UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number: 811-04893

________________

THE TAIWAN FUND, INC.

(Exact name of registrant as specified in charter)

 

C/O STATE STREET BANK AND TRUST COMPANY,

ONE CONGRESS BUILDING

ONE CONGRESS STREET, SUITE 1

BOSTON, MASSACHUSETTS 02114-2016

 

 

(Address of principal executive offices)(Zip code)

 

(Name and Address of Agent for Service) Copy to:
   
State Street Bank and Trust Company Leonard B. Mackey, Jr., Esq.
Attention: Brian F. Link Clifford Chance US LLP
Secretary 31 West 52nd Street
One Congress Building New York, New York 10019-6131
One Congress Street, Suite 1  
Boston, Massachusetts 02114-2016  
   

 

Registrant’s telephone number, including area code: 1-800-426-5523

 

Date of fiscal year end: August 31

 

Date of reporting period: August 31, 2023

 

 

 

Item 1. Report to Stockholders.

 

 

 

 

 

 

 

Page

Chairman’s Statement

2

Report of the Investment Manager

3

About the Portfolio Manager

5

Performance

6

Portfolio Snapshot

7

Industry Allocation

8

Schedule of Investments

9

Financial Statements

11

Notes To Financial Statements

14

Report of Independent Registered Public Accounting Firm

20

Other Information

21

Summary of Dividend Reinvestment and Cash Purchase Plan

24

Investment Objectives and Policies

27

Risk Factors and Special Considerations

28

Directors and Officers

33

 

 

 

 

Chairman’s Statement

 

 

Dear Stockholders,

 

The TAIEX Total Return Index (in U.S. dollar terms) (“TAIEX” or the “Benchmark”) returned 9.25% during the 12 months from September 1, 2022 through August 31, 2023. The Taiwan equity market was positively impacted by a number of factors, among which were the expectation of a pause in U.S. interest rate hikes, the continuing economic benefits from the COVID-19 recovery, and increased U.S. personal spending. The Taiwan Fund, Inc.’s (the “Fund”) total return based on its net asset value (“NAV”) for the period from September 1, 2022 through August 31, 2023, was 32.61%, an outperformance of 23.36% when compared to the Benchmark. Factors impacting the Fund’s performance are detailed in the following “Report of the Investment Manager”.

 

During the year, the Fund resumed a Discount Management Program and made purchases totaling 43,123 shares under the program.

 

On behalf of the Board, I thank you for your continuing support of the Fund.

 

Sincerely,

 

 

William C. Kirby
Chairman

 

2

 

 

Report of the Investment Manager (unaudited)

 

PLEASE NOTE THAT ALLIANZ GLOBAL INVESTORS U.S. LLP (“AGI”) WAS REPLACED AS INVESTMENT MANAGER BY NOMURA ASSET MANAGEMENT U.S.A. INC. (“NAM USA”) AS OF SEPTEMBER 17, 2022.

 

Market Review

 

During the period from September 1, 2022 through August 31, 2023, the TAIEX Total Return Index (the “Benchmark”) rose 9.25% in U.S. dollar terms. The top three outperforming industry groups during the period were Technology Hardware and Equipment, Software and Services, and Semiconductors and Semiconductor Equipment. The three largest underperforming industry groups were Energy, Consumer Staples Distribution and Retail, and Telecommunication Services.

 

Fund Review

 

The Taiwan Fund, Inc. (the “Fund”) outperformed the Benchmark for the period from September 1, 2022 through August 31, 2023, as it benefitted from its technology hardware holdings. At an industry group level, stock selection in the Fund’s overweight positions in Technology Hardware and Equipment, Semiconductors and Semiconductor Equipment, and Capital Goods were the leading contributors to performance. Conversely, the Fund’s performance was negatively impacted by its overweight position in the Consumer Services industry group and its underweight positions in the Banks and Insurance industry groups. At the stock selection level, the largest contributors were Asia Vital Components Co., Ltd., Gigabyte Technology Co. Ltd., and Quanta Computer Inc., while the largest detractors were E Ink Holdings Inc., SDI Corporation, and Fulgent Sun International (Holding) Co., Ltd.

 

Key Transactions

 

The total securities holdings of the Fund stood at 89.50% on August 31, 2023. This represented an increase of 6.46% when compared to the end of August 2022 (83.04%). The major change to the Fund’s portfolio holdings was its reduced exposure to the Financial Services industry group, as the Chinese economy was weaker than expected. The Fund also cut positions in the Telecommunication Services industry group reflecting weaker growth expectations. Conversely,

 

3

 

 

the Fund strategically increased its exposure to the Capital Goods industry group to take advantage of opportunities in green energy and AI (Artificial Intelligence) servers. Additionally, the Fund increased its holdings in the Consumer Durables and Apparel, the Consumer Services, and the Food Beverage and Tobacco industry groups reflecting demand recovery expectations after the COVID-19 pandemic and anticipated store expansions.

 

Outlook and Strategy

 

Despite the fact that the U.S. Consumer Price Index (“CPI”) increased 3.7% from August 2022 to August 2023, the core CPI edged down to 4.3% year on year, aligning with market estimates, and sitting at its lowest level since September 2021. As a result, we anticipate that the United States consumer consumption will keep growing at the current rate. In fact, personal spending in the United States increased 0.4% month on month in August 2023 showing the strength in consumer confidence. Combining this with lower industry inventories, we have turned more positive on the Consumer Durables and Apparel and the Consumer Services industry groups.

 

As carbon emissions have become a prime policy target for many countries, we expect the demand for green and alternative energy to enjoy stable growth. As such, we are bullish on the long-term growth for capital goods, driven by a robust demand from green energy industries.

 

The Taiwan market pulled back since the end of July 2023, primarily due to profit taking pressure in sectors such as semiconductors as well as with the overall technology industry. We continue to remain positive on these industries as we move into 2024. After the ongoing inventory rebalancing comes to an end for semiconductors, and in consideration of the strong order book for AI servers, we believe earnings will grow next year. As a result, we remain bullish on AI related names, semiconductors, capital goods, and selective consumer goods.

 

4

 

 

About the Portfolio Manager (unaudited)

 

Nomura Asset Management U.S.A. Inc. (“Nomura”) became investment manager to the Fund on September 17, 2022. Nomura is a U.S.-based firm registered as an investment adviser with the Securities and Exchange Commission. The firm is a wholly owned subsidiary of Nomura Asset Management Co., Ltd. (“NAM Tokyo”), which is itself wholly owned by Nomura Holdings, Inc., a Japanese public company focused on the financial services industry. As of June 30, 2023, the total assets under management of NAM Tokyo and its investment advisory subsidiaries and affiliates (the NAM Group) amounted to US$504 billion. NAM Tokyo’s subsidiary, Nomura Asset Management Taiwan Ltd., had total assets under management and distribution at June 30, 2023 of US$17.5 billion including US$5.7 billion invested in Taiwan equity mandates.

 

Sky Chen
Portfolio Manager

 

Sky Chen has been a Portfolio Manager at Nomura Asset Management Taiwan Ltd. since 2007 and has worked in the Taiwan investment industry since 1998. Prior to joining Nomura, Sky worked as a Portfolio Manager at First Capital Management and as a sell-side analyst at JihSun Securities. Sky received a B.S. degree in Economics from Chung Hsing University in 1996 and a Master’s degree in Finance from the National Chiao Tung University 1998.

 

George Hsieh
Deputy Portfolio Manager

 

George Hsieh is a Portfolio Manager who joined Nomura Asset Management Taiwan Ltd. in 2003 and has worked in the Taiwan investment industry since 2001. Prior to Nomura, George worked as an analyst at Capital AM. George received a B.S. degree in Business Administration from Taiwan University in 1996 and a Master’s degree in International Business from NCCU in 1998.

 

5

 

 

Performance (unaudited)

 

Performance (annualized returns as of August 31, 2023)

 

1 Year

5 Year

10 Year

Net Asset Value (NAV)

32.61%

20.25%

13.70%

Market Price

23.41%

17.98%

12.15%

TAIEX Total Return Index

9.25%

11.81%

10.98%

 

Past performance is not indicative of future results. Returns are expressed in U.S. dollars. Returns for the Fund are historical returns that reflect changes in net asset value and market price per share during each period and assume that dividends and capital gains, if any, were reinvested. Net asset value is total assets less total liabilities divided by the number of shares outstanding. NAV performance includes the deduction of management fees and other expenses. NAV and market price returns do not reflect broker sales charges or commissions, which would reduce returns. NAV returns include a reimbursement from the prior investment manager. Without such reimbursement the Fund’s NAV total returns would have been lower. Performance results do not include adjustments made for financial reporting purposes in accordance with U.S. generally accepted accounting principles and may differ from the amount reported in the Financial Highlights. The graph and table do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the sale of Fund shares.

 

The TAIEX Total Return Index is a stock market index for companies traded on the Taiwan Stock Exchange (TWSE). The index is calculated on a total return basis with net dividends reinvested. An investor may not invest directly in an index.

 

Growth of an Assumed $10,000 Investment

 

 

Nomura was appointed investment manager of the Fund on September 17, 2022. From June 2019 through September 16, 2022 Allianz Global Investors U.S. LLC was the invesment manager. Prior to June 2019, the Fund had different investment management arrangements.

 

6

 

 

Portfolio Snapshot*

 

Top Ten Equity Holdings

 

Top Ten Equity Holdings

Holdings as of August 31, 2023

%

 

Holdings as of August 31, 2022

%

Taiwan Semiconductor Manufacturing Co. Ltd.

18.9

 

Taiwan Semiconductor Manufacturing Co. Ltd.

25.0

Fortune Electric Co. Ltd.

4.9

 

Hon Hai Precision Industry Co. Ltd.

4.5

Gigabyte Technology Co. Ltd.

4.7

 

Chunghwa Telecom Co. Ltd.

4.0

Alchip Technologies Ltd.

4.7

 

Accton Technology Corp.

3.7

Quanta Computer, Inc.

4.5

 

Delta Electronics, Inc.

3.6

Asia Vital Components Co. Ltd.

4.5

 

Pegavision Corp.

2.9

eMemory Technology, Inc.

4.3

 

Gold Circuit Electronics Ltd.

2.4

Global Unichip Corp.

3.7

 

Taiwan Mobile Co. Ltd.

2.4

Delta Electronics, Inc.

3.7

 

Far EasTone Telecommunications Co. Ltd.

2.3

Sunonwealth Electric Machine Industry Co. Ltd.

3.5

 

Asia Vital Components Co. Ltd.

2.2

 

Top Ten Industry Weightings

 

Top Ten Industry Weightings

Weightings as of August 31, 2023

%

 

Weightings as of August 31, 2022

%

Semiconductors & Semiconductor Equipment

40.7

 

Semiconductors & Semiconductor Equipment

33.5

Technology Hardware, Storage & Peripherals

17.7

 

Electronic Equipment, Instruments & Components

11.2

Electrical Equipment

6.7

 

Diversified Telecommunication Services

10.1

Electronic Equipment, Instruments & Components

5.3

 

Electronic Parts & Components Industry

4.7

Machinery

3.7

 

Textiles, Apparel & Luxury Goods

3.1

Consumer Staples Distribution & Retail

2.5

 

Technology Hardware, Storage & Peripherals

3.1

Metals & Mining

2.5

 

Health Care Equipment & Supplies

2.9

Textiles, Apparel & Luxury Goods

2.0

 

Electrical Equipment

2.7

Household Durables

1.9

 

Wireless Telecommunication Services

2.3

Leisure Products

1.6

 

Optoelectronics Industry

2.2

 

*

Percentages based on net assets.

 

7

 

 

Industry Allocation

 

 

Fund holdings are subject to change and percentages shown above are based on net assets as of August 31, 2023. The pie chart illustrates the allocation of the investments by industry. A complete list of holdings as of August 31, 2023 is contained in the Schedule of Investments included in this report. The most current available data regarding portfolio holdings and industry allocation can be found on our website, www.thetaiwanfund.com. You may also obtain updated holdings by calling 1-800-426-5523.

 

8

 

 

Schedule of Investments/August 31, 2023
(Showing Percentage of Net Assets)

 

   

Shares

   

US $
Value
(Note 1)

 

COMMON STOCKS – 89.5%

               

COMMUNICATION SERVICES — 2.8%

Diversified Telecommunication Services — 1.6%

       

Chunghwa Telecom Co. Ltd.

    1,285,000     $ 4,680,577  
                 

Wireless Telecommunication Services — 1.2%

       

Far EasTone Telecommunications Co. Ltd.

    1,639,000       3,633,473  

TOTAL COMMUNICATION SERVICES

            8,314,050  
                 

CONSUMER DISCRETIONARY — 6.3%

               

Hotels, Restaurants & Leisure — 0.8%

               

Bafang Yunji International Co. Ltd.

    110,000       582,010  

Gourmet Master Co. Ltd. (a)

    506,000       1,795,425  
              2,377,435  
                 

Household Durables — 1.9%

               

Nien Made Enterprise Co. Ltd.

    594,000       5,576,939  
                 

Leisure Products — 1.6%

               

Giant Manufacturing Co. Ltd.

    120,000       738,543  

Merida Industry Co. Ltd. (a)

    652,000       3,951,329  
              4,689,872  
                 

Textiles, Apparel & Luxury Goods — 2.0%

       

Feng TAY Enterprise Co. Ltd.

    324,800       1,713,419  

Fulgent Sun International Holding Co. Ltd. (a)

    505,000       2,045,594  

Makalot Industrial Co. Ltd.

    196,000       2,058,688  
              5,817,701  

TOTAL CONSUMER DISCRETIONARY

            18,461,947  
                 

CONSUMER STAPLES — 3.2%

               

Consumer Staples Distribution & Retail — 2.5%

               

President Chain Store Corp.

    869,000       7,299,311  
                 

Food Products — 0.7%

               

Uni-President Enterprises Corp.

