UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number: 811-05749
The China Fund, Inc.
(Exact name of registrant as specified in charter)
c/o State Street Bank and Trust Company
2 Avenue de Lafayette, 6th Floor
P.O. Box 5049
Boston, MA 02206-5049
(Address of principal executive offices)
Mary Moran Zeven
Secretary
The China Fund, Inc.
2 Avenue de Lafayette, 2nd Floor
Boston, MA 02111
State Street Bank and Trust Company
Tim Walsh, Esq.
2 Avenue de Lafayette, 6th Floor
Boston, Massachusetts 02111
and
Leonard B. Mackey, Jr., Esq.
Clifford Chance U.S. LLP
31 West 52nd Street
New York, New York 10019
(Name and address of agent for service)
Registrant's telephone number, including area code: 888-246-2255
Date of fiscal year end: October 31
Date of reporting period: July 1, 2005 - June 30, 2006
ITEM 1. PROXY VOTING RECORD
PROXY VOTING REPORT
PERIOD; FROM: 1-Jul-2005 TO 30-Jun-2006
FUND ID: 15208
FUND NAME: The China Fund Inc
MANAGEMENT FUND VOTE:
OR FOR/AGAINST/
SHAREHOLDER MANAGEMENT ABSTAIN/WITH
MEETING SECURITY PROPOSAL RECOMMENDATION MANAGEMENT/NO
SECURITY ISSUER DATE TICKER ID AGENDA ITEM (S/M) FOR/AGAINST ACTION
------------------ ----------- -------- -------- ---------------------------------------- ----------- -------------- ---------------
Fu Ji Food & 1. Accept Financial Statements and
Catering 1-Aug-2005 1175 HK B04W2V6 Statutory Reports.
2. Approve Final Dividend.
3. Reelect Yao Juan, Tung Fai and Ku
Wang as Directors and Authorise Board
to fix their remuneration.
4. Reappoint CCIF CPA Ltd as Auditors
and authorise Board to fix their
remuneration.
5. Approve issuance of Equity or
Equity-Linked Securities without
Preemptive Rights.
6. Approve repurchase of up to 10
percent of issued Capital. M FOR WITH MANAGEMENT
Anhui Expressway 1.1 Elect Mr. Wang Shui as a Member of
"H" 10-Aug-2005 995 HK 6045180 the Board of Directors of the Company
for the 4th session.
1.2 Elect Mr. Li Yungui as a Member of
the Board of Directors of the Company
for the 4th session.
1.3 Elect Mr. Tu Xiaobei as a Member of
the Board of Directors of the Company
for the 4th session.
1.4 Elect Mr. Zhang Hui as a Member of
the Board of Directors of the Company
for the 4th session.
1.5 Elect Mr. Zhang Wensheng as a
Member of the Board of Directors of the
Company for the 4th session.
1.6 Elect Mr. Li Zhanglin as a Member
of the Board of Directors of the
Company for the 4th session.
1.7 Elect Mr. Leung Man Kit as a Member
of the Board of Directors of the
Company for the 4th session.
1.8 Elect Ms. Li Mei as a Member of the
Board of Directors of the Company for
the 4th session.
1.9 Elect Ms. Guo Shan as a Member of
the Board of Directors of the Company
for the 4th session.
2.1 Elect Mr. Kan Zhaorong as a Member
of the Supervisory Committee of the
Company for the 4th session.
2.2 Elect Ms. He Kun as a Member of the
Supervisory Committee of the Company
for the 4th session.
3. Approve to determine the emoluments
of the Members of Board of Directors
and the Supervisory Committee for the
4th session; authorize the Board of
Directors of the Company to decide on
the terms of the service contracts of
the Directors and the Supervisors. M FOR WITH MANAGEMENT
TCL Multimedia 1. Approve and ratify the Transfer
Tech 18-Aug-2005 1070 HK 6193788 Agreements as specified and the Related
Agreements as specified and the
transactions contemplated there under
and the implementation thereof; and
authorize any one Director of the
Company, or any 2 Directors of the
Company if the affixation of the common
seal of the Company is necessary, for
and on behalf of the Company to execute
all such other documents, instruments
and agreements and do all such acts or
things deemed by him/them to be
incidental to, ancillary to or in
connection with the matters
contemplated in the Transfer Agreements
and/or the Related Agreements.
2. Approve, conditional upon the
passing of Resolution 1 as specified,
the Annual Caps as specified in
relation to the Continuing Connected
Transactions as specified. M FOR WITH MANAGEMENT
Shenzhen S.1 Amend Articles 1, 11, 18, 51, 53,
Expressway Co 26-Aug-2005 548 HK 5684873 69, 72, 83, 85, 86, 93, 107, 110, 130,
132, 142, 144, 157, 169, 170 and 171,
190, 191, 198, 8, 48 and 164, 56, 76,
91 (1), 92, 97 and 130, 81 and 105 of
the Articles of Association of the
Company and authorize the Board of
Directors of the Company to file the
amended Articles with the relevant
Government authorities. M FOR WITH MANAGEMENT
Ocean Grand Chem 1. Receive and approve the audited
Hldgs 24-Aug-2005 2882 HK 6649764 financial statements and the reports of
the Directors and the Auditors YE 31
MAR 2005.
2. Declare a final dividend of HKD 0.03
per share for the YE 31 MAR 2005.
3.a Re-elect Honourable Cheung Yu-yan,
Tommy as a Director.
3.b Re-elect Mr. Kwan Yan as a Director.
3.c Re-elect Mr. Lin Jianping as a
Director.
3.d Re-elect Mr. Wan Ngar Yin, David as
a Director.
3.e Re-elect Mr. Yeh V-nee as a
Director.
4. Authorize the Board of Directors or
an Authorized Committee of the Board of
Directors to fix the Directors'
remuneration.
5. Re-appoint Messrs. Moores Rowland
Mazars as the Auditors of the Company
and authorize the Board of Directors to
fix their remuneration.
6.a Authorize the Directors of the
Company to repurchase shares HKD 0.10
during the relevant period, on the
Stock Exchange or any other stock
exchange recognized by the Securities
and Futures Commission under the Hong
Kong Code on share repurchases for such
purposes, not exceeding 10% of the
entire issued share capital of the
Company; Authority expires the earlier
of the conclusion of the next AGM of
the Company or the expiration of the
period within which the next AGM of the
Company is required by the Companies
Act 1981 of Bermuda or the Company's
Bye-Laws to be held.
