germany Fund, Inc.; The New Germany Fund, Inc.; The Central Europe and Russia
Fund, Inc.
|
|
1
|
*
|
This Director is considered by the Fund and its counsel to be as interested person (which as used in this annual report is as defined in the Investment
Company Act of 1940, as amended) of the Fund or of the Funds Investment Manager. Mr. Bult is deemed to be an interested person due to his affiliation with affiliates of UBS Securities LLC, the lead manager of the underwriting syndicate in
connection with the initial public offering of the Funds shares and the dealer manager for past rights offerings by the Fund.
|
Officers
|
|
|
|
|
|
|
|
|
|
|
Name, address (age)
|
|
Position(s)
Held with the
Fund;
Length
of Time Served
|
|
Principal Occupation or Employment and
Directorships in
Publicly Held Companies
|
|
Number
of
Portfolios
in Fund
Complex
Overseen
by Officer**
|
Brian Corris (51)
Baring Asset Management
155 Bishopsgate
London EC2M 3XY
England
|
|
President since 2008
|
|
Director of Institutional Group of Barings Asset Management; Joined Baring Asset Management in 2005; formerly Head of Institutional Pension Funds at Isis Asset Management,
previously worked at Citigroup Asset Management, Credit Lyonnaise Securities (USA), Indosuez Capital Securities, James Capel & Co and Barclays de Zoete Wedd Ltd.
|
|
2
|
|
|
|
|
Henry Chan (39)
Baring Asset Management
(Asia) Limited, Edinburgh Tower, 19th Floor,
15 Queens Road Central
Hong Kong
|
|
Vice President since 2007
|
|
Head of Asian Equities Baring Asset Management (Asia) Limited; previously at Invesco Asia Limited.
|
|
1
|
30
The Greater China Fund, Inc.
Officers
(continued)
|
|
|
|
|
|
|
|
|
|
|
Name, address (age)
|
|
Position(s)
Held with the
Fund;
Length
of Time Served
|
|
Principal Occupation or Employment and
Directorships in
Publicly Held Companies
|
|
Number of
Portfolios
in
Fund
Complex
Overseen
by Officer**
|
Grace C. Torres (50)
Prudential Investments LLC
Gateway Center Three
100 Mulberry Street
Newark, New Jersey 07102
|
|
Treasurer and Principal Financial and Accounting Officer and Vice President since 2007
|
|
Treasurer and Principal Financial and Accounting Officer on Prudential Funds, Strategic Partner, Prudential Series Funds and Advanced Series Trust; Assistant Treasurer and Senior
Vice President of Prudential Investments; Assistant Treasurer and Vice President of AST Investment Services, Inc.; Senior Vice President and Assistant Treasurer of Prudential Annuities Advisory Services, Inc.; formerly Senior Vice President of AST
Investment Services, Inc.
|
|
1
|
|
|
|
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Deborah A. Docs (52)
Prudential Investments LLC
Gateway Center Three
100 Mulberry Street
Newark, New Jersey 07102
|
|
Chief Legal Officer and Secretary since 2007
|
|
Vice President and Corporate Counsel of Prudential; Vice President and Assistant Secretary of PI; formerly Vice President and Assistant Secretary of AST Investment Services, Inc.;
Secretary and Chief Legal Officer of the Asia Pacific Fund, Inc. and Secretary of all Prudential sponsored mutual funds.
|
|
2
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|
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|
|
Andrew R. French (47)
Prudential Investments LLC
Gateway Center Three
100 Mulberry Street
Newark, New Jersey 07102
|
|
Assistant Secretary since 2007
|
|
Director and Corporate Counsel of Prudential; Vice President and Assistant Secretary of PI; Vice President and Assistant Secretary of PMFS; Assistant Secretary of The Asia Pacific
Fund, Inc.; formerly Senior Legal Analyst of Prudential Mutual Fund Law Department and Assistant Secretary of all Prudential sponsored mutual funds.
|
|
2
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|
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|
|
Valerie M. Simpson (51)
Prudential Investments LLC
Gateway Center Three
100 Mulberry Street
Newark, New Jersey 07102
|
|
Chief Compliance Officer
since 2007
|
|
Chief Compliance Officer of PI, AST Investment Services, Inc., and The Asia Pacific Fund, Inc.; formerly Vice President Financial Reporting for Prudential Life and Annuities
Finance.
|
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2
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|
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|
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Theresa C. Thompson (47)
Prudential Investments LLC
Gateway Center Three
100 Mulberry Street
Newark, New Jersey 07102
|
|
Deputy Chief Compliance Officer
since 2007
|
|
Vice President, Mutual Fund Compliance, PI and Director Compliance, PI; Deputy Chief Compliance Officer of The Asia Pacific Fund, Inc.
|
|
2
|
|
|
|
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Lana Lomuti (42)
Prudential Investments LLC Gateway Center Three
100
Mulberry Street Newark, New Jersey 07102
|
|
Assistant Treasurer since 2007
|
|
Vice President and Director within Prudential Mutual Fund Administration.
|
|
1
|
31
The Greater China Fund, Inc.