    949,000       2,106,803  

TOTAL CONSUMER STAPLES

            9,406,114  
                 

INDUSTRIALS — 10.4%

               

Electrical Equipment — 6.7%

               

Advanced Energy Solution Holding Co. Ltd. (a)

    276,000       5,425,274  

Fortune Electric Co. Ltd.

    1,539,000       14,473,506  
              19,898,780  

INDUSTRIALS — (continued)

               

Machinery — 3.7%

               

Nak Sealing Technologies Corp.

    143,000     $ 648,847  

Sunonwealth Electric Machine Industry Co. Ltd. (a)

    2,391,000       10,210,729  
              10,859,576  

TOTAL INDUSTRIALS

            30,758,356  
                 

INFORMATION TECHNOLOGY — 63.7%

               

Electronic Equipment, Instruments & Components — 5.3%

Delta Electronics, Inc.

    1,002,000       10,886,345  

E Ink Holdings, Inc.

    731,000       4,189,079  

Gold Circuit Electronics Ltd.

    100,100       677,360  
              15,752,784  
                 

Semiconductors & Semiconductor Equipment — 40.7%

Alchip Technologies Ltd. (a)

    179,000       13,883,158  

ASPEED Technology, Inc. (a)

    77,000       6,528,190  

eMemory Technology, Inc.

    224,000       12,766,238  

Global Unichip Corp. (a)

    241,000       11,048,624  

Globalwafers Co. Ltd. (a)

    230,000       3,314,964  

Grand Process Technology Corp.

    7,000       116,936  

Jentech Precision Industrial Co. Ltd. (a)

    200,000       4,063,241  

Nuvoton Technology Corp. (a)

    1,392,000       5,398,144  

Parade Technologies Ltd.

    65,000       1,832,854  

SDI Corp. (a)

    955,000       3,013,754  

Taiwan Semiconductor Manufacturing Co. Ltd.

    3,235,000       55,767,981  

WinWay Technology Co. Ltd.

    124,000       2,332,313  
              120,066,397  
                 

Technology Hardware, Storage & Peripherals — 17.7%

       

Asia Vital Components Co. Ltd. (a)

    1,264,705       13,283,841  

Gigabyte Technology Co. Ltd. (a)

    1,307,000       13,994,850  

Quanta Computer, Inc.

    1,683,000       13,396,778  

Wistron Corp. (a)

    2,658,000       9,765,155  

Wiwynn Corp. (a)

    38,000       1,861,429  
              52,302,053  

TOTAL INFORMATION TECHNOLOGY

            188,121,234  
                 

MATERIALS — 3.1%

               

Chemicals — 0.6%

               

Swancor Holding Co. Ltd. (a)

    614,000       1,767,974  

 

The accompanying notes are an integral part of the financial statements.

 

9

 

 

Schedule of Investments/August 31, 2023
(Showing Percentage of Net Assets)
(concluded)

 

   

Shares

   

US $
Value
(Note 1)

 

MATERIALS — (continued)

               

Metals & Mining — 2.5%

               

Century Iron & Steel Industrial Co. Ltd. (a)

    1,446,000     $ 7,264,849  

TOTAL MATERIALS

            9,032,823  

TOTAL COMMON STOCKS

               

(Cost — $177,190,569)

            264,094,524  
                 

TOTAL INVESTMENTS — 89.5%

               

(Cost — $177,190,569)

            264,094,524  
                 

OTHER ASSETS AND LIABILITIES, NET—10.5%

            30,993,685  
                 

NET ASSETS—100.0%

          $ 295,088,209  
                 

 

Legend:

 

US $ – United States dollar

 

(a)

All or a portion of the security is on loan. The market value of the securities on loan is $50,497,675 collateralized by non-cash collateral such as U.S. Government securities in the amount of $58,889,754.

 

The accompanying notes are an integral part of the financial statements.

 

10

 

 


Financial Statements

 

STATEMENT OF ASSETS AND LIABILITIES
August 31, 2023

Assets:

               

Investments in securities, at value (cost $177,190,569) (Notes 2 and 3)

          $ 264,094,524  

Cash

            9,269,124  

Foreign cash (cost $22,565,004)

            22,346,771  

Receivable for securities sold

            1,628,186  

Dividend receivable

            1,137,474  

Securities lending receivable

            278,347  

Prepaid expenses

            58,460  

Total assets

            298,812,886  
                 

Liabilities:

               

Payable for securities purchased

  $ 2,714,588          

Payable for performance adjustment

    609,613          

Accrued management fee (Note 4)

    146,537          

Accrued audit fees

    66,200          

Accrued custodian fees

    39,240          

Payable for fund shares repurchased

    28,197          

Accrued director’s and officer’s fees

    11,000          

Taiwan stock dividend tax payable

    2,295          

Other payables and accrued expenses

    107,007          

Total liabilities

            3,724,677  
                 

Net Assets

          $ 295,088,209  
                 

Net Assets Consist of:

               

Paid in capital

          $ 238,506,099  

Total distributable earnings (loss)

          $ 56,582,110  
                 

Net Assets

          $ 295,088,209  
                 

Net Asset Value, per share ($295,088,209/7,427,371 shares outstanding)

          $ 39.73  

 

STATEMENT OF OPERATIONS
For the Year Ended August 31, 2023

Investment Income:

               

Dividends

          $ 5,894,116  

Securities Lending Income

            677,075  
              6,571,191  

Less: Taiwan stock dividend tax (Note 2)

            (4,961 )

Taiwan withholding tax (Note 2)

            (1,140,179 )

Total investment income

            5,426,051  
                 

Expenses:

               

Management fees (Note 4)

  $ 1,453,424          

Performance adjustment

    609,613          

Directors’ fees

    359,099          

Administration and accounting fees

    219,103          

Custodian fees

    211,051          

Legal fees

    140,565          

Insurance fees

    79,284          

Stockholder communications

    67,217          

Audit fees

    66,200          

Compliance services fees

    66,000          

Principal financial officer fees

    66,000          

Tax Guarantor fees

    44,370          

Transfer agent fees

    24,636          

Miscellaneous

    131,049          

Total expenses

            3,537,611  

Less: Fee waiver

    (178,681 )        

Net Expenses

            3,358,930  

Payment from prior investment manager (Note 4)

            1,018,672  

Net Investment Income

            3,085,793  
                 

Realized and Unrealized Gain (Loss) on:

               

Net realized gain (loss) on:

               

Investments

    7,115,968          

Foreign currency transactions

    (1,682,209 )        
              5,433,759  

Net change in unrealized appreciation (depreciation) on:

               

Investments

    63,677,525          

Foreign currency translations

    448,291          
              64,125,816  

Net realized and unrealized gain

            69,559,575  

Net Increase in Net Assets Resulting From Operations

          $ 72,645,368  

 

The accompanying notes are an integral part of the financial statements.

 

11

 

 


Financial Statements
(continued)

 

STATEMENTS OF CHANGES IN NET ASSETS

 

   

Year Ended
August 31, 2023

   

Year Ended
August 31, 2022

 

Increase/(Decrease) in Net Assets

               

Operations:

               

Net investment income

  $ 3,085,793     $ 2,454,980  

Net realized gain (loss) on investments and foreign currency transactions

    5,433,759       (12,629,441 )

Net change in unrealized appreciation (depreciation) on investments and foreign currency translations

    64,125,816       (64,155,101 )

Net increase (decrease) in net assets resulting from operations

    72,645,368       (74,329,562 )

Distributions to stockholders from:

               

Distributable Income

          (21,829,255 )

Total distributions to stockholders

          (21,829,255 )

Capital stock transactions (Note 6):

               

Reinvestment of distributions

          59,145  

Cost of shares repurchased (Note 5)

    (1,372,755 )      

Total capital stock transactions

    (1,372,755 )     59,145  

Increase (decrease) in net assets

    71,272,613       (96,099,672 )
                 

Net Assets

               

Beginning of year

    223,815,596       319,915,268  

End of year

  $ 295,088,209     $ 223,815,596  

 

The accompanying notes are an integral part of the financial statements.

 

12

 

 


Financial Statements
(concluded)

 

FINANCIAL HIGHLIGHTS

 

Selected data for a share of common stock outstanding for the years indicated

 

   

Year Ended August 31,

 
   

2023

   

2022

   

2021

   

2020

   

2019

 
                                         

Selected Per Share Data

                                       

Net asset value, beginning of year

  $ 29.96     $ 42.83     $ 28.79     $ 20.80     $ 23.05  

Income from Investment Operations:

                                       

Net investment income(a)

    0.41 (b)      0.33       0.04       0.06       0.21  

Net realized and unrealized gain (loss) on investments and foreign currency transactions

    9.32 (c)      (10.28 )     17.31       9.54       (0.87 )

Total from investment operations

    9.73       (9.95 )     17.35       9.60       (0.66 )

Less Distributions to Stockholders from:

                                       

Net investment income

          (0.48 )     (0.38 )     (1.47 )      

Net realized gains

          (2.44 )     (2.93 )     (0.23 )     (1.71 )

Total distributions to stockholders

          (2.92 )     (3.31 )     (1.70 )     (1.71 )

Capital Share Transactions:

                                       

Accretion (dilution) to net asset value resulting from share repurchase program, tender offer or issuance of shares for the reinvestment of distributions from net investment income and net realized gains

    0.04       0.00 (d)      0.00 (d)      0.09       0.12  
                                         

Net asset value, end of year

  $ 39.73     $ 29.96     $ 42.83     $ 28.79     $ 20.80  
                                         

Market value, end of year

  $ 31.10     $ 25.20     $ 35.83     $ 23.65     $ 17.84  
                                         

Total Return

                                       

Per share net asset value(b)(c)(e)

    32.61 %     (24.42 )%     66.88 %     49.63 %     0.49 %

Per share market value(b)(c)(e)

    23.41 %     (24.01 )%     69.95 %     43.31 %     0.08 %

Ratio and Supplemental Data:

                                       

Net Assets, end of year (000s)

  $ 295,088     $ 223,816     $ 319,915     $ 214,956     $ 159,705  

Ratio of expenses before fee waiver

    1.47 %     1.02 %     1.44 %     1.70 %     1.74 %

Ratio of expenses after fee waiver

    1.40 %     0.96 %     1.44 %     1.70 %     1.73 %

Ratio of net investment income

    1.28 %(b)     0.86 %     0.12 %     0.23 %     1.07 %

Portfolio turnover rate

    70 %     127 %     242 %     241 %     115 %

 

(a)

Based on average shares outstanding during the period.

(b)

The prior investment manager reimbursed the Fund for costs related to the change in investment manager in the amount of $1,018,672. Without this reimbursement the net investment income per share would have been $0.28, the ratio of net investment income would have been 0.86% and the Fund’s net asset value total return would have been 32.15%.

(c)

Nomura reimbursed the Fund for a procedural error in the amount of $26,442. The impact was deemed immaterial to net realized and unrealized gain/loss on investments and the Fund’s total return.

(d)

Amount represents less than $0.005 per share.

(e)

Total investment return at net asset value (“NAV”) is based on changes in the NAV of Fund shares and assumes reinvestment of dividends and distributions, if any. Total investment return at market value is based on changes in the market price at which the Fund’s shares traded on the stock exchange during the period and assumes reinvestment of dividends and distributions, if any, at actual prices pursuant to the Fund’s dividend reinvestment program. Because the Fund’s shares trade in the stock market based on investor demand, the Fund may trade at a price higher or lower than its NAV. Therefore, returns are calculated based on share price and NAV.

Nomura was appointed investment manager of the Fund on September 17, 2022. From June 2019 through September 16, 2022 Allianz Global Investors U.S. LLC was the invesment manager. Prior to June 2019, the Fund had different investment management arrangements.

 

The accompanying notes are an integral part of the financial statements.

 

13

 

 

Notes To Financial Statements
August 31, 2023

 

1. Organization

 

The Taiwan Fund, Inc. (the “Fund”), a Maryland corporation, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified closed-end management investment fund.

 

The Fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board Accounting Standard Codification Topic 946 “Financial Services - Investment Companies.”

 

The Fund concentrates its investments in the securities listed on the Taiwan Stock Exchange. Because of this concentration, the Fund may be subject to certain additional risks not typically associated with investing in securities of U.S. companies or the U.S. government, including (1) volatility of the Taiwan securities market, (2) restrictions on repatriation of capital invested in Taiwan, (3) fluctuations in the rate of exchange between the New Taiwan Dollar and the U.S. Dollar, and (4) political and economic risks, including tensions and the potential of conflict with the People’s Republic of China. In addition, Republic of China accounting, auditing, financial and other reporting standards are not equivalent to U.S. standards and, therefore, certain material disclosures may not be made, and less information may be available to investors investing in Taiwan than in the United States. There is also generally less regulation by governmental agencies and self-regulatory organizations with respect to the securities industry in Taiwan than there is in the United States.

 

 

2. Significant Accounting Policies

 

The financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), which require management to make estimates and assumptions that affect the reported amounts of assets and liabilities. Actual results could differ from those estimates. Management has evaluated the impact of all events or transactions occurring after year end through the date these financial statements were issued and has determined that there were no subsequent events requiring recognition or disclosure. The following summarizes the significant accounting policies of the Fund:

 

Security Valuation. All securities, including those traded over-the-counter, for which market quotations are readily available are valued at the last sales price prior to the time of determination of the Fund’s net asset value per share or, if there were no sales on such date, at the closing price quoted for such securities (but if bid and asked quotations are available, at the mean between the last current bid and asked prices, rather than such quoted closing price). These securities are generally categorized as Level 1 securities in the fair value hierarchy. In certain instances where the price determined above may not represent fair market value, the value is determined by the Investment Manager, acting as the Board of Directors’ (the “Board”) Valuation Designee. Foreign securities may be valued at fair value according to procedures approved by the Board if the closing price is not reflective of current market values due to trading or events occurring in the valuation time of the Fund. In addition, substantial changes in values in the U.S. markets subsequent to the close of a foreign market may also affect the values of securities traded in the foreign market. These securities may be categorized as Level 2 or Level 3 securities in the fair value hierarchy, depending on the valuation inputs. Short-term investments, having a maturity of 60 days or less are valued at amortized cost, which approximates market value, with accrued interest or discount earned included in interest receivable.