6.b Authorize the Directors of the
Company, the granting of an
unconditional general mandate, to
issue, allot and deal with unissued
shares in the capital of the Company,
and to make or grant offers, agreements
and options or other rights, and issue
warrants and other securities, which
would or might require the exercise of
such power during and after the
relevant period; not exceeding the 20%
of the issued share capital of the
Company otherwise than pursuant to: i)
a Rights Issue; ii) any Share Option
Plan or similar arrangement of the
Company from time to time adopted for
the grant or issue to eligible
participants under such plan and
arrangement of the Company and/or any
of its subsidiaries of shares or rights
to subscribe or otherwise acquire
shares of the Company; iii) the
exercise of subscription or conversion
under the terms of any warrants issued
by the Company or any securities which
can be converted into shares of the
Company and from time to time
outstanding; iv) any scrip dividend or
similar arrangement providing for the
allotment of shares in lieu of the
whole or part of a dividend on shares
of the Company in accordance with the
Bye-laws of the Company; v) any
adjustment, after the date of grant or
issue of any options, warrants or other
securities referred to above, in the
price at which shares will be
subscribed, and/or the number of shares
which will be subscribed, on exercise
of relevant rights under such options,
rights to subscribe, warrants or other
securities, such adjustment being made
in accordance with, or as contemplated
by, the terms of such options, warrants
or other securities; Authority expires
earlier the conclusion of the next AGM
of the Company or the expiration of the
period within which the next AGM of the
Company is required by the Companies
Act 1981 of Bermuda or the Company's
Bye-laws to be held.
6.c Approve to extend the general
mandate, conditional upon the passing
of Resolution No.6.A and Authorize the
Directors of the Company to exercise
the powers of the Company to allot
shares pursuant to Resolution No. 6.B
in respect of the amount representing
the aggregate nominal amount of share
capital of the Company repurchased by
the Company pursuant to Resolution No.
6.A, provided that such number shall
not exceed 10% of the aggregate nominal
amount of the issued share capital of VOTE AGAINST
the Company at the date of passing this RES 6B - VOTE
resolution. IN FAVOUR OF
S.6.d Amend 66, 87(1) and 90 Bye-Laws ALL OTHER
of the Company. M FOR RESOLUTIONS
Sinotrans Ltd 30-Aug-2005 598 HK 6579010 1. Elect Mr. Miao Yuexin as an
Independent Non-Executive Director of
the Company. M FOR WITH MANAGEMENT
Digital China 1. Accept Financial Statements and
Holds 23-Aug-2005 861 HK 6351865 Statutory Reports.
2. Approve Final Dividend.
3a. Reelect Li Qin as Director.
3b. Reelect GUD Wel as Director.
3c. Reelect ZENG Madchao as Director.
3d. Reelect William O Grabe as Director.
3e. Reelect Hy Zhao Guang as Director.
3f. Authorise Board to fix the
Remuneration of Directors.
4. Approve Ernst & Young as Auditors
and authorize Board to fix their
remuneration.
5a. Approve issuance of Equity or
Equity-linked Securities without
Preemptive Rights.
5b. Approve repurchase of up to 10
percent of Issued Capital. VOTE AGAINST 5A
5c. Authorize reissuance of Repurchased & 5D - VOTE IN
Shares. FAVOUR OF ALL
5d. Approve issuance of Shares pursuant OTHER
to the Share Option Scheme. M FOR RESOLUTIONS
Golden Meditech 5-Sep-2005 8180 HK 6430559 1. Approve and adopt the audited
consolidated financial statements of
the Company and its subsidiaries and
the reports of the Directors Directors
of the Company and the Auditors for the
YE31 MAR 2005.
2. Declare a final dividend for the YE
31 MAR 2005.
3.i Re-elect Mr. Zheng Ting as an
Executive Director.
3.ii Re-elect Mr. Gao Zong Ze as an
Independent Non-Executive Director.
4. Authorize the Directors to fix the
Director's remuneration.
5. Re-appoint KPMG as the Auditors and
authorize the Directors to fix their
remuneration.
6. Authorize the Board of Directors
Board to allot, issue and deal with
additional shares of HKD 0.10 each in
the Company Shares or securities
convertible or exchangeable into shares
and make or grant offers, agreements
and options, warrants, or similar
rights during and after the relevant
period, not exceeding 20% of the
aggregate nominal amount of the share
capital of the Company in issue
otherwise than pursuant to i) a rights
issue; ii) the exercise of the sub
scription rights under options granted
under any option scheme or similar
arrangement for the time being adopted
by the Company for the grant or issue
to officers and/or employees and/or
consultants and/or advisors of the
Company and/or any of its subsidiaries
of shares or rights to subscribe for
shares; or iii) any scrap dividend
scheme or similar arrangement; or iv)
any issue of shares pursuant to the
exercise of rights of subscription or
conversion under the terms of any
existing warrants, bonds, debentures,
notes and other securities of the
Company which carry rights to subscribe
for or convertible into shares;
Authority expires the earlier of the
conclusion of the next AGM or the
expiration of the period within which
the next AGM is to be held by law or
the Articles of Association Company.
7. Authorize the Directors of the
Company to repurchase shares of the
Company during the relevant period, on
the Growth Enterprise Market of the
Stock Exchange of Hong Kong Stock
Exchange, or any other stock exchange
recognized for this purpose by the
Securities and Futures Commission of
Hong Kong and the Stock Exchange under
the Hong Kong Code on shares
repurchases, not exceeding 10% of the
aggregate nominal amount of the share
capital of the Company in issue;
Authority expires the earlier of the
conclusion of the next AGM of the
Company or the expiration of the period
within which the next AGM of the
Company is to be held by law or
Articles of Association of the Company.
8. Approve, conditional upon the
passing of Resolutions 6 and 7, the
aggregate nominal amount of share
capital of the Company that may be
allotted, issued or dealt with or
agreed conditionally or unconditionally
to be allotted, issued or dealt with by
the Board pursuant to and in accordance
with mandate granted under Resolution 6
be increased and extended by the
addition thereto of the aggregate
nominal amount of shares repurchased by
the Company pursuant to and in
accordance with the mandate granted
under Resolution 7, provided that such
amount does not exceed 10% of the
aggregate nominal amount of the issued
share capital of the Company at the
date of passing this resolution.
S.9 Amend the Articles of Association
of the Company by deleting Paragraph
(a) of Article 108 in its entirety and
substituting with new one as specified. M FOR WITH MANAGEMENT
Chindex 01. Director Nominees:
International 13-Sep-2005 CHDX US 2397302 1. Roberta Lipson.
2. Elyse Beth Silverberg.
3. Lawrence Pemble.
4. A Kenneth Nilsson.
5. Julius Y Oestreicher.
6. Carol R Kaufman.
7. Douglas B Grob.
8. Holli Harris.
02. Proposal to ratify and approve the
Company's 2005 Transaction.