Supplemental Information (Unaudited)
Continued
Officers
(concluded)
|
|
|
|
|
|
|
|
|
|
|
Name, address (age)
|
|
Position(s)
Held with the
Fund;
Length
of Time Served
|
|
Principal Occupation or Employment and
Directorships in
Publicly Held Companies
|
|
Number of
Portfolios
in
Fund
Complex
Overseen
by Officer**
|
Peter Parrella (51)
Prudential Investments LLC Gateway Center Three
100
Mulberry Street Newark, New Jersey 07102
|
|
Assistant Treasurer since 2007
|
|
Vice President and Director within Prudential Mutual Fund Administration; formerly Tax Manager at SSB Citi Fund Management LLC.
|
|
1
|
**
|
The Fund Complex consists of the Fund and any other investment companies managed by Baring Asset Management (Asia) Ltd. (the Investment
Manager).
|
32
The Greater China Fund, Inc.
Dividend Reinvestment Plan
Pursuant to the Funds Dividend Reinvestment Plan (the Plan), each shareholder will be deemed to have elected, unless PNC Global Investment Servicing (the Plan Agent) is otherwise instructed by the shareholder
in writing, to have all distributions, net of any applicable U.S. withholding tax, automatically reinvested in additional shares of the Fund by the Plan Agent. Shareholders who do not participate in the Plan will receive all cash dividends and
distributions in cash, net of any applicable U.S. withholding tax, paid in dollars by check mailed directly to the shareholder by the Plan Agent, as dividend-paying agent. Shareholders who do not wish to have dividends and distributions
automatically reinvested should notify the Plan Agent. Dividends and distributions with respect to shares registered in the name of a broker-dealer or other nominee (in street name) will be reinvested under the Plan unless such service
is not provided by the broker or nominee or the shareholder elects to receive dividends and distributions in cash. A shareholder whose shares are held by a broker or nominee that does not provide a dividend reinvestment program may be required to
have his shares registered in his own name to participate in the Plan.
The Plan Agent serves as agent for the shareholders in administering
the Plan. If the Fund declares an income dividend or a capital gain distribution payable either in the Funds common stock or in cash, as shareholders may have elected, non-participants in the Plan will receive cash and participants in the Plan
will receive common stock to be issued by the Fund. If the market price per share on the valuation date equals or exceeds net asset value per share at the time the shares of common stock are valued for the purpose of determining the number of shares
of common stock equivalent to the dividend or distribution (the Valuation Date), the Fund will issue new shares to participants valued at net asset value, or if the net asset value is less than 95% of the market price on the Valuation
Date, then valued at 95% of the market price. If net asset value per share on the Valuation Date exceeds the market price per share on the Valuation Date, participants will be issued shares of common stock at the market price on the Valuation Date.
If the Fund should declare an income dividend or capital gains distribution payable only in cash, the Plan Agent will, as agent for the participants, buy shares of the Funds common stock in the open market, on the NYSE or elsewhere, for the
participants accounts on, or shortly after, the payment date. To the extent the Plan Agent is unable to do so and, before the Plan Agent has completed its purchases, the market price exceeds the net asset value of the common stock, the average
per share purchase price paid by the Plan Agent may exceed the net asset value of the common stock, resulting in the acquisition of fewer shares of common stock than if the dividend or capital gains distribution had been paid in common stock issued
by the Fund. The Plan Agent will apply all cash received as a dividend or capital gains distribution to purchase shares of common stock on the open market as soon as practicable after the payment date of such dividend or capital gains distribution,
but in no event later than 30 days after such date, except where necessary to comply with applicable provisions of the federal securities laws.
33
The Greater China Fund, Inc.
Supplemental Information (Unaudited)
Continued
The Plan Agent maintains all shareholder accounts in the Plan and furnishes
written confirmations of all transactions in the account, including information needed by shareholders for personal and tax records. Shares in the account of each Plan participant will be held by the Plan Agent in non-certificated form in the name
of the participant, and each shareholders proxy will include those shares purchased pursuant to the Plan.
There is no charge to
participants for reinvesting dividends or capital gain distributions. There will be no brokerage charge with respect to shares issued directly by the Fund as a result of dividends or capital gain distributions payable either in shares or in cash.
However, each participant will pay a pro rata share of brokerage commissions incurred with respect to the Plan Agents open market purchases in connection with the reinvestment of dividends and distributions. The automatic reinvestment of
dividends and distributions will not relieve participants of any U.S. income tax that may be payable on such dividends or distributions.
Experience under the Plan may indicate that changes are desirable. Accordingly, the Fund and the Plan Agent reserve the right to terminate the Plan as applied to any dividend or distribution paid subsequent to notice of the termination sent
to the members of the Plan at least 30 days before the record date for dividends or distributions. The Plan also may be amended by the Fund or the Plan Agent, but (except when necessary or appropriate to comply with applicable law, rules or
policies of a regulatory authority) only by at least 30 days written notice to members of the Plan. All correspondence concerning the Plan should be directed to the Plan Agent c/o PNC Global Investment Servicing, P.O. Box 43027, Providence,
Rhode Island 029403027. For further information regarding the plan, you may also contact the transfer agent directly at 18003311710.