 

14

 

 

Notes To Financial Statements (continued)
August 31, 2023

 

2. Significant Accounting Policies – continued

 

The Fund has adopted fair valuation accounting standards which establish a definition of fair value and set out a hierarchy for measuring fair value. These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value and a discussion of changes in valuation techniques and related inputs during the period. These inputs are summarized in the three broad levels listed below:

 

Level 1 – quoted unadjusted prices for identical instruments in active markets to which the Fund has access at the date of measurement.

 

Level 2 – quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 2 inputs are those in markets for which there are few transactions, the prices are not current, little public information exists or instances where prices vary substantially over time or among brokered market makers.

 

Level 3 – model derived valuations in which one or more significant inputs or significant value drivers are unobservable. Unobservable inputs are those inputs that reflect the Fund’s own assumptions that market participants would use to price the asset or liability based on the best available information.

 

Investments
in Securities

 

Level 1

   

Level 2

   

Level 3

   

Total

 

Common Stocks^

  $ 264,094,524     $ ——     $ ——     $ 264,094,524  

Total

  $ 264,094,524     $ ——     $ ——     $ 264,094,524  

 

^

See schedule of investments for industry breakout.

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

Repurchase Agreements. In connection with transactions in repurchase agreements, it is the Fund’s policy that its custodian take possession of the underlying collateral securities, the fair value of which exceeds the principal amount of the repurchase transaction, including accrued interest, at all times. If the seller defaults, and the fair value of the collateral declines, realization of the collateral by the Fund may be delayed or limited. As of August 31, 2023, the Fund was not participating in any repurchase agreements.

 

Securities lending. The Fund may lend securities to qualified financial institutions, brokers and dealers. State Street Bank & Trust serves as securities lending agent to the Fund pursuant to a Securities Lending Authorization Agreement. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions. The lending of securities exposes the Fund to risks such as; the borrowers may fail to return the loaned securities or may not be able to provide additional collateral, the Fund may experience delays in recovery of the loaned securities or delays in access to collateral, or the Fund may experience losses related to the investment collateral. To minimize certain risks, loan counterparties pledge securities issued or guaranteed by the U.S. Government or irrevocable letters of credit issued by banks as collateral. The initial collateral received by the Fund is required to have a value of at least 102% of the current value of the loaned securities traded on U.S. exchanges, and a value of at least 105% for all other securities. The lending agent has agreed to indemnify the Fund in the case of default of any securities borrower.

 

15

 

 

Notes To Financial Statements (continued)
August 31, 2023

 

2. Significant Accounting Policies – continued

 

The Fund receives compensation for lending securities from interest or dividends earned on the U.S. Government securities and irrevocable letters of credit held as collateral (and in some cases fees paid by borrowers), less associated fees and expenses. Such income is reflected in securities lending income within the Statement of Operations.

 

The value of loaned securities and related non-cash collateral outstanding at August 31, 2023, if any, are shown on a gross basis in a footnote to the Schedule of Investments.

 

Foreign Currency Translation. The financial accounting records of the Fund are maintained in U.S. Dollars. Investment securities, other assets and liabilities denominated in a foreign currency are translated into U.S. Dollars at the current exchange rate. Purchases and sales of securities, income receipts and expense payments are translated into U.S. Dollars at the exchange rate on the dates of the transactions.

 

Reported net realized gains and losses on foreign currency transactions represent net gains and losses from disposition of foreign currencies, currency gains and losses realized between the trade dates and settlement dates of security transactions, and the difference between the amount of net investment income accrued and the U.S. Dollar amount actually received. The effects of changes in foreign currency exchange rates on investments in securities are not segregated in the Statement of Operations from the effects of changes in market prices of those securities but are included in realized and unrealized gain or loss on investments.

 

Forward Foreign Currency Transactions. A forward foreign currency contract (“Forward”) is an agreement between two parties to buy or sell currency at a set price on a future date. The Fund may enter into Forwards in order to hedge foreign currency risk or for other risk management purposes. Realized gains or losses on Forwards include net gains or losses on contracts that have matured or which the Fund has terminated by entering into an offsetting closing transaction. Unrealized appreciation or depreciation on Forwards, if any, is included in the Statement of Assets and Liabilities. The portfolio could be exposed to risk of loss if the counterparty is unable to meet the terms of the contract or if the value of the currency changes unfavorably. As of August 31, 2023 the Fund had no open Forwards.

 

Indemnification Obligations. Under the Fund’s organizational documents, its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business the Fund enters into contracts that provide general indemnifications to other parties. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

 

Taxes. As a qualified Regulated Investment Company under Subchapter M of the Internal Revenue Code, the Fund is not subject to income taxes to the extent that it distributes all of its investment company taxable income and net realized capital gains for its fiscal year. In addition to federal income tax for which the Fund is liable on undistributed amounts, the Fund is subject to federal excise tax on undistributed investment company taxable income and net realized capital gains. Also, the Fund is currently subject to a Taiwan security transaction tax of 0.3% on sales of equities and 0.1% on sales of mutual fund shares based on the transaction amount. Security transaction tax is embedded in the cost basis of each security and contributes to the realized gain or loss for the Fund. Security transaction taxes are not accrued until the tax becomes payable.

 

The Fund’s functional currency for tax reporting purposes is the New Taiwan Dollar.

 

16

 

 

Notes To Financial Statements (continued)
August 31, 2023

 

2. Significant Accounting Policies – continued

 

The Fund recognizes the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the Fund’s tax positions and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for prior three fiscal years. The Fund identifies its major tax jurisdictions as U.S. Federal, Maryland and Taiwan where the Fund is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.

 

Investment Income. Dividend income is recorded on the ex-dividend date; except, where the ex-dividend date may have passed, certain dividends from foreign securities are recorded as soon as the Fund is informed of the ex-dividend date.

 

Taiwanese companies typically declare dividends in the Fund’s third fiscal quarter of each year. As a result, the Fund receives substantially less dividend income in the first half of its year. Interest income, which includes accretion of original discount, is accrued as earned.

 

Dividend and interest income generated in Taiwan is subject to a 21% withholding tax. Stock dividends received (except those which have resulted from capitalization of capital surplus) are taxable at 21% of the par value of the stock dividends received.

 

Distributions to Stockholders. The Fund distributes to stockholders at least annually, substantially all of its taxable ordinary income and expects to distribute its taxable net realized gains. Certain foreign currency gains (losses) are taxable as ordinary income and, therefore, increase (decrease) taxable ordinary income available for distribution. Pursuant to the Dividend Reinvestment and Cash Purchase Plan (the “Plan”), stockholders may elect to have all cash distributions automatically reinvested in Fund shares. (See the summary of the Plan described later.) Unless the Board elects to make a distribution in shares of the Fund’s common stock, stockholders who do not participate in the Plan will receive all distributions in cash paid by check in U.S. dollars. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. No capital gain distributions shall be made until any capital loss carryforwards have been fully utilized or expired.

 

Tax components of distributable earnings are determined in accordance with income tax regulations which may differ from the composition of net assets reported under GAAP. Book and tax basis differences, if any, are primarily due to differing treatments for foreign currency transactions, net operating loss and post October capital and late year ordinary loss deferrals.

 

Permanent book and tax basis differences relating to stockholder distributions will result in reclassifications between components of net assets. Accordingly, for the year ended August 31, 2023, the effects of certain differences were reclassified. The Fund increased distributable earnings by $16,959,734, and decreased paid in capital by $16,959,734.

 

Security Transactions. Security transactions are accounted as of the trade date. Gains and losses on securities sold are determined on the basis of identified cost.

 

3. Purchases and Sales of Securities

 

For the year ended August 31, 2023, purchases and sales of securities, other than short-term securities, aggregated $156,006,118 and $148,517,021, respectively.

 

17

 

 

Notes To Financial Statements (continued)
August 31, 2023

 

4. Management Fees, Related Party Transactions and Other Service Providers

 

Management Fee. Effective September 17, 2022, the Fund entered into an Investment Management Agreement (the “Agreement”) with Nomura Asset Management U.S.A. Inc. (“Nomura”). Under the terms of the Agreement, Nomura receives a fee for its services, computed daily and payable monthly in U.S. dollars, at the annual rate of 0.60% of the Fund’s average daily net assets (“Base Fee”) with a performance adjustment (“Performance Adjustment”) of up to +/-0.25% (25 basis points) of the Fund’s average daily net assets, which would occur when the performance of the Fund’s shares exceeds, or is exceeded by, the performance of the Index by 5 percentage points (500 basis points) for the Performance Period.

 

Prior to September 17, 2022, the Fund’s investment manager was Allianz Global Investors U.S. LLC (“Allianz”). Allianz received a fee for its services, computed daily and payable monthly in U.S. dollars, at the annual rate of 0.70% of the Fund’s average daily net assets with a performance adjustment of up to +/-0.25% (25 basis points) of the Fund’s average daily net assets which would occur when the performance of the Fund’s shares exceeded by the performance of the Index by 5 percentage points (500 basis points) for the Performance Period.

 

For the period September 1, 2022, through August 31, 2023, the management fee was equivalent to an annual rate of 0.78% of the Fund’s weighted average daily net assets which reflected a 0.25% Performance Adjustment and the waiver of management fees by Allianz to cover certain Fund expenses.

 

During the year ended August 31, 2023, the prior investment manager reimbursed the Fund for costs related to the change in investment manager. This amount as reflected in the Statement of Operations as “Payment from prior advisor.”

 

In addition, Nomura reimbursed the Fund for a procedural error, this amount was deemed immaterial and is disclosed in note (c) to the Financial Highlights.

 

Administration Fees. State Street Bank and Trust Company (“State Street”) provides or arranges for the provision of certain administrative and accounting services for the Fund, including maintaining the books and records of the Fund, and preparing certain reports and other documents required by federal and/or state laws and regulations. State Street also provides certain legal administrative services, including corporate secretarial services and preparing regulatory filings. State Street also serves as the custodian (the “Custodian”) to the Fund. For these services, the Fund pays State Street both fixed fees and asset based fees that vary according to the number of positions and transactions and out of pocket expenses.

 

Director’s and Officer’s Fees and Expenses. The Fund pays each of its directors who is not an “interested person” of the Fund, as the term is defined in the 1940 Act, an annual fee of $30,000 ($40,000 for the Chairman of the Board and the Chairman of the Audit Committee) plus a fee of $6,000 for attending the quarterly Board and Committee meetings. The Fund will pay each Director $2,000 for meetings held on days separate from the quarterly Board meeting.

 

Other Service Providers. Pursuant to a Compliance Services Agreement, Foreside Fund Officer Services, LLC (‘’FFOS’’) provides the Fund with a Chief Compliance Officer. FFOS is paid customary fees for its services. Foreside Management Services, LLC (“FMS”) provides the Fund with a Treasurer. Neither FFOS, FMS, nor their employees that serve as officers of the Fund, have a role in determining the investment policies or which securities are purchased or sold by the Fund.

 

General. Certain officers of the Fund may also be employees of the aforementioned companies that provide services to the Fund, and during their terms of office, receive no compensation from the Fund.

 

18

 

 

Notes To Financial Statements (concluded)
August 31, 2023

 

5. Discount Management Policy / Conditional Tender Offer Policy

 

The Board has approved a Discount Management Program (the “Program”) which authorizes management to make open market purchases in an aggregate amount up to 10% of the Fund’s outstanding shares. These repurchases may be commenced or suspended at any time or from time to time without any notice. The Fund will report repurchase activity on the Fund’s website on a weekly basis.

 

During the year ended August 31, 2023 the Fund repurchased 43,123 shares at an average price of 31.83 per share including brokerage commissions at an average discount of 18.36%. These repurchases had a total cost of 1,372,755.

 

On December 16, 2020, the Board announced that it has adopted a conditional tender offer policy (the “Policy”). Under the Policy, the Fund will conduct a tender offer to purchase up to 25% of its outstanding shares at 98% of NAV if the Fund’s NAV performance for the five-year period ending December 31, 2025 were exceeded by the performance of the Fund’s benchmark (the Taiex Total Return Index) over that period. The Board regularly reviews the discount at which the Fund’s shares trade below its NAV.

 

6. Fund Shares

 

At August 31, 2023, there were 100,000,000 shares of $0.01 par value capital stock authorized, of which 7,427,371 were issued and outstanding.

 

   

For the
Year Ended
August 31, 2023

   

For the
Year Ended
August 31, 2022

 

Shares outstanding at beginning of year

    7,470,494       7,468,866  

Shares issued from reinvestment of distributions

          1,628  

Shares repurchased

    (43,123 )      

Shares outstanding at end of year

    7,427,371       7,470,494  

 

7. Federal Tax Information

 

There were no distributions made by the Fund during the year ended August 31, 2023. The tax character of distributions paid by the Fund during the year ended August 31, 2022 is as follows:

 

   Year Ended August 31, 2022 
Capital Gains   $21,455,350 
Ordinary Income   $ 
Distribution in excess of Ordinary Income   $373,905 
Total   $21,829,255 

 

As of August 31, 2023, the tax components of accumulated net earnings (losses) were $86,641,658 of unrealized appreciation, $2,906,664 of undistributed long term capital gains and $32,966,212 late-year ordinary loss deferral. Net capital losses incurred after October 31 and within the taxable year, are deemed to arise on the first day of the Fund’s next taxable year. Net late-year ordinary losses incurred after December 31 and within the taxable year, and net late-year specified losses incurred after October 31 and within the taxable year, are deemed to arise on the first day of the Fund’s next taxable year.