03. Proposal to approve the appointment
of BDO Seidman, LLP as the Company's
Independent Registered Public
Accounting firm for the year ending
March 31 2006. M FOR WITH MANAGEMENT
Shenzhen S.1 Approve, the issue in the People's
Expressway "H" 10-Oct-2005 548 HK 6848743 Republic of China of the short-term
commercial papers, within the scope of
the maximum remaining amount for the
issue of the commercial papers approved
by the People's Bank of China, by the
Company in 1 or separate time(s) with an
amount not exceeding RMB 2.4 billion in
accordance with the Regulations on the
Administration of Short-term Commercial
Papers promulgated by the People's Bank
of China and other relevant regulations
and authorize the Board of Directors or
any 2 of the Directors of the Company
to determine the details of the terms
and conditions and other matters in
relation to the issue of the short-term
commercial papers having regard to the
needs of the Company and the market
conditions, including but not limited
to determining the amount, the interest
rate and the term for the issue of the
short-term commercial papers subject to
the scope as authorized in the
foregoing, and to make and execute all
necessary documents. M FOR WITH MANAGEMENT
China Green 1. Accept Financial Statements and
Holdings 5-Oct-2005 904 HK 6728555 Statutory Reports.
2. Approve Final Dividend.
3a. Re-elect Kung Sze Wal as Director.
3b. Re-elect Hu Bao Zheng as Director.
3c. Authorize Board to fix the
Remuneration of Directors.
4. Reappoint CCIF CPA Ltd as Auditors
and authorize Board to fix their AGAINST RES NO
remuneration. 5 - FOR ALL
5. Approve issuance of Equity-Linked OTHER
Securities without Pre-emptive Rights. M FOR RESOLUTIONS
Arcontech Corp 10-Oct-2005 8097 HK 6282103 1. Receive and approve the audited
consolidated financial statements and
the reports of the Directors and the
Auditors for the YE 31 MAR 2005
2.Re-elect the retiring Directors and
authorize the Board of Directors to fix
their remuneration
3.Re-appoint the Auditors of the
Company and authorize the Board of
Directors to fix their remuneration
4.Authorize the Directors of the
Company, pursuant to the rules
Governing the listing of securities on
the Growth Enterprise Market GEM of
the Stock Exchange of Hong Kong
Limited GEM Listing Rules, to allot, AGAINST RES NO
issue and deal with otherwise than by 4 - FOR ALL
way rights issue or pursuant to the OTHER
exercise of options M FOR RESOLUTIONS
Merry Electronics 18-Oct-2005 2439 TT 6129749 1. Approve the proposal of merger with
the subsidiary.
2. Approve the revision on the
utilization of overseas unsecured
convertible bonds.
3. Approve the revision of the Articles
of Incorporation. M FOR WITH MANAGEMENT
Sinotrans 24-Oct-2005 598 HK 6579010 1.A Re-elect Mr. Zhang Bin as an
Executive Director of the Company.
1.B Re-elect Mr. Zhang Jianwei as an
Executive Director of the Company.
1.C Re-elect Ms. Tao Suyun as an
Executive Director of the Company
1.D Re-elect Mr. Yang Yuntao as a
Non-Executive Director of the Company
1.E Re-elect Mr. Sun Shuyi as an
Independent Non-Executive Director of
the Company
2.A Re-elect Mr. Wang Xiaozheng as a
Supervisor of the Company
2.B Re-elect of Mr. Zhang Junkuo as
Supervisor of the Company
3. Authorize the Board of Directors of
the Company to determine the
remuneration of the Directors
S.4 Authorize the Directors of the
Company, in compliance with all
applicable laws and regulations of the
People's Republic of China, to allot,
issue and deal with additional H shares
or domestic shares in the capital of
the Company in each case and make or
grant offers, agreements and options
during and after the relevant period,
not exceeding 20% of the aggregate
nominal amount of each of H share or
domestic share capital of the Company
in issue in each case as at the date of
passing this resolution; Authority
expires the earlier of the conclusion
of the next AGM of the Company or 12
months or revocation or variation of
this resolution by an ordinary
resolution of the shareholders of the
Company in the general meeting. AGAINST RES NO
S.5 Amend Article 13 of the Articles of 4 - FOR ALL
the Association by deleting entirely and OTHER
replacing it as specified. M FOR RESOLUTIONS
China Netcom Gp 1 Approve that as specified, pursuant
Corp HK 25-Oct-2005 906 HK B03PGR0 to which, inter alia, CNC BVI has agreed
as legal and beneficial owner to sell
and the Company has agreed to purchase
the entire issued share capital of China
Netcom Group New Horizon Communications
Corporation (BVI) Limited, which holds
the entire equity interest in China
Netcom Group New Horizon Communications
Corporation Limited which in turn owns
the assets and liabilities and the
business operations for the provision of
fixed-line telephone services,
broadband and other internet-related
services in Heilongjiang Province
2 together with the relevant annual
caps and authorize the Directors of the
Company to do all such further acts and
things and execute such further
documents and takeall such steps which
in their opinion may be necessary,
desirable or expedient to implement
and/or give effect to the terms of such
continuing connected transactions M FOR WITH MANAGEMENT
China Oilfield 1 Approve the distribution of 2005
Services 26-Oct-2005 2883 HK 6560995 special interim dividend M FOR WITH MANAGEMENT
Global Bio-Chem 1 Approve, the Supplemental Joint
Tech 24-Oct-2005 809 HK 6336527 Venture Agreement Agreement dated 11
AUG 200 5 entered into between
the Company, Global Bio-Chem Technology
Limited GBTL ,International Polyol
Chemicals Inc M FOR WITH MANAGEMENT
Bio-Treat 1. Receive the Directors' report and
Technology 28-Oct-2005 BIOT SP 6740407 the audited accounts for the financial
YE 30 JUN 2005 and the Auditors' report
thereon
2. Declare a first and final dividend
of Singapore 2.34 cents per ordinary
share, tax not applicable, for the FYE
30 JUN 2005
3. Approve the payment of the
Directors' fees of RMB
809,416 equivalent to SGD 166,000 for
the FYE 30 JUN 2005
4. Re-elect Mr. Ma Zheng Hai as a
Director, who retires pursuant
to Bye-laws 85(6 ) of the Company's
Bye-laws
5. Re-elect Mr. Cui Jun as a Director,
who retires pursuant to Bye-laws 85(6)
of the Company's Bye-laws
6. Re-elect Mr. Yan Fang as a Director,
who retires pursuant to Bye-laws 86(1)
of the Company's Bye-laws
7. Re-elect Mr. Zhou Yao Ming as a
Director, who retires pursuant to
Bye-laws 86( 1) of the Company's
Bye-laws, will remain as a Member of the
Audit Committee
8. Re-appoint Messrs. Moore Stephens as
the Auditors and authorize the Directors
to fix their remuneration
9. to allot and issue shares and
convertible securities in the capital
of the Company at any time M FOR WITH MANAGEMENT
Bio-Treat 1. Approve the final dividend of 33
Technology 28-Oct-2005 BIOT SP 6740407 pence per ordinary share M FOR WITH MANAGEMENT
Page 1 of 4
PROXY VOTING REPORT
PERIOD; FROM: 1-Jul-2005 TO 30-Jun-2006
FUND ID: 15208
FUND NAME: The China Fund Inc
MANAGEMENT FUND VOTE:
OR FOR/AGAINST/
SHAREHOLDER MANAGEMENT ABSTAIN/WITH
MEETING SECURITY PROPOSAL RECOMMENDATION MANAGEMENT/NO
SECURITY ISSUER DATE TICKER ID AGENDA ITEM (S/M) FOR/AGAINST ACTION
------------------ ----------- -------- -------- ---------------------------------------- ----------- -------------- ---------------
Chaoda Modern 1. Accept Financial Statements and
Agriculture 25-Nov-2005 682 HK 6313490 Statutory Reports.