Quarterly Form N-Q Portfolio Schedule
The Fund will file its complete
schedule of portfolio holdings with the Securities and Exchange Commission (the SEC) for the first and third quarters of each fiscal year on Forms N-Q. The Funds Forms N-Q are available on the Funds website at http://www.
greaterchinafund. com or on the SECs website at http://www. sec.gov. The Funds Forms N-Q may be reviewed and copied at the SECs Public Reference Room in Washington, D.C. Information on the operation of the SECs Public
Reference Room may be obtained by calling 1-800-SEC-0330. Additionally, you may obtain copies of Forms N-Q from the Fund upon request by calling 1-800-331-1710.
Proxy Voting Policies and Procedures and Record
You may obtain a
description of the Funds proxy voting policies and procedures, and its proxy voting record, without charge, upon request by contacting the Fund directly at 1-800-331-1710, online on the Funds website: http://www. greaterchinafund. com,
or on the EDGAR Database on the SECs website at http://www. sec.gov.
34
The Greater China Fund, Inc.
Other Information
Since
December 31, 2009, there have been no (i) material changes in the Funds investment objectives or policies, or (ii) changes to the Funds charter or by-laws or (iii) material changes in the principal risk factors
associated with investment in the Fund.
35
The Greater China Fund, Inc.
Supplemental Information (Unaudited)
Concluded
U.S. Federal Tax Information
Dividends and Distributions
As required by the
U.S. Internal Revenue Code of 1986, as amended (the Code), we wish to advise you as to the federal tax status of dividends and distributions paid by the Fund during its fiscal year ended December 31, 2009.
During the fiscal year ended December 31, 2009, the Fund paid $0.082 per share of ordinary income dividends.
For the year ended December 31, 2009, the Fund designates the maximum amount allowable, but not less than 10.47% of ordinary income dividends paid during the
year as qualified dividend income in accordance with Section 854 of the Code.
For the fiscal year ended December 31, 2009, the Fund has made
an election to pass-through the maximum amount of the portion of the ordinary income dividends paid derived from foreign source income as well as any foreign taxes paid by the Fund in accordance with Section 853 of the Code of the following amounts:
$279,130 foreign tax credit from foreign source income of $5,177,633.
For purposes of preparing your federal income tax return, however, you
should report the amounts as reflected on the appropriate Form 1099-DIV or substitute Form 1099-DIV which you should receive in February 2010.
36
The Greater China Fund, Inc.
New York Stock Exchange Certifications
The Funds common shares are listed on the NYSE. As a result, the Fund is subject to certain corporate governance rules and related interpretations issued by the NYSE. Pursuant to those requirements,
the Fund must include information in this report regarding certain certifications. The Funds President and Treasurer have filed certifications with the SEC regarding the quality of the Funds public disclosure. Those certifications were
made pursuant to Section 302 of the Sarbanes-Oxley Act (Section 302 Certifications) . The Section 302 Certifications were filed as exhibits to the Funds annual report on Form N-CSR, which included a copy of this annual report
along with certain other information about the Fund. After the Funds 2009 annual meeting of shareholders, the Fund filed a certification with the NYSE on June 10, 2009, stating that its president was unaware of any violation of the NYSEs
Corporate Governance listing standards.
37
The Greater China Fund, Inc.
38
The Greater China Fund, Inc.
39
The Greater China Fund, Inc.
40
155 Bishopsgate, London EC2M 3XY
Telephone +44 (0)20-7628 6000
Facsimile +44 (0)20-7638 7928
Internet www.barings.com
LONDON
BOSTON
FRANKFURT
GUERNSEY
HONG KONG
PARIS
SAN FRANCISCO
TAIPEI
TOKYO
TORONTO
Item 2 Code of Ethics See Exhibit (a)
As of the end of the period covered by this report, the registrant has adopted a code of ethics (the Section 406 Standards for Investment Companies
Ethical Standards for Principal Executive and Financial Officers) that applies to the registrants Principal Executive Officer and Principal Financial Officer; the registrants Principal Financial Officer also serves as the
Principal Accounting Officer.
The registrant hereby undertakes to provide any person, without charge, upon request, a copy of the code of
ethics. To request a copy of the code of ethics, contact the registrant at 973-367-7521, and ask for a copy of the Section 406 Standards for Investment Companies - Ethical Standards for Principal Executive and Financial Officers.
Item 3 Audit Committee Financial Expert
The registrants Board of Directors has determined that the following persons serving on the registrants Audit Committee are audit committee financial experts as defined in Item 3 of Form
N-CSR: Edward Y. Baker, John A. Hawkins and C. William Maher. Each of Mr. Baker, Mr. Hawkins and Mr. Maher is independent for purposes of Item 3 of Form N-CSR.
The designation of each of Messrs. Baker, Hawkins and Maher as an audit committee financial expert pursuant to Item 3 of Form N-CSR does not (1) impose upon such individual any
duties, obligations, or liability that are greater than the duties, obligations and liability imposed upon such individual as a member of registrants audit committee or Board of Directors in the absence of such designation, or (2) affect
the duties, obligations or liability of any other member of registrants audit committee or Board of Directors.
Item 4
Principal Accountant Fees and Services
(a) Audit Fees
For the fiscal years ended December 31, 2009 and December 31, 2008, KPMG LLP (KPMG), the Registrants principal
accountant, billed the Registrant $57,000 and $57,000, respectively, for professional services rendered for the audit of the Registrants annual financial statements or services that are normally provided in connection with statutory and
regulatory filings.