 

The difference between book basis and tax basis unrealized appreciation and depreciation is attributable primarily to the tax deferral of losses on wash sales. At August 31, 2023, the aggregate cost basis of the Fund’s investment securities for income tax purposes was $177,227,864. Net unrealized appreciation of the Fund’s investment securities was $86,866,660 of which $94,496,124 was related to appreciated investment securities and $7,629,464 was related to depreciated investment securities.

 

19

 

 


Report of Independent Registered Public Accounting Firm

 

To the Board of Directors and
Stockholders of The Taiwan Fund, Inc.

 

Opinion on the Financial Statements

 

We have audited the accompanying statement of assets and liabilities of The Taiwan Fund, Inc. (the “Fund”), including the schedule of investments, as of August 31, 2023, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of August 31, 2023, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

 

Basis for Opinion

 

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We have served as the Fund’s auditor since 2007.

 

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.

 

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of August 31, 2023 by correspondence with the custodian and brokers or through other appropriate auditing procedures when replies from brokers could not be obtained. We believe that our audits provide a reasonable basis for our opinion.

 

 

   
  TAIT, WELLER & BAKER LLP

 

Philadelphia, Pennsylvania
October 26, 2023

 

20

 

 


Other Information
(unaudited)

 

The Annual Meeting of Stockholders was held on April 25, 2023 (the “Annual Stockholder Meeting”). The voting results for the proposal considered at the Annual Stockholder Meeting are as follows:

 

1. Election of Directors. The stockholders of the Fund elected William C. Kirby, Shelley E. Rigger, Anthony S. Clark, Thomas G. Kamp and Warren J. Olsen to the Board of Directors to serve for a one year term expiring on the date of which the annual meeting of stockholders is held in 2024 or until their successors are elected and qualified.

 

Director

Votes cast “for”

Votes “against/withheld”

William C. Kirby

6,258,565

453,833

Shelley E. Rigger

6,372,981

339,418

Anthony S. Clark

6,374,453

337,945

Thomas G. Kamp

6,393,386

319,013

Warren J. Olsen

6,374,445

337,953

 

Federal Tax Information. The Fund has made an election under Internal Revenue Code Section 853 to pass through foreign taxes paid by the Fund to its stockholders. For the year ended August 31, 2023, the total amount of foreign taxes paid that was passed through to its stockholders for information reporting purposes was $1,091,228 (representing taxes withheld plus taxes on stock dividends).

 

Privacy Policy

 

Privacy Notice

 

The Taiwan Fund, Inc. collects non-public personal information about its stockholders from the following sources:

 

□ Information it receives from stockholders on applications or other forms;

□ Information about stockholder transactions with the Fund, its affiliates, or others; and

□ Information it receives from a consumer reporting agency.

 

The Fund’s policy is to not disclose nonpublic personal information about its stockholders to nonaffiliated third parties (other than disclosures permitted by law).

 

The Fund restricts access to nonpublic personal information about its stockholders to those agents of the Fund who need to know that information to provide products or services to stockholders. The Fund maintains physical, electronic, and procedural safeguards that comply with federal standards to guard it stockholders’ nonpublic personal information.

 

21

 

 


Other Information
(unaudited) (continued)

 

Proxy Voting Policies and Procedures

 

A description of the policies and procedures that are used by the Fund’s investment manager to vote proxies relating to the Fund’s portfolio securities is available (1) without charge, upon request, by calling 1-800-426-5523; and (2) as an exhibit to the Fund’s annual report on Form N-CSR which is available on the website of the Securities and Exchange Commission (the “Commission”) at http://www.sec.gov. Information regarding how the investment manager voted these proxies during the most recent 12-month period ended June 30 is available without charge, upon request, by calling the same number or by accessing the Commission’s website.

 

Quarterly Portfolio of Investments

 

The Fund files its complete Schedule of Investments with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The Fund’s Form N-PORT reports are available on the SEC’s website at http://www.sec.gov. The quarterly Schedule of Investments will be made available without charge, upon request, by calling 1-800-426-5223, or on the Fund’s website at www.thetaiwanfund.com.

 

22

 

 


Other Information
(unaudited) (concluded)

 

Certifications

 

The Fund’s chief executive officer has certified to the New York Stock Exchange that, as of May 3, 2023, he was not aware of any violation by the Fund of applicable New York Stock Exchange corporate governance listing standards. The Fund also has included the certifications of the Fund’s chief executive officer and chief financial officer required by Section 302 and Section 906 of the Sarbanes-Oxley Act of 2002 in the Fund’s Form N-CSR filed with the Commission, for the period of this report.

 

23

 

 

Summary of Dividend Reinvestment and
Cash Purchase Plan
(unaudited)

 

What is the Dividend Reinvestment and Cash Purchase Plan?

 

The Dividend Reinvestment and Cash Purchase Plan (the “Plan”) offers stockholders of the Fund, a prompt and simple way to reinvest their dividends and capital gains distributions in shares of the Fund. The Fund will distribute to stockholders, at least annually, substantially all of its net income and expects to distribute annually its net realized capital gains. Computershare Trust Company, N.A. (the “Plan Administrator”), acts as Plan Administrator for stockholders in administering the Plan. The Plan also allows you to make optional cash investments in Fund shares through the Plan Administrator.

 

Who Can Participate in the Plan?

 

If you own shares in your own name, you can elect to participate directly in the Plan. If you own shares that are held in the name of a brokerage firm, bank, or other nominee, you should contact your nominee to arrange for them to participate on your behalf.

 

What Does the Plan Offer?

 

The Plan has two components; reinvestment of dividends and capital gains distributions, and a voluntary cash purchase feature.

 

Reinvestment of dividends and capital gains distributions

 

 

If you choose to participate in the Plan, your dividends and capital gains distributions will be promptly invested for you, automatically increasing your holdings in the Fund. If the Fund declares a dividend or capital gains distribution payable in cash, you will automatically receive shares purchased by the Plan Administrator on the open market. You will be charged a per share fee (currently $0.05) incurred with respect to the Plan Administrator’s open market purchases. If a distribution is declared which is payable in shares or cash at the option of the stockholder and if on the valuation date (generally the payable date) the market price of shares is equal to or exceeds their net asset value, the Fund will issue new shares to you at the greater of the following: (a) net asset value per share or (b) 95% of the market price per share. If the market price per share on the valuation date is less than the net asset value per share, the Fund will issue new shares to you at the market price per share on the valuation date.

 

All reinvestments are in full and fractional shares, carried to six decimal places. In the case of foreign (non-U.S.) stockholders, reinvestment will be made net of applicable withholding tax.

 

The Plan will not operate if a distribution is declared in shares only, subject to an election by the stockholders to receive cash.

 

24

 

 

Summary of Dividend Reinvestment and
Cash Purchase Plan
(unaudited) (continued)

 

Voluntary cash purchase option

 

 

Plan participants have the option of making investments in Fund shares through the Plan Administrator. You may invest any amount from $100 to $3,000 semi-annually. The Plan Administrator will purchase shares for you on the New York Stock Exchange or otherwise on the open market on or about February 15 and August 15. If you hold shares in your own name, you should deal directly with the Plan Administrator. Checks in U.S. dollars and drawn in U.S. banks should be made payable to “Computershare”. The Plan Administrator will not accept cash, traveler’s checks, money orders, or third party checks. The Plan Administrator will wait up to three business days after receipt of a check to ensure it receives good funds and will then seek to purchase shares for optional cash investments on the next applicable investment date. We suggest you send your check, along with a completed transaction form which is attached to each statement you receive, to the following address to be received at least three business days before the investment date:

 

Computershare, c/o The Taiwan Fund, Inc. at P.O. Box 43006, Providence, RI 02940-3006. The Plan Administrator will return any cash payments received more than thirty-five days prior to February 15 or August 15, and you will not receive interest on uninvested cash payments. If you own shares that are held in the name of a brokerage firm, bank, or other nominee, you should contact your nominee to arrange for them to participate in the cash purchase option on your behalf. If your check is returned unpaid for any reason, the Plan Administrator will consider the request for investment of such funds null and void, and will immediately remove these shares from your account. The Plan Administrator will be entitled to sell shares to satisfy any uncollected amount plus any applicable fees. If the net proceeds of the sale are insufficient to satisfy the balance of any uncollected amounts, the Plan Administrator will be entitled to sell such additional shares from your account as may be necessary to satisfy the uncollected balance.

 

Is There a Cost to Participate?

 

For purchases from the reinvestment of dividends and capital gains distributions, you will also be charged a per share fee (currently $0.05) incurred with respect to the Plan Administrator’s open market purchases in connection with the reinvestment of dividends and capital gains distributions. The Plan Administrator’s service fees for handling capital gains distributions or income dividends will be paid by the Fund. For purchases from voluntary cash payments, participants are charged a service fee (currently $0.75 per investment) and a per share fee (currently $0.05) for each voluntary cash investment. Per share fees include any brokerage commissions the Plan Administrator is required to pay. Per share fees and service fees, if any, will be deducted from amounts to be invested.

 

What Are the Tax Implications for Participants?

 

You will receive tax information annually for your personal records and to help you prepare your federal income tax return.

 

The automatic reinvestment of dividends and capital gains distributions does not relieve you of any income tax which may be payable on dividends or distributions. For further information as to the tax consequences of participating in the Plan, you should consult with your tax advisors.

 

25

 

 

Summary of Dividend Reinvestment and
Cash Purchase Plan
(unaudited) (concluded)

 

If the Fund issues shares upon reinvestment of a dividend or capital gains distribution, for U.S. federal income tax purposes, the amount reportable in respect of the reinvested amount of the dividend or distribution will be the fair market value of the shares received as of the payment date, which will be reportable as ordinary dividend income and/or long term capital gains. The shares will have a tax basis equal to such fair market value, and the holding period for the shares will begin on the day after the payment date. State, local and foreign taxes may also be applicable.

 

Once Enrolled in the Plan, May I Withdraw From It?

 

You may withdraw from the Plan without penalty at any time by calling the Plan Administrator at 1-800-426-5523, by accessing your Plan account at the Plan Administrator’s web site, http://www.computershare.com/investor or by written notice to the Plan Administrator. If you withdraw, you will receive stock certificates issued in your name for all full shares, and a check for any fractional share (valued at the market value of the shares at the time of withdrawal or termination) less any applicable fees.

 

You may also request that the Plan Administrator sell your shares and send you the proceeds, less a service fee of $2.50 and a per share fee of $0.15 for any request for withdrawal or termination. The per share fee includes any brokerage commissions the Plan Administrator is required to pay.

 

Alternatively, you may also request that the Plan Administrator move your whole shares to the Direct Registration System(1), which would allow you to maintain ownership of those whole shares in book entry form on the records of the Fund.

 

All sale requests having an anticipated market value of $100,000.00 or more are required to be submitted in written form.

 

In addition, all sale requests within thirty (30) days of an address change are required to be submitted in written form.

 

Whom Should I Contact for Additional Information?

 

If you hold shares in your own name, please address all notices, correspondence, questions, or other communications regarding the Plan to: Computershare, c/o The Taiwan Fund, Inc. at P.O. Box 43006, Providence, RI 02940-3006, by telephone at 1-800-426-5523 or through the Internet at http://www.computershare.com/investor. If your shares are not held in your name, you should contact your brokerage firm, bank, or other nominee for more information and to arrange for them to participate in the Plan on your behalf.

 

Either the Fund or the Plan Administrator may amend or terminate the Plan. Except in the case of amendments necessary or appropriate to comply with applicable law, rules or policies or a regulatory authority, participants will be mailed written notice at least 30 days before the effective date of any amendment. In the case of termination, participants will be mailed written notice at least 30 days before the record date of any dividend or capital gains distribution by the Fund.

 

(1)

The Fund uses the Direct Registration System (DRS) as its means of recording stock ownership. DRS is stock ownership without paper stock certificates.

 

26

 

 


Investment Objectives and Policies
(unaudited)

 

The Fund’s investment objective is long-term capital appreciation. The Fund seeks to achieve its investment objective through investments primarily in equity securities listed on the Taiwan Stock Exchange (the “TSE”) in the Republic of China (the “ROC”). At least 80% of the Fund’s assets must be invested in Taiwan securities, meaning securities issued by companies organized under the laws of Taiwan, securities the primary trading market for which is in Taiwan, or securities of companies more than 50% of whose assets are based in Taiwan or more than 50% of whose revenue is derived from Taiwan. The Fund’s investment objective and the requirement to invest at least 80% of the Fund’s assets in Taiwan securities may not be changed without the approval of a majority of the Fund’s outstanding voting securities. For this purpose, a “majority of the Fund’s outstanding voting securities” means the lesser of (i) 67% of the shares represented at a meeting at which more than 50% of the outstanding shares are represented or (ii) more than 50% of the outstanding shares.

 

The portion of the Fund’s assets not invested in equity securities generally will be invested in debt securities which are listed on the TSE or traded on the over-the-counter market, or will be held in bank deposits or short-term money market instruments in order to provide appropriate liquidity to take advantage of market opportunities and meet cash needs. Investments in money market instruments may include government treasury bills, commercial paper, bankers’ acceptances and negotiable certificates of deposit.

 

The Fund has adopted a fundamental policy to invest in excess of 25% of its total assets in the semi-conductor industry and is thereby concentrated in such industry. This policy may not be changed without the approval of a majority of the Fund’s outstanding voting securities. In addition, the Fund is required to be diversified, meaning that the Fund may not purchase any security (other than obligations of the U.S. government or its agencies or instrumentalities) if as a result: (i) as to 75% of the Fund’s total assets, more than 5% of the Fund’s total assets (taken at current value) would then be invested in the securities of a single issuer, (ii) more than 10% of the voting equity securities (at the time of such purchase) of any one issuer would be owned by the Fund or (iii) more than 25% of its total assets would be invested in obligations of the government of the ROC, its agencies or instrumentalities. The Fund’s equity investments have been and will be predominantly in common stock, but investments may also be made in preferred stocks and in convertible debentures listed on the TSE.