2. Approve Final Dividend.
3a. Reelect Wong Hip Ying as Director.
3b. Reelect Fong Jao as Director.
3c. Reelect Lin Shun Quan as Director.
3d. Reelect Chen Jun Hua as Director.
3e. Reelect Chan Chi Po, Andy as
Director.
3f. Authorize Board to fix the
Remunerations of Directors.
4. Reappoint Auditors and authorize
Board to fix their Remuneration.
5a. Approve repurchase of up to 10
percent of issued Capital.
5b. Approve issuance of Equity or VOTE AGAINST
Equity-linked securities without RESOLUTIONS 5B
Preemptive Rights. 5C AND VOTE FOR
5c. Authorize reissuance of Repurchased THE OTHER
Shares. N FOR RESOLUTIONS
Asia Aluminium 1. Accept Financial Statement and
Holdings 29-Nov-2005 930 HK 6110077 Statutory Reports.
2. Reelect Ma Tsz Chun as Director.
3. Authorize Board to fix the
Remuneration of Directors.
4. Reappoint Auditors and authorize
Board to fix their Remuneration.
5a. Approve repurchase of up to 10
percent of Issued Capital.
5b. Approve issuance of Equity or
Equity-linked Securities without
Preemptive Rights.
5c. Authorize Reissuance of Repurchased VOTE AGAINST
Shares. RESOLUTIONS 5B
6. Amend Bylaws re: Voting by Poll, 5C AND VOTE FOR
Reelection and Retirement by rotation THE OTHER
of Directors. N FOR RESOLUTIONS
The9 ADR(1 Reps 1 1. Resolution as set out in paragraph
Unlisted) 8-Dec-2005 NCTY US B04NV12 1 of the notice of annual general
meeting. M FOR WITH MANAGEMENT
Lianhua 1. Approve the declaration and payment
Supermarket "H" 13-Dec-2005 980 HK 6633563 of an interim dividend of RMB 0.06 per
ordinary shares of the Company for the
6 months ended 30 JUN 2005.
2. Ratify the equity transfer agreement
dated 27 OCT 2005 entered into between
the Company and S.I. Commerce Holdings
Limited in respect of the transfer of
22. 21% of equity interest in Shanghai
Century Lianhua Supermarket Development
Company Limited from S.I. Commerce
Holdings Limited to the Company and
authorize any one Director of the
Company for and on behalf of the
Company to execute all such documents
and to do all such acts or things
incidental to, ancillary to or in
connection with the transaction
contemplated under such agreement.
3. Ratify the equity transfer agreement
dated 27 OCT 2005 entered into between
the Company and Shanghai Friendship
Group Joint Stock Company Limited in
respect of the transfer of 35.70% of
equity interest in Shanghai Century
Lianhua Supermarket Development Company
Limited from Shanghai Friendship Group
Joint Stock Company Limited to the
Company and authorize any one Director
of the Company for and on behalf of the
Company to execute all such documents
and to do all such acts or things
incidental to, ancillary to or
in connection with the transaction
contemplated under such agreement.
4.Ratify the equity transfer agreement
dated 27 October 2005 entered into
between Hangzhou Lianhua Huashang Group
Co., Ltd. and Shanghai Liding Investment
Company Limited in respect of the
transfer of 22.09% of equity interest
in Shanghai Century Lianhua Supermarket
Development Company Limited from
Shanghai Liding Investment Company
Limited to Hangzhou Lianhua Huashang
Group Co., Ltd. and authorize anyone
Director of the Company for and on
behalf of the Company to procure to
execute all such documents and to do
all such acts or things incidental to,
ancillary to or in connection with the
transaction contemplated under such
agreement.
5. Ratify the merchandise agreement
dated 27 OCT 2005 entered into between
the Company and Shanghai Lianhua Quik
Convenience Stores Company Limited in
relation to the supply of merchandise
to Shanghai Lianhua Quik Convenience
Stores Company Limited by the Company
and authorize any one Director of the
Company for and on behalf of the
Company to execute all such documents
and to do all such acts or things
incidental to, ancillary to or in
connection with the transaction
contemplated under such agreement M FOR WITH MANAGEMENT
Shenzhen 1.A.1 Elect Mr. Yang Hai as a Director
Expressway "H" 28-Dec-2005 548 HK 6848743 of the 4th session of the Company.
1.A.2 Elect Mr. Li Jing Qi as a
Director of the 4th session of the
Company.
1.A.3 Elect Mr. Wang Ji Zhong as a
Director of the 4th session of the
Company.
1.A.4 Elect Mr. Liu Jun as a Director
of the 4th session of the Company.
1.A.5 Elect Mr. Lin Xiang Ke as a
Director of the 4th session of the
Company.
1.A.6 Elect Mr. Wu Ya De as a Director
of the 4th session of the Company.
1.A.7 Elect Ms. Zhang Yang as a
Director of the 4th session of the
Company.
1.A.8 Elect Mr. Shi Da Qing as a
Director of the 4th session of the
Company.
1.A.9 Elect Mr. Chiu Chi Cheong,
Clifton as a Director of the 4th
session of the Company.
1.B.1 Elect Mr. Li Zhi Zheng as an
Independent Non-Executive Director of
the 4th session of the Company.
1.B.2 Elect Mr. Zhang Zhi Xue as an
Independent Non-Executive Director of
the 4th session of the Company.
1.B.3 Elect Mr. Poon Kai Leung, James
as an Independent Non-Executive
Director of the 4th session of the
Company.
1.B.4 Elect Mr. Wong Kam Ling as an
Independent Non-Executive Director of
the 4th session of the Company.
2.A Elect Mr. Zhong Shan Qun as a
Supervisor representing shareholders of
the 4th session of the Company.
2.B Elect Mr. Zhang Yi Ping as a
Supervisor representing shareholders of
the 4th session of the Company.
2.C Elect Mr. Yang Qin Hua as a
Supervisor representing shareholders of
the 4th session of the Company.
3. Approve the remuneration of the
Members of the 4th session of the Board
of Directors and the Supervisory
Committee of the Company; authorize the
Board of Directors of the Company to
approve the Directors' service
contracts and other relevant documents;
and authorize any 1 Director of the
Company to sign on behalf of the
Company every relevant contract and
other relevant documents and to deal
with the all other necessary relevant
matters in connection therewith. M FOR WITH MANAGEMENT
China Intl Marine 1. Approve change of domestic
"B" 29-Dec-2005 200039CH 6191351 accounting firm.