(b) Audit-Related Fees
For the fiscal years ended December 31, 2009 and December 31, 2008, KPMG LLP, the Registrants principal accountant, did not
report any audit-related fees for services rendered to the Registrant that are reasonably related to the performance of the audits of the financial statements, but not reported as audit fees.
(c) Tax Fees
For the fiscal years ended December 31, 2009 and December 31, 2008, KPMG LLP, the Registrants principal accountant, billed
the Registrant $23,500 and $16,250 for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning.
Fees included in the tax fees category comprise all services performed by professional staff in the independent accountants tax division except those services related to the audits. This category
comprises fees for tax return preparation and review of excise tax calculations.
(d) All Other Fees
For the fiscal years ended December 31, 2009 and December 31, 2008, there were no fees billed by KPMG LLP for products and
services rendered to the Registrant, other than the services reported in Item 4(a)-(c) above.
Fees included in the
all other fees category would consist of services related to internal control reviews, strategy and other consulting, financial information systems design and implementation, consulting on other information systems, and other tax services unrelated
to the registrant.
(e) (1) Audit Committee Pre-Approval Policies and Procedures
The registrants audit committee pre-approves in advance at regularly scheduled audit committee meetings all audit and non-audit
services performed by the registrants independent accountants for the registrant, its investment manager, and any entity controlling, controlled by, or under common control with the investment manager that provides ongoing services to the
registrant. If such a service is required between regularly scheduled audit meetings, pre-approval may be authorized by the chairman of the audit committee. The chairman will update the audit committee at the next regularly scheduled meeting for any
interim approval granted.
(e) (2) Percentage of services referred to in 4(b)- 4(d) that were approved by the audit
committee
There were no services referred to in Items 4(b)- 4(d) requiring approval pursuant to paragraph
(c)(7)(ii) of Rule 2-01 of Regulation S-X during the fiscal years ended December 31, 2009 and December 31, 2008.
(f) Percentage of hours expended attributable to work performed by other than full time employees of principal accountant if greater than 50%.
Not applicable.
(g) Non-Audit Fees
Not applicable to Registrant for the fiscal years ended December 31, 2009 and December 31, 2008. KPMG LLP, the Registrants
principal accountant, did not report any non-audit fees for services rendered to the Registrants investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services
to the Registrant for the fiscal years ended December 31, 2009 and December 31, 2008.
(h) Principal Accountants Independence
The Registrants audit committee was not required to consider whether the provision of non-audit services that were rendered to the
Registrants investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control
with the investment adviser that provides ongoing services to the Registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountants independence.
Item 5 Audit Committee of Listed Registrants
The registrant has a separately designated standing audit committee (the Audit Committee) established in accordance with Section
3(a)(58)(A) of the Securities Exchange Act of 1934, as amended. The Audit Committee is comprised of the following board members: Mr. Baker, Mr. Hawkins, Mr. Maher, Mr. Taylor and Mr. Tsim.
Item 6 Schedule of Investments
The schedule 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
The registrant has adopted policies and procedures with respect to the voting of proxies related to portfolio securities. These procedures
delegate to Baring Asset Management (Asia) Ltd., the investment manager, the responsibility for voting proxies, subject to the continuing oversight of the registrants board of directors. The registrants procedures provide that the board
of directors annually reviews the investment managers proxy voting policies and procedures and the investment managers proxy votes on behalf of the registrant.
A copy of the investment managers proxy voting policies and procedures is set forth below:
Baring Asset Management Group Companies
(the Companies)
Proxy Voting Policies and Procedures
Executive Summary
The Companies owe fiduciary, contractual, and statutory duties to
vote proxies on the securities that they manage for many of their clients. The Companies will vote client proxies in accordance with the procedures set forth below unless the client retains in writing the right to vote proxies or the Companies
determine that any benefit the client may gain from voting a proxy would be outweighed by the costs associated therewith. For many clients, the Companies have assumed contractual responsibility to vote proxies on the securities that they manage for
those clients accounts. For ERISA clients (
i.e.
, employee benefit plans formed pursuant to the
Employee Retirement Income Security Act of 1974), the Companies owe fiduciary and statutory duties to vote proxies on ERISA client securities unless the ERISA clients have explicitly retained the
obligation to do so. The Companies also vote proxies for those clients who have invested in certain commingled funds, but do not vote proxies for clients who have invested in the active/passive commingled funds maintained at State Street
Bank and Trust (State Street), as State Street retains authority to vote proxies for those clients. To ascertain whether a particular client has delegated proxy voting responsibility to the Companies, please contact the Global Events
Department or Legal and Compliance Department.
The Companies reserve the right to amend these Proxy Voting Policies and Procedures from time
to time without prior notice to their clients.
Special Circumstances When Proxy Votes May Not Be Cast
In some cases, the Companies may determine that it is not in the best economic interests of clients to vote proxies. For example, some
non-U.S. securities issuers impose fees on shareholders or their custodians for exercising the right to vote proxies. Other issuers may block, or prohibit, shareholders from transferring or otherwise disposing of their shares for a
period of time after the securities holders have noticed their intent to vote their proxies. Moreover, some issuers require the registration of securities in the name of the beneficial owners before permitting proxies to be cast, and thus mandate
the disclosure of the identity of beneficial owners of securities, which may be contrary to the wishes of the Companies clients.