 

During periods in which changes in economic, financial or political conditions make it advisable, the Fund may, for temporary defensive purposes, reduce its holdings in equity securities and increase its holdings in long-term or short-term debt securities or hold cash.

 

27

 

 


Risk Factors and Special Considerations
(unaudited)

 

Risks of Investing in Securities in Taiwan

 

The Fund concentrates its investments in securities listed on the TSE. Because of this concentration, the Fund may be subject to certain additional risks not typically associated with investing in securities of U.S. companies or the U.S. government, including (1) volatility of the Taiwan securities market, (2) restrictions on repatriation of capital invested in Taiwan, (3) fluctuations in the rate of exchange between the New Taiwan Dollar and the U.S. Dollar, and (4) political and economic risks. In addition, ROC accounting, auditing, financial and other reporting standards are not equivalent to U.S. standards and, therefore, certain material disclosures may not be made, and less information may be available to investors investing in Taiwan than in the United States. There is also generally less regulation by governmental agencies and self-regulatory organizations with respect to the securities industry in Taiwan than there is in the United States.

 

Market Volatility

 

The TSE has experienced from time to time substantial fluctuations in the prices and volumes of sales of listed securities. There are currently limits on the range of daily price movements on the TSE. In response to past declines and volatility in the securities markets in Taiwan, and in line with similar activities by other countries in Asia, the ROC formed the government-sponsored National Financial Stabilization Fund (the “Stabilization Fund), which had purchased and may from time to time purchase shares of Taiwan companies to support these markets. In the future, market activity by government entities, or the perception that such activity is taking place, may take place or cease, may cause fluctuations in the market prices of common shares on the TSE. In addition, as a result of the activities of the Stabilization Fund, the market price and liquidity of the securities of companies listed on the TSE and the net asset value of the Fund may be different than they otherwise might be in the absence of such stabilization activities.

 

Nomura Asset Management U.S.A. Inc (the “Investment Manager”) believes that short-term trading strategies, without regard to fundamental investment analysis, are part of a number of factors determining day-to-day price fluctuations on the TSE. Although the Investment Manager believes that there are fundamentally sound long-term investment opportunities available among the stocks listed on the TSE, and that past volatility and speculation have been reduced, volatility of the Taiwan securities market is still high compared to the securities markets of the United States and there is no assurance that these past patterns of extreme volatility will not return.

 

Investment and Repatriation Restrictions

 

Foreign investment in the securities of companies in Taiwan is restricted or controlled to varying degrees. These restrictions or controls may at times limit or preclude foreign investment in certain securities listed on the TSE and increase the costs and expenses of the Fund. Taiwan may restrict investment opportunities in issuers or industries deemed important to national interests. Taiwan may require governmental approval for the repatriation of investment income, capital or the proceeds of sales of securities by foreign investors. Accordingly, the Fund treats investments with repatriation restrictions as illiquid for purposes of any applicable limitations under the Investment Company Act of 1940, as amended. As a closed-end fund, the Fund is not currently limited in the amount of illiquid securities it may acquire. The Fund could be adversely affected by delays in, or a refusal to grant, any required governmental approval for repatriation of capital, as well as by the application to the Fund of any restrictions on investments. If for any reason the Fund were unable to distribute an amount

 

28

 

 


Risk Factors and Special Considerations
(unaudited) (continued)

 

equal to substantially all of its investment company taxable income (as defined for U.S. tax purposes) within applicable time periods, the Fund would cease to qualify for the favorable tax treatment afforded to regulated investment companies under the U.S. Internal Revenue Code of 1986, as amended (the “Code”).

 

Currency Fluctuations

 

The Fund’s assets are invested primarily in securities listed on the TSE and substantially all income is received in New Taiwan Dollars. However, the Fund will compute and distribute its income in U.S. Dollars, and the computation of income will be made on the date of its receipt by the Fund at the foreign exchange rate in effect on that date. Therefore, if the value of the foreign currencies in which the Fund receives its income falls relative to the U.S. Dollar between receipt of the income and the making of Fund distributions, the Fund will be required to liquidate securities in order to make distributions if the Fund has insufficient cash in U.S. Dollars to meet distribution requirements. The liquidation of investments, if required, may have an adverse impact on the Fund’s performance. In addition, if the liquidated investments include securities that have been held less than three months, such sales may jeopardize the Fund’s status as a regulated investment company under the Code.

 

Since the Fund invests in securities listed on the TSE denominated in New Taiwan Dollars, changes in the exchange rates of the New Taiwan Dollar may affect the value of securities in the Fund’s portfolio and the unrealized appreciation or depreciation of investments insofar as U.S. investors are concerned. Further, the Fund may incur costs in connection with conversions between currencies. Changes in the exchange rate of the New Taiwan Dollar will affect the Fund’s net asset value regardless of the performance of the underlying investments of the Fund.

 

The competitiveness of Taiwan’s exports is affected by changes in the relative exchange rates of the New Taiwan Dollar and the currencies of its main trading partners, primarily China, the United States, Japan, the European Union and Hong Kong. Changes in the value of the New Taiwan Dollar against the U.S. Dollar, or changes in the value of the New Taiwan Dollar against the currencies of its other trading partners, could have an adverse impact on Taiwan’s export economy and, in turn, on the market value of export-oriented companies in Taiwan. Relative currency values will be taken into account by the Investment Manager in selecting industries and companies for investment.

 

The Fund may from time to time attempt to hedge all or a portion of its currency risk using forward foreign currency contracts. These contracts may not always work as intended, and in certain cases the Fund may be worse off than if it had not used a hedging instrument.

 

Political and Economic Factors

 

Political Factors

 

Taiwan has a unique political status. In 1949, in connection with the insurgency of the Communist Party of China and the formation of the People’s Republic of China (the “PRC”), the ROC government moved to Taiwan from mainland China. Since that time, the ROC government has maintained that it is the sole legitimate government of all of China (i.e., Taiwan and all of mainland China). The PRC also asserts sovereignty over all of China, including Taiwan. The PRC has repeatedly indicated that it would resort to force to gain control over Taiwan if Taiwan should take any concrete steps toward political independence, or if the political and social situation in Taiwan should become destabilized.

 

29

 

 


Risk Factors and Special Considerations
(unaudited) (continued)

 

The United States formally recognized the PRC on January 1, 1979 and thereupon severed formal diplomatic relations with the ROC. In April 1979, the U.S. Congress enacted the Taiwan Relations Act (the “Relations Act”) to govern the future U.S. relationship with Taiwan and an unofficial entity, the American Institute in Taiwan, was established to handle U.S. interests in Taiwan. The Relations Act affirmed as national policies the preservation and promotion of close commercial and cultural ties with Taiwan and the continuing supply to Taiwan of arms of a defensive character.

 

The political reunification of China and Taiwan, over which the PRC continues to claim sovereignty, is a highly complex issue and is unlikely to be settled in the near future. The relationship between China and Taiwan has deteriorated recently, and there is the potential for future political or economic disturbances that may have an adverse impact on the values of investments in Taiwan, or make investments in Taiwan impractical or impossible. And while significant economic and cultural relations have been established during recent years between Taiwan and the PRC, the PRC government has refused to renounce the possibility that it may at some point use force to gain control over Taiwan. Although there are significant economic ties between Taiwan and the PRC, the PRC has at times taken a more assertive posture towards Taiwan, including through intrusion by Chinese military aircraft into air defense security zone, the sailing of naval ships around Taiwan waters, the conduct of military exercises close to Taiwan, and exclusion of Taiwan from international organizations such as the World Health Organization.

 

Any escalation of hostility between China and Taiwan would likely distort Taiwan’s capital accounts, as well as have a significant adverse impact on the value of investments in the region. The securities market in Taiwan is sensitive to political and economic developments in the PRC, and such developments, including, among other things, changes in leadership, could have an impact on the Fund.

 

Economic Factors

 

Taiwan is a small island state with few raw material resources and limited land area, along with being heavily reliant on imports for its commodity needs. Any fluctuations or shortages in the commodity markets could have a negative impact on the Taiwanese economy. Also, continued labor outsourcing may adversely affect the Taiwanese economy. Taiwan’s economy is intricately linked with economies of Asian countries that have experienced over-extensions of credit, frequent and pronounced currency fluctuations, currency devaluations, currency repatriation, rising unemployment and fluctuations in inflation.

 

The Taiwanese economy is dependent in large part on the economies of China, the United States, Japan and Hong Kong as its largest trading partners, and negative changes in their economies or a reduction in purchases by any of them of Taiwanese products and services would likely have an adverse impact on the Taiwanese economy.

 

Given the limited natural resources of Taiwan and dependence on foreign sources for certain raw materials, it makes Taiwan vulnerable to global fluctuations of price and supply. This dependence is especially pronounced in the energy sector, as Taiwan imports nearly 98% of its energy consumption, a majority of which consists of fossil fuels from turbulent areas. Taiwan is therefore unusually vulnerable to energy market risks, particularly during a time when volatility has grown in the world’s major oil-producing regions (i.e., the Middle East).

 

30

 

 


Risk Factors and Special Considerations
(unaudited) (continued)

 

Taiwan has in the past shown an ability to prosper in a competitive environment on the strength of product quality, efficiency and responsiveness to market demand. This ability will continue to be tested in the future as Taiwan’s export economy faces competition from producers in other countries with lower wage levels than those generally prevailing in Taiwan. While Taiwan’s economy grew over 3% during 2020, in large part due to record exports in the semiconductor and technology components sector, the dependence on such sector carries risks. If China and the United States reduce dependence on Taiwan in the semiconductor sector, it will likely have a negative impact on the economy of Taiwan.

 

Taxation

 

Changes in tax legislation in either the United States or the ROC may have an impact on the Fund. The Fund is currently subject to a Taiwan security transaction tax of 0.3% on sales of equities and 0.1% on sales of mutual fund shares based on the transaction amount. Security transaction tax is embedded in the cost basis of each security and contributes to the realized gain or loss for the Fund. Security transaction taxes are not accrued until the tax becomes payable. Dividends paid by Taiwan companies to the Fund are subject to withholding tax in Taiwan. During certain periods in the past, capital gains derived from stock transactions have been subject to tax in the ROC. Starting in January 1, 2016, capital gains realized from the sale or disposal of common shares became exempt from ROC income tax under the ROC Income Tax Act. However, there can be no assurance that the capital gains tax will not be imposed in the future or that the Fund will continue to be exempt from such tax.

 

General Risk Factors

 

Semi-Conductor Industry Concentration

 

As one of its fundamental policies, the Fund will concentrate (i.e., invest more than 25% of its total assets) its investments in the semi-conductor industry. Companies in the semi-conductor industry face intense competition, both domestically and internationally, and such competition may have an adverse effect on profit margins. In addition, semi-conductor companies may have limited product lines, markets, financial resources or personnel. The products of semi-conductor companies may also face obsolescence due to rapid technological developments and frequent new product introduction, unpredictable changes in growth rates and competition for the services of qualified personnel. Capital equipment expenditures among semi-conductor companies could be substantial, and equipment generally suffers from rapid obsolescence. Companies in the semi-conductor industry are heavily dependent on patent and intellectual property rights. The loss or impairment of these rights would adversely affect the profitability of these companies.

 

Securities Lending

 

The Fund may from time to time, for purposes of increasing its income, lend securities to qualified financial institutions, brokers and dealers. State Street Bank & Trust serves as securities lending agent to the Fund pursuant to a Securities Lending Authorization Agreement. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions. To minimize certain risks, loan counterparties pledge securities issued or guaranteed by the U.S. Government or irrevocable letters of credit

 

31

 

 


Risk Factors and Special Considerations
(unaudited) (concluded)

 

issued by banks as collateral. The initial collateral received by the Fund is required to have a value of at least 102% of the current value of the loaned securities traded on U.S. exchanges, and a value of at least 105% for all other securities. The lending agent has agreed to indemnify the Fund in the case of default of any securities borrower.

 

The lending of securities exposes the Fund to risks such as: the borrowers may fail to return the loaned securities or may not be able to provide additional collateral, the Fund may experience delays in recovery of the loaned securities or delays in access to collateral, or the Fund may experience losses related to the investment collateral. To the extent that securities acquired with such collateral have decreased in value, it may result in the Fund realizing a loss at a time when it would not otherwise do so.

 

Limited Markets

 

Certain securities listed on the TSE may be less liquid (i.e., harder to sell) and their prices may be more volatile than many U.S. securities. Illiquidity tends to be greater, and valuation of the Fund’s foreign securities may be more difficult, due to the infrequent trading and/or delayed reporting of quotes and sales.

 

Net Asset Value Discount

 

Shares of closed-end investment companies frequently trade at a discount from net asset value. This characteristic of shares of a closed-end fund is a risk separate and distinct from the risk that the fund’s net asset value will decrease. The Fund cannot predict whether in the future its shares will trade at, below, or above net asset value. The Fund’s shares of common stock are not subject to redemption.

 

32

 

 


Directors and Officers
(unaudited)

 

The following table sets forth certain information concerning each of the directors and officers of the Fund as of fiscal year end.

 

Directors serve from the time of election and qualifications at the Fund’s annual meeting of stockholders until the next annual meeting of stockholders or until their respective successors have been elected and qualified. All Officers serve for one year or until their respective successors are chosen and qualified.