2. Elect Supervisors
3. Amend articles of association M FOR WITH MANAGEMENT
China Oilfield 1. Approve issuance of a short term
Services 12-Jan-2006 2883 HK 6560995 debenture in an aggregate principal
amount not exceeding RMB 2.0 Billion. M FOR WITH MANAGEMENT
Fountain Set 1. Accept Financial Statement and
(Holds) 23-Jan-2006 420 HK 6349053 Statutory reports
2. Approve Final Dividend
3. Re elect Directors and fix their
remuneration
4. Reappoint auditors and authorise
board to fix their remuneration
5a. Reappoint repurchase of up to 10
percent of issued capital
5b. Approve Issuance of equity or
equity-linked securities without
preemptive rights
5c. Authorise reissuance of repurchased
shares
6. Amend articles of association. M FOR WITH MANAGEMENT
Ocean Grand 1. Appoint Price Waterhouse Coopers as
Chemicals 14-Feb-2006 2882 HK 6649764 auditors and authorise Board to fix
their remuneration. M FOR WITH MANAGEMENT
Chaoda Modern 1. Approve Issuance of shares
Agriculture 14-Feb-2006 682 HK 6313490 pursuant to the share option scheme. M FOR AGAINST
Shangri-La Asia 17-Feb-2006 69 HK 6771032 1. Approve contract for the
establishment of a joint venture to be
named Shanghai Puding Kerry City
Properties Co. Ltd. (JVCO) Mgnt and
funding agreement in relation to the
JVCO. M FOR WITH MANAGEMENT
BYD Co "H" 28-Feb-2006 1211 HK 6536651 1. Approve issue of short term
debentures up to an aggregate principle
amount of 40% of net asset value.
2. Authorise Wang Chuanfu to determine
the terms and other matters relating to
the issue of short-term debentures. M FOR WITH MANAGEMENT
Sinotrans 3-Mar-2006 598 HK 6579010 1. Elect Zhao Huxiang as executive
director and authorise board to fix his
remuneration M FOR WITH MANAGEMENT
TCL Multimedia 1. Prove increase in authorised
Tech 27-Feb-2006 1070 HK 6193788 capital from HK$500.0 Million to
HK$800.0 Million by the creation of
additional three billion shares.
2. Approve Master sourcing agreement
and annual caps
3. Approve master supply agreement and
annual caps
4. Reelect Alistair Kenneth Ruskin AGAINST RES NO
Campbell as Executive Director 1 - FOR ALL
5. Reelect Didier Trust as Executive OTHER
Director. M FOR RESOLUTIONS
TPV Technology 28-Feb-2006 903 HK 6179573 1. Approve connected transactions and
annual caps. M FOR WITH MANAGEMENT
China Life Insce 1. Elect Ma Yongwei as director
Co "H" 16-Mar-2006 2628 HK 6718976 2. Elect Xia Zhihua as supervisor
3. Amend articles re: Board composition M FOR WITH MANAGEMENT
Zijing Mining 1. Approve Xinhuadu contracting
Group "H" 7-Apr-2006 2899 HK 6725299 agreement
2. Approve annual caps of the Xinhuadu
contracting agreement
3. Approve Hongyang contracting
agreement
4. Approve annual caps of the Hongyang
contracting agreement
5. Authorise board to exectue all
documents and do all acts in connection
with the non-exempt continuing
connected transactions M FOR WITH MANAGEMENT
TCL Multimedia 1. Approve deposit services under the
Tech 13-Apr-2006 1070 HK 6193788 financial services framework agreement
and proposed caps M FOR WITH MANAGEMENT
Sinotrans 24-Apr-2006 598 HK 6579010 1. Approve connected transactions and
annual caps M FOR WITH MANAGEMENT
Golden Meditech Co 19-Apr-2006 8180 HK 6430559 1. Approve acquisition of a 50 percent
equity interest in Beijing Pypo
Technology Group Co Ltd at an aggregate
cash consideration of RMB 460.0 Million M FOR WITH MANAGEMENT
China Shineway 1. Accept financial statements and
Pharm 26-Apr-2006 2877 HK B045C04 statutory reports
2. Approve final dividend and special
dividend
3. Reelect LI Zhihua, XIN Yunxia, and
HUNG Randy King Kuen as directors and
authorise board to fix their
remuneration
4. Reappoint Deloitte Touche Tohmatsu
as auditors and authorise board to fix
their remuneration
5. Authorise repurchase of up to 10
percent of issued share capital
6. Approve issuance of equity or equity
linked securities without preemptive
rights
7. Authorise reissuance of repurchased AGAINST RES NOS
shares 3 & 6 - FOR ALL
8. Amend articles of association M FOR OTHERS
China Fire Safety 1. Accept financial statements and
Ent 28-Apr-2006 8201 HK 6548076 statutory reports
2a1 Reelect Cheng Kai Tuen, George as
director
2a2 Reelect Wat Chi Ping, Issac as
director
2a3 Reelect Pu Rong Sheng as director
2a4 Reelect Chen Shu Quan as director
2b Authorise baord to fix remuneration
of directors
3. Reappoint Deloitte Touche Tohmatsu
as auditors and authorise board to fix
their remuneration
4. Approve issuance of equity or equity
linked securities without preemptive
rights
5. Authorise Repurchase of up to 10
percent of issued share capital AGAINST RES NO
6. Authorise reissuance of repurchased 4 - FOR ALL
shares M FOR OTHERS
Asia Aluminium 1. Approve reduction in authorised and
Holdings 3-May-2006 930 HK 6110077 issued capital by cancelling the scheme
shares, application of credit arising
from the capital reduction to reserve
account, and grant of Board authority
to do all acts and things relating to
the scheme M FOR WITH MANAGEMENT
Asia Aluminium 1. Approve scheme of arrangement
Holdings 3-May-2006 930 HK 6110077 between the company and holders of
scheme shares M FOR WITH MANAGEMENT
China Shenhua 1. Accept report of the board of
Energy "H" 12-May-2006 1088 HK B09N7M0 directors
2. Accept report of the supervisory
committee
3. Accept financial statements and
statutory reports
4. Approve allocation of income and
final dividend of RMB 0.125 per share
5. Approve remuneration of directors
and supervisors
6. Approve status list of the initial
long term incentives plan and share
appreciation rights scheme
7. Reappoint KPMG Huazhen and KPMG as
PRC and international auditors,
respectively, and authorise committee
comprising Chen Biting, Wu Yuan, and
Ling Wen to fix their remuneration
8. Approve revised annual caps of
connected transactions
Special business
1. Amend articles re: reflect relevant
laws and regulations of the company law
and the securities law of the PRC
2. Amend rules governing the AGAINST RES NO
proceedings of shareholders meetings, 6 & SPEC BUS
directors meetings, and for the board ITEM NO 3 - FOR
of supervisors; and procedures for ALL OTHERS (NB