The
U.S. Department of Labor (the U.S. Labor Department), which enforces ERISA, recognizes that ERISA clients may incur additional costs in voting proxies linked to shares of non-U.S. corporations. The U.S. Labor Department advises that
investment advisers, such as the Companies, should weigh the effect of voting clients shares against the cost of voting.
In these
instances, the Global Events Department will notify the appropriate portfolio managers of the costs or restrictions that may apply in voting proxies. Portfolio managers, with guidance from the Proxy Committee if desired, will weigh the economic
benefit to the Companies clients of voting those proxies against the cost of doing so. The Global Events Department shall record the reason for any proxy not being voted, which record shall be kept with the proxy voting records of the
Companies.
Institutional Shareholder Services (ISS)
The Companies have contracted with ISS, an independent third party service provider, to vote the Companies clients proxies according to
ISSs proxy voting recommendations. ISS will also provide proxy analysis, vote recommendations, vote execution and record-keeping services for clients for which the Companies have proxy voting responsibility.
The clients custodians forward proxy materials to ISS for those clients who rely on the Companies to vote proxies. ISS forwards proxy proposals along
with ISS proxy analysis and vote recommendations to the Companies. The Companies maintain standing instructions that direct ISS to vote all proxies in accordance with ISS recommendations.
The Companies and ISS hold service review meetings twice a year. During these meetings ISS are asked to confirm that their policies and controls, including
those relating to conflicts of interest, have operated effectively during the period and that they have advised us of any occasions where they have been conflicted.
ISS Conflict of Interest
There may be instances when ISS makes no recommendation on a proxy voting issue or is recused due to a conflict of interest. In these situations, the
applicable portfolio manager will review the issue and, if the Companies do not also have a conflict of interest, direct the Global Events Department to direct ISS how to vote the proxies. If the Companies have a conflict of interest, the Companies,
in their sole discretion, shall either engage an independent third party to provide a vote recommendation or contact the client for direction as to how to vote the proxies.
The Companies retain a copy of ISS Policies, Procedures and Practices Regarding Potential Conflicts of Interest (as amended or updated from time to time, the ISS Conflict Policy), which
addresses conflicts of interest that could arise in connection with advisory services provided by ISS or its affiliates. The Companies believe that the ISS Conflict Policy contains policies and procedures that are reasonably designed to minimize any
such potential conflicts of interest. The Proxy Voting Committee review the ISS Conflict Policy on an annual basis to confirm that it remains reasonably designed to minimise conflicts of interest.
Override of ISS Recommendation
There may be occasions where the Companies portfolio managers seek to override ISSs recommendations if they believe that ISSs recommendations are not in accordance with the best economic
interests of clients. In the event that the Companies portfolio managers disagree with an ISS recommendation on a particular voting issue, the appropriate portfolio manager shall document in writing the reasons that the portfolio manager
believes that the ISS recommendation is not in accordance with clients best economic interests and submit such written documentation to the Global Events Department.
The Global Events Team shall review the rationale stated to ensure that it is expressed in clear, understandable and complete sentences. Any concerns should be returned to the Portfolio Manager for
clarification and revision of the rationale. The Global Events Team shall ensure that when the company is a client of Barings and we wish to vote with the company contrary to the recommendation of ISS, that the procedure set out in this policy under
Conflicts of Interest is followed. The Portfolio Managers vote instruction and rationale is then forwarded on to the Proxy Committee for review. The Proxy Voting Committee will closely analyse the explanation given, and where
concerned, further clarification will be requested from the Portfolio Manager. The vote decision can only be processed when ratification is received from a member of the Proxy Voting Committee from the following departments (where not conflicted)
has agreed the vote decision:
Compliance
Market Activities
Investment - Equities
Responsibility for the provision of a clear rationale for each occasion when ISS recommendation is not to be followed rests with the Portfolio Manager. Each vote successfully cast against ISS
recommendations is logged in the Quarterly Proxy Voting Committee pack and also recorded by
the Global Events department. The Proxy Voting Committee at each meeting will collectively review and
approve the rationale given. If any rationale is judged to be inadequate, further clarification will be requested from the Portfolio Manager.
The Global Events Team can refer the matter to the Proxy Committee where there are concerned with the rationale for overriding ISS recommendations.
Special Client Instructions
There are instances when a client has instructed the
Companies how they would like the Companies to vote proxies on particular issues of corporate governance or other matters. The Companies will be responsible for voting in accordance with the client instructions. The Global Events Department will
maintain a list of clients that have provided the Companies with special proxy voting instructions, and will ensure that the clients account is set up as a segregated account with ISS. Furthermore, the Global Events Department is responsible
for sending a request form to the Client Service Representative responsible for that client to obtain from the Client Service Representative the specific voting instructions on behalf of that client.