 

Name (Age) and
Address of Directors*

Position(s)
Held with
Fund

Director
Since

Principal Occupation(s) or
Employment During
Past Five Years

Number of Funds
in the Complex
Overseen by the
Director

Other
Directorships/
Trusteeships in
Publicly Held
Companies

Directors Considered Independent Persons

     

William C. Kirby (72)

Chairman of the Board and Director

2013

T. M. Chang Professor of China Studies (2006-present); Spangler Family Professor of Business Administration (2006-present); Chairman, Harvard China Fund (2006-present); Harvard University Distinguished Service Professor (2006-present); and Director, John K. Fairbank Center for Chinese Studies, Harvard University (2006-2014).

1

Cabot Corporation.

Anthony S. Clark, CFA (70)

Director

2017

Managing Member, Innovation Capital Management, LLC (2016 to present); Chief Investment Officer of the Pennsylvania State Employees’ Retirement System (2010 to 2013); Deputy Chief Investment Officer of the Pension Benefit Guaranty Corporation (PBGC) (2009 to 2011).

1

Director, Aberdeen Japan Equity Fund, Inc.

 

33

 

 


Directors and Officers
(unaudited) (continued)

 

Name (Age) and
Address of Directors*

Position(s)
Held with
Fund

Director
Since

Principal Occupation(s) or
Employment During
Past Five Years

Number of Funds
in the Complex
Overseen by the
Director

Other
Directorships/
Trusteeships in
Publicly Held
Companies

Thomas G. Kamp, CFA (62)

Chairman of the Audit Committee and Director

2018

Member of Board of Advisors for FHL Healthcare Fund (2020 - present); Executive Board Member, Southern Methodist University, Lyle School of Engineering (2016 – present); Director and Chairperson, Elim Christian Services Foundation (2002-present); Director and Chairperson,Finley’s Barkery, SBC (2020– 2022); Director and Chairperson, Aker Technologies Inc. (2017-2019)

1

None.

Warren J. Olsen (66)

Director

2018

Chairman and Chief Investment Officer, SCB Global Capital Management (2014-present); Vice Chairman and Chief Investment Officer, First Western Financial, Inc. (2002-2014).

1

Aetos Multi-Strategy Arbitrage Fund, LLC; Aetos Distressed Investment Strategies Fund, LLC; Aetos Long/Short Strategies Fund, LLC.

Shelley E. Rigger (61)

Director

2016

Vice President for Academic Affairs and Dean of Faculty (May 2022-present) and Brown Professor of East Asian Politics, Davidson College (1993-present)

1

None.

 

*

For purposes of Fund business, all Directors may be contacted at the following address: One Congress Building, One Congress Street, Suite 1, Boston, Massachusetts 02114-2016

 

34

 

 


Directors and Officers
(unaudited) (concluded)

 

The following table provides information concerning each of the officers of the Fund.

 

Name, Address, and Age

Position(s) Held
with the Fund

Since

Principal Occupation(s) or Employment
During Past Five Years

Officers of the Fund

     

Yuichi Nomoto (50)
Nomura Asset Management U.S.A. Inc.
Worldwide Plaza
309 West, 49th Street
New York NY 10019-7316

President

2022(1)

President and Chief Executive Officer of Nomura Asset Management U.S.A. Inc. (“Nomura’’); Head of Global Business Strategy Department of Nomura Asset Management Co., Ltd. between April 2022 and March 2023; Managing Director of Nomura since 2018; Head of Client Services and Marketing of Nomura. from 2016-2020; Executive Director of Nomura from 2016-2018.

Maria Premole (61)
Nomura Asset Management U.S.A. Inc.
Worldwide Plaza
309 West 49th Street
New York, NY 10019-7316

Vice President

2022(2)

Vice President/Head of U.S. Business Strategy in the Institutional Business Development Department and Latin America Departments since 2019; Vice President of Nomura since 2013.

Monique Labbe (49)
Foreside Management Services, LLC
Three Canal Plaza, Suite 100
Portland, ME 04101

Treasurer

2017

Senior Principal Consultant and Fund Principal Financial Officer Foreside Management Services, LLC (2014-present)

Brian F. Link (50)
State Street Bank and Trust Company
One Congress Building
One Congress Street, Suite 1
Boston, Massachusetts 02114-2016

Secretary

2014

Vice President and Managing Counsel, State Street Bank and Trust Company (2007-present).

Patrick Keniston (59)
Foreside Fund Officer Services, LLC
Three Canal Plaza, Suite 100
Portland, ME 04101

Chief Compliance Officer

2015

Senior Principal Consultant and Fund Chief Compliance Officer, Fund Officer Services, LLC (2008-present)

 

(1)

On September 6, 2022, Mr. Nomoto was appointed as President, effective September 17, 2022.

 

(2)

On October 18, 2022, Ms. Premole was appointed as Vice President.

 

35

 

 


 

UNITED STATES ADDRESS

The Taiwan Fund, Inc.
c/o State Street Corporate
One Congress Building One Congress Street,
Suite 1
Boston, Massachusetts 02114-2016
www.thetaiwanfund.com

 

INVESTMENT MANAGER

Nomura Asset Management U.S.A. Inc.
Worldwide Plaza
309 West 49th Street
New York, NY

 

DIRECTORS AND OFFICERS

William C. Kirby, Chairman of the Board and Discount Management Committee, Member, Audit Committee, Nominating Committee, Valuation Committee and Independent Director

 

Anthony S. Clark, Chairman, Valuation Committee, Member, Audit Committee, Nominating Committee, Discount Management Committee, and Independent Director

 

Thomas G. Kamp, Chairman, Audit Committee, Member, Discount Management Committee, Nominating Committee, Valuation Committee and Independent Director

 

Shelley E. Rigger, Chair, Nominating Committee, Member, Audit Committee, Discount Management Committee, Valuation Committee and Independent Director

 

Warren J. Olsen, Vice Chairman, Audit Committee Member, Nominating Committee, Discount Management Committee, Valuation Committee and Independent Director

 

Yuichi Nomoto, President

 

Maria Premole, Vice President

 

Patrick J. Keniston, Chief Compliance Officer

 

Brian F. Link, Secretary

 

Monique Labbe, Treasurer

 

ADMINISTRATOR AND ACCOUNTING AGENT

State Street Bank and Trust Company
Boston, MA

 

CUSTODIAN

State Street Bank and Trust Company
Boston, MA

 

TRANSFER AGENT, DIVIDEND PAYING AGENT AND REGISTRAR

Computershare Trust Company, N.A.
Canton, MA

 

LEGAL COUNSEL

Clifford Chance US LLP
New York, NY

 

Lee and Li
Taipei, Taiwan

 

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Tait, Weller & Baker LLP
Philadelphia, PA

 

Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940 that from time to time the Fund may purchase shares of its common stock in the open market at prevailing market prices.

 

 

(b)Not applicable.

 

Item 2. Code of Ethics.

 

(a)The Taiwan Fund, Inc. (the “Fund”) has adopted a Code of Ethics that applies to the Fund’s principal executive officer and principal financial officer.

 

(b)No information needs to be disclosed pursuant to this paragraph.

 

(c)There have been no amendments to the Fund’s Code of Ethics during the reporting period for Form N-CSR.

 

(d)Not applicable.
  
(e)Not applicable.

 

(f)A copy of the Fund’s Code of Ethics is attached as exhibit 13(a)(1) to this Form N-CSR.

 

Item 3. Audit Committee Financial Expert.

 

(a)(1) The Board of Directors of the “Fund” has determined that the Fund has one member serving on the Fund’s Audit Committee that possesses the attributes identified in Instruction 2(b) of Item 3 to Form N-CSR to qualify as “audit committee financial expert.”
  
 (2) The name of the audit committee financial expert is Thomas G. Kamp. Mr. Kamp has been deemed to be “independent” as that term is defined in Item 3(a)(2) of Form N-CSR.

 

Item 4. Principal Accountant Fees and Services.

 

(a)Audit Fees

 

For the fiscal years ended August 31, 2023 and August 31, 2022, Tait, Weller & Baker LLP (“Tait Weller”), the Fund’s independent registered public accounting firm, billed the Fund aggregate fees of US$53,000 and US$53,000, respectively, for professional services rendered for the audit of the Fund’s annual financial statements and review of financial statements included in the Fund’s annual report to stockholders.

 

(b)Audit-Related Fees

 

For the fiscal years ended August 31, 2023 and August 31, 2022, Tait Weller billed the Fund aggregate fees of US$0 and US$0, respectively, for assurances and related services that are reasonably related to the performance of the audit or review of the Fund’s financial statements and are not reported under the section Audit Fees above. Audit-Related Fees represent procedures applied to the semi-annual financial statement amounts (reading the semi-annual report and valuation and existence procedures on investments) as requested by the registrant's audit committee.

 

(c)Tax Fees

 

For the fiscal years ended August 31, 2023 and August 31, 2022, Tait Weller billed the Fund aggregate fees of US$13,200 and US$13,200, respectively, for professional services rendered for tax compliance, tax advice, and tax planning. The nature of the services comprising the Tax Fees was the review of the Fund’s income tax returns and tax distribution requirements.

 

 

(d)All Other Fees

 

For the fiscal years ended August 31, 2023 and August 31, 2022, Tait Weller did not bill the Fund any fees for products and services other than those disclosed above.

 

(e)       The Fund’s Audit Committee Charter requires that the Audit Committee pre-approve all audit and non-audit services to be provided to the Fund by the Fund’s independent registered public accounting firm; provided, however, that the pre-approval requirement with respect to non-auditing services to the Fund may be waived consistent with the exceptions provided for in the Securities Exchange Act of 1934, as amended (the “1934 Act”). All of the audit and tax services described above for which Tait Weller billed the Fund for the fiscal years ended August 31, 2023 and August 31, 2022, were pre-approved by the Audit Committee.

 

For the fiscal years ended August 31, 2023 and August 31, 2022, the Fund’s Audit Committee did not waive the pre-approval requirement of any non-audit services to be provided to the Fund by Tait Weller.

 

(f)Not applicable.

 

(g)       For the fiscal years ended August 31, 2023 and August 31, 2022, Tait Weller did not bill the Fund any non-audit fees. For the fiscal years ended August 31, 2023 and August 31, 2022, Tait Weller did not provide any services to Allianz Global Investors U.S. LLC (“AGI”) the Fund’s investment manager during the fiscal year ended August 31, 2022 and for the period September 1, 2022 through September 16, 2022 and Nomura Asset Management U.S.A. Inc. (“Nomura” or the “Investment Adviser”) the Fund’s investment manager for the period September 17, 2022 through August 31, 2023.

 

(h)       Tait Weller notified the Fund’s Audit Committee of all non-audit services that were rendered by Tait Weller to the Fund’s Investment Adviser and any entity controlling, controlled by, or under common control with the Investment Adviser that provides ongoing services to the Fund that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X, allowing the Fund’s Audit Committee to consider whether such services were compatible with maintaining Tait Weller’s independence.

 

(i)Not applicable.

 

(j)Not applicable.

 

Item 5. Audit Committee of Listed Registrants.

 

(a)       The Fund has a separately-designated audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934. The members of the Fund’s audit committee are Thomas G. Kamp, Anthony S. Clark, William C. Kirby, Shelley E. Rigger, and Warren J. Olsen.

 

(b)Not applicable.

 

Item 6. Investments.

 

(a)Schedule of Investments is included as part of Item 1.
  
(b)Not applicable.

 

 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Investment Companies.

 

The registrant has delegated to its investment adviser the voting of proxies relating to the registrant's portfolio securities. The policies and procedures used by the investment adviser to determine how to vote proxies relating to the registrant's portfolio securities, including the procedures used when a vote presents a conflict of interest involving the investment adviser or any of its affiliates, are contained in the investment adviser's Proxy Voting Guidelines, which are attached hereto as Exhibit 13(a)(4).

 

Item 8. Portfolio Managers of Closed-End Management Investment Company.

 

(a)(1) Ms. Sky Chen acts as the Registrant’s lead portfolio manager. She has been a Portfolio Manager at Nomura Asset Management Taiwan Ltd. since 2007 and has worked in the Taiwan investment industry since 1998. Prior to joining Nomura, Sky worked as a Portfolio Manager at First Capital Management and as a sell-side analyst at JihSun Securities. Sky received a B.S. degree in Economics from Chung Hsing University in 1996 and a Master's degree in Finance from the National Chiao Tung University in 1998. Ms. Chen commenced management of the Registrant on September 17, 2022. The portfolio manager is primarily responsible for the day-to-day portfolio management for the Registrant. She oversees investment decisions and activities and reviews research analysis.

 

    Registered
Investment
Companies
    Other Pooled
Investment Vehicles
  Other Accounts
Portfolio Manager   #   AUM($million) # AUM($million) #   AUM($million)
Sky Chen   0 $ 0   1    $ 730.22 0  $ 0

 

(2) The portfolio manager was primarily responsible for the day-to-day portfolio management for the Registrant and for one other pooled investment vehicle that is not a registered investment company under the 1940 Act (with total assets of $730.2 million as of August 31, 2023). Real, potential or apparent conflicts of interest may arise where a portfolio manager has day-to-day responsibilities with respect to more than one account. These conflicts include the following: (i) the process for allocation of investments among multiple accounts for which a particular investment may be appropriate, (ii) allocation of a portfolio manager’s time and attention among relevant accounts and (iii) circumstances where the Registrant’s Investment Adviser has an incentive fee arrangement or other interest with respect to one account that does not exist with respect to other accounts and (iv) personal interests and related party interests. Compliance policies and procedures are designed to address these conflicts and to provide reasonable assurance that no client or group of clients is advantaged at the expense of any other client and that client accounts are treated equitably over time.

 

(3) The portfolio manager receives a combination of base compensation and discretionary compensation. The methodology used to determine the portfolio manager’s compensation is applied across all accounts managed by the portfolio manager. Generally, the portfolio manager receives fixed salary compensation based on her duties and performance. The amount of base salary is reviewed annually after completion of the formal performance appraisal process. In order to appraise the portfolio manager’s performance, certain measures are used, such as a review of her specialties and expertise, a review of her capabilities to achieve assigned duties and a review of her management and communication skills. In addition to base compensation, the portfolio manager may receive discretionary compensation in the form of a cash bonus. The bonus, which is paid annually, is based on both quantitative and qualitative scores. The quantitative score is determined based on the outperformance of portfolio accounts measured against their specific benchmark. The qualitative score is determined by analyzing non-financial performance measures and other related factors.