considering connected transactions RE RES NO 6 &
3. Apprie issuance of equity or equity SPEC BUS ITEM
linked securities without preemptive NO 3 - VOTED
rights M FOR AGAINST MANGT)
China Travel Intl 12-May-2006 308 HK 6197285 1. Accept financial statements and
statutory reports
2. Approve final dividend
3a Reelect Zhang Xuewu as Director
3b Reelect Zhang Fengchun as Director
3c Reelect Ng Chi Man, Michael as
Director
3d Reelect Yeh Meou Tsen, Geoffery as
Director
3e Approve remuneration of Directors
4. Reappoint Ernst & Young as auditors
and authorise board to fix their
remuneration
5. Authorise repurchase of up to 10
percent of issued share capital
6. Approve issuance of equity or equity
linked securities without preemptive AGAINST RES NO
rights 6 - FOR ALL
7. Authorise reissuance of repurchased OTHERS (NB RE
shares RES NO 6 -
8. Amend articles re: retirement by VOTED AGAINST
rotation of directors M FOR MANGT)
Li Ning Co 12-May-2006 2331 HK B01JCK9 1. Accept financial statements and
statutory reports
2. Approve final dividend
3a1 Reelect Tan Wee Seng as Executive
Director
3a2 Reelect Fong Ching, Eddy as
Non-Executive Director
3a3 Reelect Wang Ya Fei, jane as
Independent Non-Executive Director
4. Reappoint PricewaterhouseCoopers as
auditors and authorise board to fix
their remuneration
5. Approve issuance of equity or equity
linked securities without preemptive AGAINST RES NO
rights 5 - FOR ALL
6. Authorise repurchase of up to 10 OTHERS (NB RE
percent of issued share capital RES NO 5 -
7. Authorise reissuance of repurchased VOTED AGAINST
shares M FOR MANGT)
TPV Technology 17-May-2006 903 HK 6179573 1. Accept financial statements and
satatutory reports
2. Approve final dividend of $0.02 per
share
3a. Re-elect Hsuan, Jason as Director
3b. Re-elect Chen Yanshun as Director
3c Re-elect Chan Boon-Teong as Director
3d Re-elect Maarten Jan de Vries as
Director
3e Re-elect Chang Yueh, David as
Director
3f Authorise board to fix the
remuneration of Directors
4. Reappoint Pricewaterhouse Coopers as
auditors and authorise board to fix
their remuneration
5. Authorise repurchase of up to 10
percent of issued share capital AGAINST RES NOS
6. Approve issuance of equity or equity 2 & 6 - FOR ALL
linked securities without preemptive OTHERS (NB RE
rights RES NOS 2 & 6 -
7. Authorise reissuance of repurchased MC VOTED
shares M FOR AGAINST MANGT)
Natural Beauty 1. Accept financial statements and
Bio-Tech 16-May-2006 157 HK 6517957 statutory reports
2. Approve final dividend
3a1 Reelect Tsai Yen Yu as Executive
Director
3a2 Reelect Su Su Hysu as Director
3b Authorise board to fix the
remuneration of Directors
4. Reappoint auditors and authorise
board to fix their remuneration
5a Approve issuance of equity or equity
linked securities without preemptive
rights
5b Authorise repurchase of up to 10
percent of issued share captial AGAINST RES NO
5c Authorise reissuance of repurchased 5A - FOR ALL
shares OTHERS (NB RE
6a Amend articles re: appointment of RES NO 5A -
Directors VOTED AGAINST
6b Amend re: removal of Directors M FOR MANGT)
Zijin Mining Group 1a Accept report of the board of
Co "H" 18-May-2006 2899 HK 6725299 Directors
1b Accept report of the supervisory
committee
1c Accept financial statements and
statutory reports
2. Approve profit distribution proposal
and final dividend
3. Approve remuneration of Directors
and supervisors
4. Reappoint Ernst & Young Hua Ming and
Ernst & Young as domestic and
international auditors respectively,
and authorise board to fix their
remuneration
5. Authorise capitalization of reserves
for bonus issue
6. Amend articles of association
7. Approve issuance of equity or equity
linked securities without preemptive AGAINST RES NOS
rights 7, 8 & 9 - FOR
8. Authorise board to do all things in ALL OTHERS (NB
connection with resolutions 5,6, and 7 RE RES NOS 7, 8
above & 9 - MC VOTED
9. Other business (voting) M FOR AGAINST MANGT)
Page 2 of 4
PROXY VOTING REPORT
PERIOD; FROM: 1-Jul-2005 TO 30-Jun-2006
FUND ID: 15208
FUND NAME: The China Fund Inc
MANAGEMENT FUND VOTE:
OR FOR/AGAINST/
SHAREHOLDER MANAGEMENT ABSTAIN/WITH
MEETING SECURITY PROPOSAL RECOMMENDATION MANAGEMENT/NO
SECURITY ISSUER DATE TICKER ID AGENDA ITEM (S/M) FOR/AGAINST ACTION
------------------ ----------- -------- -------- ---------------------------------------- ----------- -------------- ---------------
Agile Property 1. Accept financial statements and
Holds 18-May-2006 3383 HK B0PR2F4 statutory reports
2a Reelect Chen Zhuo Lin as Director
2b Reelect Chan Cheuk Yin as Director
2c Reelect Luk Sin Fong, Fion as
Director
2d Reelect Chan Cheuk Hung as Director
2e Reelect Chan Cheuk Hei as Director
2f Reelect Chan Cheuk Nam as Director
2g Reelect Cheng Hon Kwan as Director
2h Reelect Kwong Che Keung, Gordon as
Director
2i Reelect Cheung Wing Yiu as Director
2j Authorise remuneration committee to
fix the remuneration of the executive
directors
3. Approve remuneration of HK$250,000
to each of the independant
non-executive Directors for the year
ending Dec. 31 2006 that will be in
proportion to the period of service
4. Approve final dividend
5. Reappoint PricewaterhouseCoopers as
auditors and authorise board to fix
their remuneration
6a Authorise repurchase of up to 10
percent of issued share captial AGAINST RES NO
6b Approve issuance of equity or equity 6B - FOR ALL
linked securities without preemptive OTHERS (NB RE
rights RES NO 6B -
6c Authorise reissuance of repurchased VOTED AGAINST
shares M FOR MANGT)
AGAINST BOTH
RES NOS 1 & 2
China Netcom Gp 1. Amend rules of the share option (NB - RE RES
Corp HK 16-May-2006 906 HK B03PGR0 scheme NOS 1 & 2, MC
2. Amend terms of options granted under IS VOTING
the share option scheme M FOR AGAINST MANGT)
Asia Zirconium 19-May-2006 395 HK 6560229 1. Accept financial statements and
statutory reports
2. Approve final dividend
3a Reelect Yang Xin Min as Director
3b Reelect Li Fu Ping as Director
3c Authorise board to fix the
remuneration of Directors
4. Reappoint auditors and authorise
board to fix their remuneration
5a Approve issuance of equity or equity
linked securities without preemptive
rights AGAINST RES NOS