Proxy Committee
The
Companies have established a Proxy Voting Committee, which shall include representatives from portfolio management, operations, and legal/compliance or other functional departments as deemed appropriate who are knowledgeable regarding the proxy
process. A list of the current members of the Proxy Voting Committee is attached hereto as Schedule A. A majority of the members of the Proxy Committee shall constitute a quorum and the Proxy Committee shall act by a majority vote. The Proxy
Committee meetings may be conducted in person, telephonically, or via electronic communication (e-mail). A member of the Global Events Department will manage the proxy voting process, which includes the taking of minutes of the Proxy Committee, the
voting of proxies, and the maintenance of appropriate records.
The Global Events Department shall call Proxy Committee meetings, prior to the
casting of a vote, to review votes where ISS is conflicted. In these situations, the Proxy Committee shall meet to review the issue and direct ISS how to vote the proxy. The Proxy Committee shall review information provided to it to determine if a
real or perceived conflict of interest exists and the minutes of the Proxy Committee shall describe any real or perceived conflict of interest and any procedures used to address such conflict of interest.
The Global Events Department shall also call quarterly Proxy Committee meetings to: (i) monitor the Companies adherence to these Procedures;
(ii) review votes against ISS recommendations or where ISS was conflicted; (iii) review the list of client requests for a copy of these Procedures and/or the proxy voting record; and (iv) review new corporate governance issues and
industry trends and determine whether changes to these Procedures are necessary or appropriate.
Conflicts of
Interest general
To avoid voting proxies in circumstances where the Companies have or may have any conflict of interest, real
or perceived, the Companies have contracted with ISS to provide proxy analysis, vote recommendations and voting of proxies, as discussed herein. In instances where
ISS has recused itself and makes no recommendation on a particular matter the portfolio manager can direct the Global Events department to direct ISS how to vote proxies assuming the portfolio
manager and the Proxy Committee confirm the Companies are not conflicted. If an override submission is requested by a portfolio manager, the Proxy Committee shall determine how the proxy is to be voted, in which case the Proxy Committee will
determine whether a conflict of interest exists and that the rationale to vote against ISS is reasonable and is in the best interests of clients.
There may be occasions when a portfolio manager and/or member of its team who are involved in the proxy voting decision may have a conflict of interest, or the Companies have a business relationship with the company soliciting the proxy. A
person shall not be considered to have a conflict of interest if the person did not know of the conflict of interest and did not attempt to influence the outcome of a proxy vote. Any person with actual knowledge of a conflict of interest relating to
a particular item shall disclose that conflict to the Global Events Department.
The following are examples of situations where a conflict of
interest may exist:
|
|
|
The company soliciting the proxy is a client of the Companies;
|
|
|
|
The company soliciting the proxy is an affiliate of the Companies;
|
|
|
|
An employee of the Companies is a also a director, officer or employee of the company soliciting the proxy; and
|
|
|
|
A portfolio manager and/or a partner/spouse of a SIT member, who is involved in making the voting decision is a director, officer, or employee of the
company soliciting the proxy.
|
|
|
|
A company that provides a service to Barings.
|
To monitor the above examples of where a conflict of interest may exist, the Global Events Department is responsible for maintaining a list of all publicly traded clients (and the clients parent
company) of the Companies. The Companies currently have no affiliates that are publicly traded companies. The London Legal Department shall maintain a list of all employees of the Companies who are directors or officers of publicly traded companies,
and shall advise, as applicable, the London Head of Compliance, who will then advise the Global Events Department. The portfolio manager and members of the SIT who are involved in the voting decision are responsible for notifying the Global Events
Department, via the proxy voting form, if said portfolio manager, member or said members partner/spouse is a director, officer or employee of the company soliciting the proxy or if the SIT member is aware of any other possible real or
perceived conflicts of interest.
The Companies have a duty to vote proxies in the best interests of their clients. Therefore, in situations
where there is a real or perceived conflict of interest, the Companies will either vote the securities in accordance with a pre-determined policy based upon the recommendations of an independent third party, such as a proxy voting service, or
disclose the conflict to the client and obtain the clients direction to vote the proxy. Where a Company provides a service to Barings, the vote can only be cast in line with ISS recommendations, to maintain independence and avoid a conflict of
interest.
The Committee has also noted that there is certain flexibility with regard to the voting of agenda items on board members and
Directors. Barings find that in instances which are beneficial to client and provide no conflict of Interest, that the approval of Directors and Board Members
performing more than one role for the company under review is acceptable. This approach aims to benefit the client in cases where the Independent third party proxy provider employs one steadfast
rule across a very differing and unique agenda issue, which can vary greatly depending on the company being reviewed. Any vote decision that is not in line with ISS recommendation however, must be ratified by the Proxy Voting Committee as per the
process described above.
Conflicts of interest Barings Mutual Funds
Discretionary Clients.
Where the IMA
requires it OR for UK mutual funds, we cannot vote our Clients holdings of any mutual funds or other securities managed or advised by Barings or any other member of the MassMutual group - an In-House Vote - unless we have obtained
the relevant Clients prior instructions on how to vote that particular holding - and irrespective of whether we are voting in line with ISSs recommendation.
In this scenario, each Client will need to be contacted and their specific instructions sought on how we should vote. These instructions should be obtained in accordance with any applicable requirements
as regards obtaining instructions as specified in the relevant IMA / Authorised Signatory list, with appropriate records maintained to demonstrate that this has been done.