 

 

(4) As of August 31, 2023, the portfolio manager did not own beneficially any securities issued by the Registrant.

 

(b)       Not applicable.

 

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

On June 14, 2023, the Fund announced that its Board of Directors (the “Board”) had authorized the commencement of repurchase of shares of common stock of the Fund (the “Common Shares”), under which the Fund will repurchase in each twelve month period ended August 31 up to 10% (or such other percentage as the Board may determine from time to time) of its common stock outstanding as of the close of business on August 31 the prior year. Such purchases will be made opportunistically at certain discounts to net asset value per share in the reasonable judgment of management based on historical discount levels and current market conditions. The Fund will repurchase shares in accordance with procedures approved by the Board and these repurchases may be commenced or suspended at any time or from time to time without any notice.

 

During the six month period ended August 31, 2023, the following purchases were made by or on behalf of the Fund as that term is defined in Rule 10b-18 under the Exchange Act.

 

Period (a) Total Number of Shares (or Units) Purchased (b) Average Price Paid per Share (or Unit) (c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs (d) Maximum Number (or Approximate Dollar Value) of Shares (or Units) that May Yet Be Purchased Under the Plans or Programs
March 1, 2023 through March 31, 2023 0 N/A 0 N/A
April 1, 2023 through April 30, 2023 0 N/A 0 N/A
May 1, 2023 through May 31, 2023 0 N/A 0 N/A
June 1, 2023 through June 30, 2023 10,213 $31.399 10,213 736,836
July 1, 2023 through July 31, 2023 13,906 $33.003 13,906 722,930
August 1, 2023 through August 31, 2023 19,004 $31.211 19,004 703,926
Total 43,123 $31.833 43,123 703,926

 

 

Item 10. Submission of Matters to a Vote of Security Holders.

 

There have been no material changes to the procedures by which stockholders may recommend nominees to the registrant’s Board of Directors during the period covered by this Form N-CSR filing.

 

Item 11. Controls and Procedures.

 

(a)The registrant’s principal executive and principal financial officers have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of this Form N-CSR based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the 1934 Act (17 CFR 240.13a-15(b) or 240.15d-15(b)).

 

(b)There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d))) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

(a)

      
(1) Gross income from securities lending activities  $772,366 
(2) Fees and/or compensation for securities lending activities and related services     
Fees paid to securities lending agent from a revenue split  $252,887 
Fees paid for cash collateral management services (including fees deducted from a pooled cash collateral reinvestment vehicle) that are not included in the revenue split  $0 
Administrative fees that are not included in the revenue split    
Indemnification fee not included in the revenue split    
Rebates paid to borrowers;  $0 
Other fees relating to the securities lending program not included in the revenue split    
(3) Aggregate fees/compensation for securities lending activities and related services  $252,887 
(4) Net income from securities lending activities  $519,479 

 

 

(b) The Fund may lend securities to qualified financial institutions, brokers and dealers. State Street Bank & Trust serves as securities lending agent to the Fund pursuant to a Securities Lending Authorization Agreement. Loans of securities are terminable at any time and the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions. The lending of securities exposes the Fund to risks such as: the borrowers may fail to return the loaned securities or may not be able to provide additional collateral, the Fund may experience delays in recovery of the loaned securities or delays in access to collateral, or the Fund may experience losses related to the investment collateral. To minimize certain risks, loan counterparties pledge securities issued or guaranteed by the U.S. Government or irrevocable letters of credit issued by banks as collateral. The initial collateral received by the Fund is required to have a value of at least 102% of the current value of the loaned securities traded on U.S. exchanges, and a value of at least 105% for all other securities. The lending agent has agreed to indemnify the Fund in the case of default of any securities borrower.

 

Item 13. Exhibits.

 

(a)(1) Code of Ethics is attached hereto in response to Item 2(f).
(a)(2) The certifications required by Rule 30a-2 of the 1940 Act (17 CFR 270.30a-2(a)) are attached hereto.
(a)(3) Not applicable.
(a)(4) Proxy voting policies and procedures of the Fund’s investment adviser are attached hereto in response to Item 7.
(b) The certifications required by Rule 30a-2(b) of the 1940 Act (17 CFR 270.30a-2(b)) and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

THE TAIWAN FUND, INC.

 

By: /s/ Yuichi Nomoto  
  Yuichi Nomoto  
  President of The Taiwan Fund, Inc.  
     
Date: November 3, 2023  

 

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: /s/ Yuichi Nomoto  
  Yuichi Nomoto  
  President of The Taiwan Fund, Inc.  
     
Date: November 3, 2023  

 

By: /s/ Monique Labbe  
  Monique Labbe  
  Treasurer of The Taiwan Fund, Inc.  
     
Date: November 3, 2023  

 

Exhibit 13(a)(1)

 

CODE OF ETHICS FOR PRINCIPAL EXECUTIVE AND SENIOR FINANCIAL OFFICERS

 

A.This Code of Ethics (the “Code”) for The Taiwan Fund, Inc. (the “Fund”) applies to the Fund’s Chief Executive Officer, Chief Financial Officer, President and Treasurer (or persons performing similar functions) (“Covered Officers”) for the purpose of promoting:
1.honest and ethical conduct, including the ethical handling of actual or apparent conflicts of interest between personal and professional relationships.
2.full, fair, accurate, timely and understandable disclosure in reports and documents that the Fund files with, or submits to, the Securities and Exchange Commission (“SEC”) and in other public communications made by the Fund;
3.compliance with applicable laws and governmental rules and regulations;
4.prompt internal reporting of violations of the Code to an appropriate person or persons identified in the Code; and
5.accountability for adherence to the Code.

Each Covered Officer should adhere to a high standard of business ethics and should be sensitive to situations that may give rise to actual as well as apparent conflicts of interest. The Fund will expect all Covered Officers to comply at all times with the principles in this Code. A violation of this Code by an employee is grounds for disciplinary action up to and including discharge and possible legal prosecution. Any question about the application of the Code should be referred to the Audit Committee of the Fund’s Board of Directors (the “Audit Committee”).

 

B.Covered Officers Should Handle Ethically Actual and Apparent Conflicts of Interest

Overview. A “conflict of interest” occurs when a Covered Officer’s private interest interferes with the interests of, or his service to, the Fund. For example, a conflict of interest would arise if a Covered Officer, or a member of his family, receives improper personal benefits as a result of his position with the Fund.

Certain conflicts of interest arise out of the relationships between Covered Officers and the Fund and already are subject to conflict of interest provisions in the Investment Company Act of 1940 (the “Investment Company Act”) and the Investment Advisers Act of 1940 (the “Investment Advisers Act”). For example, Covered Officers may not individually engage in certain transactions (such as the purchase or sale of securities or other property) with the Fund because of their status as “affiliated persons” of the Fund. The compliance programs and procedures of the Fund and the Fund’s investment adviser (the “Adviser”) are designed to prevent, or identify and correct, violations of these provisions. Certain conflicts of interest also arise out of the personal securities trading activities of the Covered Officers and the possibility that they may use information regarding the Fund’s securities trading activities for their personal benefit. The Fund’s Code of Ethics under Rule 17j-1 under the Investment Company Act is designed to address these conflicts of interest. This Code does not, and is not intended to, replace these programs and procedures or the Fund’s Rule 17j-1 Code of Ethics, and this Code’s provisions should be viewed as being additional and supplemental to such programs, procedures and code.

 

 

Although typically not presenting an opportunity for improper personal benefit, conflicts arise from, or as a result of, the contractual relationship between the Fund and the Adviser of which the Covered Officers may also be officers or employees. As a result, this Code recognizes that the Covered Officers will, in the normal course of their duties (whether formally for the Fund or for the Adviser, or for both), be involved in establishing policies and implementing decisions that will have different effects on the Adviser and the Fund. The participation of the Covered Officers in such activities is inherent in the contractual relationship between the Fund and the Adviser and is consistent with the performance by the Covered Officers of their duties as officers of the Fund. Thus, if performed in conformity with the provisions of the Investment Company Act and the Investment Advisers Act, such activities will be deemed to have been handled ethically. In addition, it is recognized by the Fund’s Board of Directors (the “Board”) that the Covered Officers may also be officers or employees of one or more other investment companies or other registered entities covered by other codes.

Each Covered Officer must not:

1.Use her or his personal influence or personal relationships improperly to influence investment decisions or financial reporting by the Fund whereby the Covered Officer would benefit personally to the detriment of the Fund;
2.cause the Fund to take action, or fail to take action, for the individual personal benefit of the Covered Officer rather than the benefit of the Fund; and
3.use material non-public knowledge of portfolio transactions made or contemplated for, or actions proposed to be taken by, the Fund to trade personally or cause others to trade personally in contemplation of the market effect of such transactions.

Each Covered Officer must, at the time of signing this Code, report all material business affiliations outside the Fund and must update the report annually.

Covered Officers should avoid situations which involve the appearance of, or potential for, conflicts of interest. Examples of these situations include:

4.accepting directly or indirectly, anything of value, including gifts and gratuities in excess of $100 per year from any person or entity with which the Fund has current or prospective business dealings, not including occasional meals or tickets to theatre or sporting events or other similar entertainment, provided it is business-related, reasonable in cost, appropriate as to time and place and not so frequent as to raise any question of impropriety.
5.any ownership interest in, or any consulting or employment relationship with, any of the Fund’s service providers, other than its investment adviser, compliance service provider or any affiliated person thereof; and
6.a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Fund for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Covered Officer’s employment, such as compensation or equity ownership.

In situations involving a Covered Officer which involve the appearance of, or the potential for, conflicts of interest, but where the Covered Officer believes that no significant conflict of interest exist, the Covered Officer must obtain prior written approval from the Audit Committee before becoming involved in that situation. No such approval shall be considered a waiver of this Code.

 

 

C.Disclosure and Compliance
1.Each Covered Officer should familiarize herself or himself with the disclosure and compliance requirements generally applicable to the Fund;
2.each Covered Officer should not knowingly misrepresent, or cause others to misrepresent, facts about the Fund to others, whether within or outside the Fund, including to the Fund’s directors and auditors, or to governmental regulators and self-regulatory organizations;
3.each Covered Officer should, to the extent appropriate within her or his area of responsibility, consult with other officers and employees of the Fund and the Adviser with the goal of promoting full, fair, accurate, timely and understandable disclosure in the reports and documents the Fund files with, or submits to, the SEC and in other public communications made by the Fund; and
4.it is the responsibility of each Covered Officer to promote compliance with the standards and restrictions imposed by applicable laws, rules and regulations.
D.Reporting and Accountability

Each Covered Officer must:

1.upon adoption of the Code or (thereafter as applicable, upon becoming a Covered Officer), affirm in writing to the Board that she or he has received, read and understands the Code;
2.annually thereafter affirm to the Board that she or he has complied with the requirements of the Code;
3.not retaliate against any other Covered Officer or any employee of the Fund or their affiliated persons for reports of potential violations that are made in good faith; and
4.notify the Audit Committee promptly if she or he knows of any violation of this Code. Failure to do so is itself a violation of this Code.

The Audit Committee is responsible for applying this Code to specific situations in which questions are presented under it and has the authority to interpret this Code in any particular situation. Any waivers sought by a Covered Officer must be considered by the Audit Committee.

A copy of this Code shall be delivered to each employee of the Fund and each employee of the Adviser annually together with a memorandum requesting that any violations of the Code be communicated immediately to the Audit Committee.

The Fund will follow these procedures in investigating and enforcing this Code:

5.the Audit Committee will take all appropriate action to investigate any potential violations reported to it;

 

6.if, after such investigation, the Audit Committee believes that no violation has occurred, the Audit Committee is not required to take any further action;
7.if the Audit Committee determines that a violation has occurred, it will consider appropriate action, which may include review of, and appropriate modifications to, applicable policies and procedures; notification to appropriate personnel of the Adviser or its board; or a recommendation to dismiss the Covered Officer;
8.the Audit Committee will be responsible for granting waivers of this Code, as appropriate; and
9.any changes to or waivers of this Code will, to the extent required, be disclosed as provided by SEC rules.
E.Changes To or Waivers of the Code

No change to or waiver of any provision of this Code will be effective until the Fund discloses the nature of any amendment to, or waiver from, a provision of the Code in its Form N-CSR, or on its website within five business days following the date of the amendment or waiver if this method of disclosure has been established in its Form N-CSR and made available on its website for twelve months. Any waiver of provisions of this Code will be reported in filings with the SEC and otherwise reported to the Fund’s stockholders to the full extent required by the rules of the SEC and by any applicable rules of any securities exchange on which the Fund’s securities are listed.

F.Other Policies and Procedures

This Code shall be the sole code of ethics adopted by the Fund for purposes of Section 406 of the Sarbanes-Oxley Act of 2002 and the rules and forms applicable to registered investment companies thereunder. Insofar as other policies or procedures of the Fund or the Adviser or other service providers govern or purport to govern the behavior or activities of the Covered Officers who are subject to this Code, they are superseded by this Code to the extent that they conflict with the provisions of this Code.

G.Amendments

Any amendments to this Code must be approved or ratified by a majority vote of the Audit Committee and the Board, including a majority of directors who are not interested persons as defined in the Investment Company Act.

H.Confidentiality

All reports and records prepared or maintained pursuant to this Code will be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code, such matters shall not be disclosed to anyone other than the Audit Committee, the Board, the Fund and its counsel and the Adviser and its counsel.

I.Internal Use

The Code is intended solely for the internal use by the Fund and does not constitute an admission, by or on behalf of the Fund, as to any fact, circumstance or legal conclusion.