5b Authorise repurchase of up to 10 5A & 7 - FOR
percent of issued share capital ALL OTHERS (NB
5c Authorise reissuance of repurchased - RE RES NOS 5A
shares & 7, MC IS
6. Amend articles of association VOTING AGAINST
7. Other business (voting) M FOR MANGT)
BYD Co "H" 23-May-2006 1211 HK 6536651 1. Accept report of the board of
directors
2a Reelect Wang Chuan-fu as Director
and fix his remuneration
2b Reelect Xia Zuo-quan as Director and
fix his remuneration
2c Reelect Lu Xian-yang as Director and
fix his remuneration
2d Reelect Li Guo-xun as Director and
fix his remuneration
2e Reelect Kang Dian as Director and
fix his remuneration
2f Approve remuneration of Lin You-ren
as Director
3a Reelect Dong Jun-qing as Supervisor
and fix his remuneration
3b Reelect Min De as Supervisor and fix
his remuneration
3c Reelect Wnag Zhen as Supervisor and
fix his remuneration
4. Accept report of the supervisory
committee
5. Accept financial statements and
statutory reports
6. Appoint PricewaterhouseCoopers and
PricewaterhouseCoopers Zhong Tian CPAs
Ltd as international and domestic
auditors respectively and fix their AGAINST RES NOS
remuneration 7, 8 & 9 - FOR
7. Other business (voting) ALL OTHERS (NB
8. Approve issuance of equity or equity - RE RES NOS 7,
linked securities without preemptive 8 & 9, MC IS
rights VOTING AGAINST
9. Other business M FOR MANGT)
Lenovo Group 1. Approve service contract between
(09;30 Mtg) 24-May-2006 992 HK 6218089 the company and William J. Amelio, an
executive Director, President and Chief
Executive Officer of the company M FOR WITH MANAGEMENT
Shangri-La Asia 24-May-2006 69 HK 6771032 1. Accept financial statements and
statutory reports
2. Approve final dividend
3. Reelect Directors
4. Approve remuneration of Directors
including fees payable to the members
of the audit and remuneration committees
5. Reappoint auditors and authorise
board to fix their remuneration
6a. Approve issuance of equity or
equity linked securities without
preemptive rights
6b. Authorise repurchase of up to 10 AGAINST RES NO
precent of issued share capital 7 - FOR ALL
6c Authorise reissuance of repurchased OTHERS (NB - RE
shares RES NO 7, MC IS
7. Amend by-laws re: election and VOTING AGAINST
removal of directors M FOR MANGT)
China Insurance 1. Accept financial statements and
Intl 25-May-2006 966 HK 6264048 statutory reports
2a. Reelect Ng Yu Lam Kenneth as
Director
2b. Reelect Shen Koping Michael as
Director
2c. Reelect Lau Siu Mun Sammy as
Director
2d. Reelect Lau Wai Kit as Director
3. Authorise Board to fix the
remuneration of Directors
4. Reappoint KPMG as auditors and
authorise Board to fix their
remuneration
5. Approve issuance of equity or equity
linked securities without preemptive
rights
6. Authorise repurchase of up to 10 AGAINST RES NO
percent of issued share capital 5 - FOR ALL
7. Authorise reissuance of repurchased OTHERS (NB - RE
shares RES NO 5, MC IS
8. Amend articles re: appointment of VOTING AGAINST
Directors M FOR MANGT)
Ports Design 24-May-2006 589 HK B03XK94 1. Accept financial statements and
statutory reports
2. Approve final dividend
3. Reappoint auditors and authorise
Board to fix their remuneration
4. Reelect Directors and authorise
Board to fix their remuneration
5a. Approve issuance of equity or AGAINST RES NOS
equity linked securities without 4 & 5A - FOR
preemptive rights ALL OTHERS (NB
5b. Authorise repurchase of up to 10 - RE RES NOS 4
percent of issued share capital & 5A, MC IS
5c. Authorise reissuance of repurchased VOTING AGAINST
shares M FOR MANGT)
Sinotrans 29-May-2006 598 HK 6579010 1. Accept report of the directors
2. Accept report of the supervisory
committee
3. Accept financial statements and
statutory reports
4. Reappoint PricewaterhouseCoopers and
PricewaterhouseCoopers Zhong Tian CPAs
Co. Ltd. As international and PRC
auditors
5. Authorise Board to decide on matters
relating to interim and special
dividends for 2006
6. Approve profit distribution proposal
and final dividend
7a. Reelect Li Jianzhang as Director
7b. Reelect Liu Jinghua as Director
7c. Reelect Jerry Hsu as Director
7d. Reelect Ken Torok as Director
7e. Elect Peter Landsiedel as Director
7f. Reelect Su Yi as Supervisor AGAINST RES NO
8. Authorise Board to fix Director 9 - FOR ALL
remuneration OTHERS (NB - RE
9. Approve issuance of equity or equity RES NO 9, MC IS
linked securities without preemptive VOTING AGAINST
rights M FOR MANGT)
China Oilfield 1. Accept financial statements and
Services 25-May-2006 2883 HK 6560995 statutory reports
2. Approve annual dividend
3. Approve budget for fiscal year 2006
4. Accept report of the Board of
Directors and corporate governance
report
5. Accept report of the supervisory
committee
6. Elect Li Yong as Director and
reelect Zhang Dunjie as independant
supervisor
7. Approve remuneration of independant
non-executive directors and independant AGAINST RES NO
supervisor 6 - FOR ALL
8. Reappoint Ernst & Young Hua Ming and OTHERS (NB - RE
Ernst & Young as domestic and RES NO 6, MC IS
international auditors and authorise VOTING AGAINST
board to fix their remuneration M FOR MANGT)
Xinao Gas Holdgs 23-May-2006 2688 HK 6333937 1. Accept financial statements and
statutory reports
2. Approve final dividend
3a. Re-elect Yang Yu as Director
3b. Re-elect Chen Jiacheng as Director
3c. Re-elect Zhao Jinfeng as Director
3d. Re-elect Yu Jianchao as Director
3e. Re-elect Cheung Yip Sang as
Director
3f. Authorise Board to fix the
remuneration of Directors
4. Reappoint auditors and authorise
Board to fix their remuneration
5a. Approve issuance of equity or
equity linked securities without
preemptive rights
5b. Authorise repurchase of up to 10 AGAINST RES NO
percent of issued share capital 5A - FOR ALL
5c. Authorise reissuance of repurchased OTHERS (NB - RE
shares RES NO 5A, MC
6. Amend articles re: appointment and IS VOTING
removal of Directors M FOR AGAINST MANGT)
Comba Telecom 1. Accept financial statements and
Systems 26-May-2006 2342 HK 6651576 statutory reports
2. Approve final dividend
3a. Re-elect Fok Tung Ling as Director
and authorise Board to fix his
remuneration
3b. Re-elect Wu Jiang Cheng as Director
and authorise Board to fix his