The default position will be that it is assumed the client must be contacted unless proved otherwise (note: for UK mutual funds we must always contact the clients). Where the IMA does not require the
client to be contacted, then we can only vote in line with ISS recommendations. If the Portfolio Manager wishes to override ISS recommendations they must get the written agreement of the client.
Mutual Funds
In a situation where one
Barings mutual fund is invested in another Barings mutual fund then the following process should be followed.
UK Funds. These units cannot be
voted. This is in accordance with FSA requirements.
Non UK Funds. Voting should be undertaken in accordance with the provisions stated in the
general Conflict of Interest section above. If a Portfolio Manager wishes to override ISS (or another independent third party) recommendation then this will be referred to the Proxy Voting Committee for review. Any decision by the Proxy
Voting Committee to override the recommendation of an independent third party must demonstrate why it is considered to be in the interests of Barings clients.
ISS Proxy Voting Guidelines
A copy of ISSs proxy voting guidelines can be
found on the ISS Website at http://www.issproxy.com/policy/2006policy.jsp.
Proxy Voting Policies and Procedures and Voting Records
A copy of these Proxy Voting Policies and Procedures as well as a record of how proxies have been voted for a clients account will be provided to the
client upon request. Clients may request a copy of these Proxy Voting Policies and Procedures and information about how the Companies voted proxies on the clients behalf by contacting their client service representative.
Recordkeeping
The
Companies must retain the following documentation as it relates to proxy voting:
1.
|
Copies of all Proxy Voting policies & Procedures;
|
2.
|
A copy of each proxy statement received regarding client securities;
|
(An adviser may satisfy this requirement by relying on a third party to make and retain, on the advisers behalf, a copy of a proxy statement (provided that the adviser has obtained an undertaking
from the third party to provide a copy of the proxy statement promptly upon request) or may rely on obtaining a copy of a proxy statement from the Commissions Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system.)
3.
|
A record of each vote cast on behalf of a client;
|
(An adviser may satisfy this requirement by relying on a third party to make and retain, on the advisers behalf, a record of the vote cast, provided that the adviser has obtained an undertaking from
the third party to provide a copy of the record promptly upon request.)
4.
|
A copy of any document created by the adviser that was material to making a decision how to vote proxies on behalf of a client or that memorializes the basis for that
decision; and
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5.
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A copy of each written request for information on how the adviser voted proxies on behalf of the client, and a copy of any written response by the adviser to any
(written or oral) client request for information on how the adviser voted proxies on behalf of the requesting client.
|
The above
records shall be maintained and preserved in an easily accessible place for a period of not less than five years from the end of the fiscal year during which the last entry was made on such record, the first two years in an appropriate office of the
adviser. The Companies rely on ISS and the Global Events Department to maintain the above records.
APPENDIX A
PROXY VOTING COMMITTEE MEMBERS
1.
|
Team Leader Global Events Department (London)
|
2.
|
Head of Market Activities (London)
|
3.
|
Head of Equities (London)
|
4.
|
Head of Compliance (London)
|
5.
|
Head of Operations and Technology (London)
|
6.
|
Head of Compliance (Boston)
|
Item 8 Portfolio Managers of Closed-End Management Investment Companies
Henry Chan and Agnes Deng are the Funds portfolio managers, the persons associated with the Investment Manager who
are primarily responsible for the day-to-day management of the Funds portfolio.
Henry is Head of Asia Pacific
Investment. His responsibilities include the formulation of investment strategy, direction of research and management of the investment team. Henry joined Baring Asset Management in 2004 and assumed the lead role in driving our Asian institutional
mandates and flagship retail products. At the specialist level, Henry is the lead manager of Greater China Fund Inc., and co-manager of the Baring Asia Strategic Fund and Baring Korea Trust. He became the head of the Asia Pacific investment team in
2006. Henry has extensive experience in the management of both Asian regional and specialist mandates. Prior to joining Baring Asset Management he worked at INVESCO (formerly LGT) where he handled a number of Pacific Basin (including Japan) and Asia
ex Japan portfolios. His specialist experience covered a number of markets including China, Hong Kong, Taiwan, Korea and Japan. He was also the lead fund manager of INVESCO Asia NET Fund, INVESCO GT Taiwan Fund and a number of Greater China
portfolios. Henry received his Bachelor Degree from the London School of Economics and Political Science in 1992. He was awarded the CPA designation in 1994 and became a CFA in 1997. Henry speaks fluent English, Cantonese and Mandarin.
In addition to the Fund, Henry was also responsible for the day-to-day management of the portfolio of the following accounts as of
December 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
Accounts
|
|
Number of
Accounts with
Performance Fee
|
|
Assets Under
Management
($ US
mil)
|
|
Assets Under
Management with
Performance Fee
($ US mil)
|
Registered Investment Companies
|
|
1
|
|
1
|
|
$
|
15.7
|
|
$
|
15.7
|
Other Pooled Investment Vehicles
|
|
8
|
|
3
|
|
$
|
1,230.0
|
|
$
|
36.5
|
Other Accounts
|
|
4
|
|
1
|
|
$
|
1,956.6
|
|
$
|
359.3
|
As of
December 31, 2009, the dollar range of equity securities in the Fund beneficiary owned by Henry was $10,001-$50,000. Portfolio Managers are compensated via his/her annual salary plus potential for a performance bonus if the majority of the
funds managed by the Portfolio Managers and his/her team achieved their excess returns objectives.