 

 

I have read and understand the terms of the Code. I recognize the responsibilities and obligations incurred by me as a result of my being subject to the Code. I hereby agree to abide by the Code.

 

     
By:  
  [Insert Name of Covered Person]  
     
Date:  

 

Adopted: October 23, 2003

 

Last Revision: Approved April 26, 2010, effective May 8, 2010

 

Exhibit 13(a)(2)

 

I, Yuichi Nomoto, President of The Taiwan Fund, Inc., certify that:

 

1.I have reviewed this report on Form N-CSR of The Taiwan Fund, Inc.;

 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b)Designed such internal control over financial reporting, or so caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

 

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: November 3, 2023

 

By: /s/ Yuichi Nomoto  
  Yuichi Nomoto  
  President (principal executive officer) of The Taiwan Fund, Inc.  

 

 

I, Monique Labbe, Treasurer of The Taiwan Fund, Inc., certify that:

 

1.I have reviewed this report on Form N-CSR of The Taiwan Fund, Inc.;

 

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

(b)Designed such internal control over financial reporting, or so caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

 

5.The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

 

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: November 3, 2023  
     
By: /s/ Monique Labbe  
  Monique Labbe  
  Treasurer (principal financial officer) of The Taiwan Fund, Inc.  

Exhibit 13(a)(4)

 

Proxy Voting Policy

 

Global Proxy Voting Policy

 

November 1, 2021

Nomura Asset Management

 

This Policy applies to resolutions to be proposed at shareholders’ meetings which are held on or after November 1, 2021.

 

This Policy applies for investee companies globally.

 

1. Policy for Proxy Voting

 

NOMURA ASSET MANAGEMENT (“NAM” or “we” hereafter) has the fiduciary duty (a duty to manage our business activities in the best interest of our clients) to do our best to enhance returns for our clients as an investment manager. To fulfill our duties as well as our role, we will encourage investee companies to realize appropriate management practices (including initiatives directed at ESG issues) and thereby encourage them to enhance corporate value and achieve sustainable growth by engaging with them and exercising our proxy voting rights in a proper manner based on this Policy we have established. We also encourage investee companies to operate their businesses in the best interests of their shareholders over the long term through our proper proxy voting activity.

 

(Note) ESG refers to environment, social and corporate governance. We place emphasis on ESG issues, as they need to be considered in the context of corporate social responsibility and sustainability.

 

2. Proxy Voting Guidelines

 

When exercising proxy voting rights, we will vote for resolutions that are deemed to enhance shareholder value, while voting against those that are deemed harmful to shareholder value. We do not exercise our proxy voting rights solely as a means to address specific social or political issues, irrespective of the investment returns of the company.

 

When making a judgment on the exercise of proxy voting rights, we regard any misconduct, violation of laws and regulations and rules of stock exchanges, or any act that is deemed questionable in view of initiatives directed at ESG issues or social norms, as being harmful to shareholder value.

 

 

We closely examine voting resolutions that meet one or more of the conditions listed below. Where we believe that a specific resolution is not in the best interest of shareholders, we will, in principle, decide to vote against the resolution.

 

(1) The company continuously reports sluggish business performance. Sluggish business performance indicators that are considered when judging the exercise of proxy voting rights, include performance that leads to a significant decline in the investment returns of the company, such as recording a deficit for three consecutive years. Business performance is based on consolidated accounts. However, if consolidated accounts are not reported, business performance is based on non-consolidated accounts. (The same shall apply hereafter.)

 

(2) The company accumulates a large amount of excess funds that are deemed not to be used effectively and/or are not distributed to shareholders adequately.

 

(3) The company’s disclosure is considered inadequate and harmful to shareholder value.

 

(4) The auditor’s opinion on the issuer is qualified.

 

(5) The composition and/or size of the company’s board of directors, or the composition and/or size of its board of statutory auditors, audit committee or any other committee is deemed to be inadequate and may harm shareholder value.

 

(6) Extraordinary resolutions that are deemed highly likely to harm shareholder value.

 

3. Positions on Specific Issues

 

(1) Election of Directors

 

The board of directors is expected to consist of a diverse range of persons who are qualified for the position with sufficient skills and experience and the capability to supervise the execution of the business on behalf of shareholders.

 

If the company is found to have engaged in any activity that is materially harmful to shareholder value, or if the company’s business performance remains sluggish over a long period, or if any similar issue is found with regard to the company, we will in principle vote against the election of directors who are deemed to be responsible for such issues/activities. Also, if the investee company had been encouraged by us to address the inadequacy in its initiatives to realize appropriate management practices pointed out by us through engagement but failed to engage adequately in initiatives and is not expected to make improvements, and if this is deemed to be hindering, or highly likely to hinder in the medium/long run, the enhancement of corporate value and sustainable growth, we will in principle vote against the election of directors who are deemed to be responsible for such inadequacy.

 

 

In principle, we vote for the election of outside directors. However, we pay special attention to the directors’ qualifications, such as their independence. We determine the independence of the outside directors from a comprehensive perspective on whether they are representatives of major shareholders, have received a large amount of income other than executive remuneration from the company in question, and are related to other executive members.

 

The number of directors should be adequate and appropriate considering the nature of the company’s business and its scale.

 

(2) Election of Auditors

 

Auditors are expected to be qualified to audit the business on behalf of shareholders, and are also expected to function adequately for that purpose.

 

Where the company is found to have engaged in any activity that is materially harmful to shareholder value or if any similar issue is found with regard to the company in question, and an auditor is found responsible for any part thereof, or is deemed to have failed to fully perform his/her duties, we will vote against the reelection of the auditor.

 

It is desirable that outside auditors are independent of management. It is not desirable to have a board of statutory auditors and an audit committee composed of outside auditors, all of whom lack independence. We determine the independence of the outside auditors from a comprehensive perspective on whether they are representatives of major shareholders, have received a large amount of income other than executive remuneration from the company in question, and are related to other executive members.

 

Where a reduction in the number of auditors is proposed, there should be proper justification for such a reduction.

 

 

(3) Election of Accounting Auditors

 

In principle, we will vote for the election of accounting auditors except where it is found that:

 

·The accounting auditor has an interest in the company and lacks independence.

 

·Excessive non-audit remuneration has been paid to the accounting auditor by the company.

 

·The accounting auditor has expressed inaccurate opinions on the company’s financial conditions.

 

(4) Executive Remuneration

 

It is desirable that executive remuneration plans are reasonable and are aligned with the long-term performance of the company.

 

We vote against remuneration plans, if the company is found to have engaged in any activity that is materially harmful to shareholder value, or the amount of remuneration is inconsistent with or inequitable compared to the company’s overall financial condition, or plans are deemed to substantially harm shareholder value. In particular, we will vote against resolutions on executive bonuses when there is a significant decline in business performance, or when the bonus payment amount is found to be unreasonably large in relation to past achievements and the current financial conditions of the company, or as compared with other competitors.

 

In particular, we will vote against resolutions on offering company stocks (including stock options) when there is a significant decline in business performance, or when the value of stock remuneration is found to be unreasonably high in view of past achievements and the current financial conditions of the company, or as compared with other competitors. In principle, we vote for stock remuneration plans when the terms and conditions of the plan, such as eligibility and scale, are properly set forth for the purpose of incentivizing executives. However, we vote against such plans when the terms and conditions of the plan, including eligibility and scale, are deemed to be improper.

 

We will determine whether to vote for or against resolutions on the granting of stock remuneration to the company’s employees or outside parties by applying mutatis mutandis the rules on stock remuneration plans for executives mentioned above. We will require sufficient explanation on stocks offered to outside parties in light of whether it leads to the enhancement of shareholder value.

 

 

(5) Retirement Bonus for Directors and Auditors

 

We will vote against resolutions on retirement bonuses for retiring executives when the company is found to have engaged in any activity that is materially harmful to shareholder value, or when there is a significant decline in business performance or share price, or when the amount of the retirement bonus payment is found to be unreasonably large considering past achievements and the current financial conditions of the company, or as compared with other competitors.

 

(6) Allocation of Dividends and Profits

 

In deciding on distributions to its shareholders, the company should ensure that such distributions are consistent with its long-term investment plan and capital policies. In principle, it is desirable that excess funds are distributed to shareholders. While considering whether the company’s allocation of dividends and profits is consistent with its long-term investment plan and capital policies, we shall vote against allocation policies that are deemed to be significantly inadequate and harmful to shareholder value.

 

(7) Acquisition of the Company’s Own Stock

 

While we view the acquisition of the company’s own stock positively as a means to enhance shareholder value, we would oppose such a resolution when it is deemed to be inappropriate for the sake of the company’s capital structure.

 

(8) Change in Number of Authorized Shares

 

When said purposes are inappropriate, NAM will in principle vote against a company’s proposed increase in the number of authorized shares.

 

(9) Issuance of Preferred and Other Classes of Shares

 

We will in principle vote for resolutions if the purpose is deemed to be clear and appropriate, and the issuance of such shares is deemed not to harm the interests of general shareholders in consideration of appropriate application requirements, the fairness of voting rights, beneficiaries and other relevant matters. Otherwise, we would oppose the resolution in principle.

 

 

(10) Corporate Restructuring and Capital Policy (Mergers, Acquisitions, Sale/Transfer of Business, Corporate Separation, Capital Increase, etc.)

 

We will vote for proposed corporate restructuring and capital policies, if they are deemed appropriate after considering the contents of the respective resolutions, financial conditions (including premiums), effects on shareholder value, basis and rationality of management judgment, fair disclosure, etc., from an overall perspective. Otherwise, we would oppose the resolutions. When general shareholders receive a consideration, whether in the form of shares, money or otherwise, in relation to corporate restructuring or capital policy, we would emphasize the appropriateness of the consideration when forming a judgment on whether to vote for or against the resolutions.

 

(11) Anti-Takeover Measures

 

We individually analyze anti-takeover measures. We would oppose such resolutions unless shareholder value is protected.

 

(12) Amendment of Articles

 

We will determine whether to vote for or against resolutions on amendments to the articles of incorporation on a case by case basis from the perspective of the long-term enhancement of shareholder value or the protection of shareholder value from impairment. We will vote for (against) such resolutions if we find them appropriate (inappropriate) from these perspectives.

 

(13) Shareholder Resolution

 

We will determine whether to vote for or against shareholder resolutions on a case by case basis from the perspective of long-term enhancement of shareholder value or the protection of shareholder value from impairment. We will vote for (against) such resolutions if we find them appropriate (inappropriate) from these perspectives.

 

(14) Other

 

NAM will determine whether to vote for or against resolutions on any other issues on a case by case basis from the perspective of the long-term enhancement of shareholder value or the protection of shareholder value from impairment. We will vote for (against) such resolutions if we find them appropriate (inappropriate) from these perspectives.

 

 

4. Conflict-of-Interest Management Policy

 

We conduct business in good faith and consider the fair treatment of our clients, and we appropriately manage conflicts of interest based on our “Conflict-of-Interest Management Policy.”

 

To manage the risk of a conflict of interest arising, we conduct our business in an appropriate manner by giving first priority to the clients’ interests.

 

With regard to proxy voting, the Responsible Investment Committee which consists of members who are independent of the investment division, is in charge of policy-makings and final proxy voting decisions. In cases where we exercise proxy voting rights for securities issued by Group Companies and subsidiaries or affiliates of Nomura Holdings Inc., and/or concerning the Group Companies’ interests, after making such facts clear, we refer to opinions from multiple proxy advisors and make decisions at the Responsible Investment Committee to protect the clients’ interests. The Responsible Investment Council validates whether such decisions are adequate and if necessary may make a recommendation to the Responsible Investment Committee. When receiving the recommendation, the Responsible Investment Committee reviews the related proxy voting decision again and makes the final decision.

 

5. Other

 

NAM may be unable to vote or may decide to abstain from voting in certain circumstances. The following list, although not exhaustive, highlights some potential instances in which a proxy may not be voted:

 

(1) Securities Lending

 

When securities are offered for loan as of the record date of exercising a proxy vote, they need to be collected before exercising the vote. We may not exercise a proxy vote after considering the practical implications of such an exercise and the cost incurred for collecting such securities.

 

 

(2) Share Blocking

 

Some countries and regions require shareholders to deposit their shares with a designated depository during a specific period shortly before a shareholders’ meeting as a condition for exercising a proxy vote. Shares cannot be sold during this blocking period. In such a case, we may not exercise the proxy vote due to practical considerations and the potential for opportunity loss.

 

(3) Re-registration

 

In some countries and regions, re-registration of shares is required to exercise a proxy vote. We may choose not to exercise a proxy vote in consideration of the fact that the shares cannot be sold during the re-registration period.

 

(4) Other

 

For example, when we are unable to obtain adequate information, e.g., if the period between receipt of the resolutions and the exercise of voting is insufficient. Also, if the cost of voting the proxy outweighs the possible benefit to the client, we may also choose not to exercise the proxy vote.

 

Exhibit 13(b)

 

Yuichi Nomoto, Chief Executive Officer, and Monique Labbe, Chief Financial Officer of The Taiwan Fund, Inc. (the “Fund”), each certify that:

 

1.This Form N-CSR filing for the Fund (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Fund.

 

By: /s/ Yuichi Nomoto  
  Yuichi Nomoto  
  Chief Executive Officer of The Taiwan Fund, Inc.  

 

Date: November 3, 2023  

 

By: /s/ Monique Labbe  
  Monique Labbe  
  Chief Financial Officer of The Taiwan Fund, Inc.  

 

Date: November 3, 2023  

 


Taiwan (NYSE:TWN)
Historical Stock Chart
Von Jan 2024 bis Feb 2024 Click Here for more Taiwan Charts.
Taiwan (NYSE:TWN)
Historical Stock Chart
Von Feb 2023 bis Feb 2024 Click Here for more Taiwan Charts.