Agnes is the investment
manager of the Baring Hong Kong China Fund and Greater China Fund Inc. She also takes the lead role in Hong Kong China specialist research. Agnes
joined Baring Asset Management in 2007 from Standard Life Investment (SLI) in Asia where she was an Investment Director with considerable experience in running portfolios focusing on the Hong
Kong China as well as the Asian region. The SLI China Fund she managed consistently ranked in the top quartile positions in the peer group performance surveys. Agnes also worked closely with Standard Lifes asset management joint venture in
China and provided recommendations on strategy and asset allocation. Agnes received a BA in English Literature from Xiang Tan University (Hunan) China and an M.B.A. from the McGill University, Montreal, Canada. Agnes was awarded the CFA designation
in 2001. She speaks English, Mandarin and Cantonese fluently.
In addition to the Fund, Agnes was also responsible for the
day-to-day management of the portfolio of the following accounts as of December 31, 2009:
|
|
|
|
|
|
|
|
|
|
|
|
|
Number of
Accounts
|
|
Number of
Accounts with
Performance Fee
|
|
Assets Under
Management
($ US
mil)
|
|
Assets Under
Management with
Performance Fee
($ US mil)
|
Registered Investment Companies
|
|
0
|
|
0
|
|
|
|
|
|
|
Other Pooled Investment Vehicles
|
|
5
|
|
0
|
|
$
|
5,376.4
|
|
|
|
Other Accounts
|
|
3
|
|
1
|
|
$
|
400.3
|
|
$
|
252.5
|
As of
December 31, 2009, Agnes did not beneficially own any equity securities in the Fund. Portfolio Managers are compensated via his/her annual salary plus potential for a performance bonus if the majority of the funds managed by the Portfolio
Managers and his/her team achieved their excess returns objectives.
There are no material conflicts which arise between the
management of The Greater China Fund, Inc. versus other funds.
Item 9 Purchases of Equity Securities by Closed-End Management
Investment Company and Affiliated Purchasers
There were no purchases made by or on behalf of the registrant or any
affiliated purchaser, as defined in Rule 10b-18(a)(3) under the Securities Exchange Act of 1934, as amended, of shares of the registrants equity securities made in the period covered by this report.
Item 10 Submission of Matters to a Vote of Security Holders
Not applicable.
Item 11 Controls and Procedures
|
(a)
|
It is the conclusion of the registrants principal executive officer and principal financial officer that the effectiveness of the
registrants current disclosure controls and procedures
|
|
(such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the
registrant has been recorded, processed, summarized and reported within the time period specified in the Commissions rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to
the registrants principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure.
|
|
(b)
|
There has been no significant change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal
quarter of the period covered by this report that has materially affected, or is likely to materially affect, the registrants internal control over financial reporting.
|
Item 12 Exhibits
|
|
|
|
|
(a)
|
|
(1)
|
|
Code of Ethics as required pursuant to Section 406 of the Sarbanes-Oxley Act of 2002 (and designated by registrant as a Code of Conduct) is incorporated by
reference herein from Exhibit EX-99 CODEETH to the registrants Report on Form N-CSR filed March 10, 2004 (Accession Number: 0001047469-04-007323)(SEC File No. 811-06674).
|
|
|
|
|
|
(2)
|
|
Certifications pursuant to Section 302 of the Sarbanes-Oxley Act Attached hereto as Exhibit EX-99.CERT.
|
|
|
|
|
|
(3)
|
|
Any written solicitation to purchase securities under Rule 23c-1. Not applicable.
|
|
|
(b)
|
|
Certifications pursuant to Section 906 of the Sarbanes-Oxley Act Attached hereto as Exhibit EX-99.906CERT.
|
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.
|
|
|
|
|
(Registrant) The Greater China Fund, Inc.
|
|
|
|
|
|
By (Signature and Title)*
|
|
/
S
/ D
EBORAH
A.
D
OCS
|
|
|
|
|
Deborah A. Docs
|
|
|
|
|
Secretary
|
|
|
Date February 28, 2010
|
|
|
|
|
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this
report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
|
|
|
|
|
By (Signature and Title)*
|
|
/
S
/ B
RIAN
C
ORRIS
|
|
|
|
|
Brian Corris
|
|
|
|
|
President and Principal Executive Officer
|
|
|
Date February 28, 2010
|
|
|
|
|
By (Signature and Title)*
|
|
/
S
/ G
RACE
C.
T
ORRES
|
|
|
|
|
Grace C. Torres
|
|
|
|
|
Treasurer and Principal Financial Officer
|
|
|
Date February 28, 2010
|
|
|
|
|
*
|
Print the name and title of each signing officer under his or her signature.
|
Aberdeen Greater China Fund, (NYSE:GCH)
過去 株価チャート
から 6 2024 まで 7 2024
Aberdeen Greater China Fund, (NYSE:GCH)
過去 株価チャート
から 7 2023 まで 7 2024