remuneration
3c. Re-elect Jan Ji Ci as Director and
authorise Board to fix his remuneration
3d. Re-elect Zheng Guo Bao as Director
and authorise Board to fix his
remuneration
4. Reappoint Ernst & Young as auditors
and authorise Board to fix their
remuneration
5a. Approve issuance of equity or
equity linked securities without
preemptive rights AGAINST RES NO
5b. Authorise repurchase of up to 10 5A - FOR ALL
percent of issued share capital OTHERS (NB - RE
5c. Authorise reissuance of repurchased RES NO 5A, MC
shares IS VOTING
6. Amend articles of association M FOR AGAINST MANGT)
Lenovo Group 1. Approve connected transaction with
(10;00 Mtg) 24-May-2006 992 HK 6218089 a related party and annual caps M FOR WITH MANAGEMENT
China Ting Group 30-May-2006 3398 HL B0SKB31 1. Accept financial statements and
statutory reports
2. Approve final dividned of HK$0.046
per share
3a1. Reelect Ting Man Yi as Executive
Director
3a2. Reelect Ting Hung Yi as Executive
Director
3a3. Reelect Ding Jianer as Executive
Director
3a4. Reelect Wong Sin Yung as Executive
Director
3a5. Reelect Cheng Chi Pangi as
Independant Non-Executive Director
3a6. Reelect Wong Chi Keung as
Independant Non-Executive Director
3a7. Reelect Leung Man Kit as
Independant Non-Executive Director
3b. Authorise Board to fix the
remuneration of Directors
4. Reappoint auditors and authorise
Board to fix their remuneration
5a. Approve issuance of equity or
equity linked securities without
preemptive rights
5b. Authorise repurchase of up to 10 AGAINST RES NO
percent of issued share capital 5A FOR ALL
5c. Authorise reissuance of repurchased OTHERS (NB - RE
shares RES NO 5A, MC
6. Amend articles re: removal of IS VOTING
Director M FOR AGAINST MANGT)
1. Accept 2005 operating results and
financial statements
2. Approve allocation of income and
dividends
3. Approve capitalization of 2005
dividends and employee profit sharing
4. Amend articles of association
5. Amend election rules of Directors AGAINST RES NOS
and Supervisors 5 & 6 - FOR ALL
6. Amend procedures governing the OTHERS (NB - RE
aquisition or disposal of assets RES NOS 5 & 6,
Cathay Financial 7. Approve aquisition through share MC IS VOTING
Holding Co 9-Jun-2006 2882 TT 6425663 swap agreement M FOR AGAINST MANGT)
1. Accept 2005 financial statements
2. Approve allocation of income and
dividends
3. Approve capitalization of 2005
dividneds and employee profit sharing AGAINST RES NOS
4. Authorise capitalization of reserves 5, 6 & 7 - FOR
for bonus issue ALL OTHERS (NB
5. Amend articles of association - RE RES NOS 5,
6. Amend endorsement and guarantee 6 & 7, MC IS
China Metal operating guidelines VOTING AGAINST
Products Co 9-Jun-2006 1532 TT 6038834 7. Other business M FOR MANGT)
1. Accept 2005 operating results and
financial statements
2. Approve allocation of income and
dividends
3. Approve capitalization of 2005
dividends and employee profit sharing
4. Amend articles of association AGAINST RES NOS
5. Amend procedures governing the 4, 5, 6 & 7 -
acquisition or disposal of assets FOR ALL OTHERS
6. Amend endorsement and guarantee (NB - RE RES
operating guidelines NOS 4, 5, 6 &
Premier Image 7. Amend operating procedures for loan 7, MC IS VOTING
technology 12-Jun-2006 2394 TT 6143330 of funds to other parties M FOR AGAINST MANGT)
1. Accept 2005 operating results and
financial statements
2. Approve allocation of income and
dividends
3. Approve capitalization of 2005
dividends and employee profit sharing AGAINST RES NOS
4. Amend operating procedures for loan 4, 5 & 6 - FOR
of funds to other parties, and ALL OTHERS (NB
endorsement and guarantee - RE RES NOS 4,
5. Amend articles of association 5 & 6, MC IS
Cheng Shin Rubber 6. Amend procedures governing the VOTING AGAINST
Ind Co 13-Jun-2006 2105 TT 3190228 aquisition or disposal of assets M FOR MANGT)
Tripod Technology 1. Accept financial statements and
Corp 14-Jun-2006 3044 TT 6305721 statutory reports
2. Approve allocation of income and
dividends
3. Approve capitalization of 2005
dividends and employee profit sharing
4. Amend investment limit in the
Peoples Republic of China
5. Amend articles of association
6. Amend rules and procedures regarding AGAINST RES NOS
shareholder meeting 4, 5, 6, 7 & 8
7. Amend operating procedures for - FOR ALL
endorsement and guarantee OTHERS (NB - RE
8. Amend procedures governing the RES NOS 4, 5,
aquisition or disposal of assets and 6, 7 & 8, MC IS
derivative products VOTING AGAINST
9. Elect Directors and Supervisors M FOR MANGT)
Taiwan Green Point 14-Jun-2006 3007 TT 6520706 1. Accept 2005 operating results and
financial statements
2. Approve allocation of income and
dividends
3. Approve capitalization of 2005 AGAINST RES NO
dividends, reserves for bonus issues, 4 - FOR ALL
and empolyee profit sharing OTHERS (NB - RE
4. Amend articles of association RES NO 4, MC IS
5. Elect Directors and Supervisors VOTING AGAINST
6. Other business M FOR MANGT)
Anhui Expressway 1. Accept working report of the Board
Co "H" 16-Jun-2006 995 HK 6045180 of Directors
2. Accept working report of the
Supervisory committee
3. Accept financial statements and
statutory reports
4. Approve profit appropriation
proposal to the statutory surplus
reserve and statutory public welfare
fund
5. Approve auditors and authorise Board
to fix their remuneration
6. Adopt new articles of association AGAINST RES NO
7. Amend the rules governing the 8 - FOR ALL
operating of the general meeting OTHERS (NB - RE
8. Approve issuance of equity or equity RES NO 8, MC IS
linked securities without preemptive VOTING AGAINST
rights M FOR MANGT)
Radiant 1. Accept 2005 operating results and
Opto-Electronics 14-Jun-2006 6176 TT 6520278 financial statements
2. Approve allocation of income and
dividends
3. Approve capitalization of 2005
dividends and employee profit sharing
4. Amend articles of association
5. Amend operating procedures for
endorsement and guarantee
6. Amend rules and procedures regarding
shareholder meeting
7. Approve 5-year income tax exemption
regarding rights offering in 2005 under AGAINST RES NOS
statute for upgrading industry 4, 5, 6 & 8 -
8. Amend election rules of Directors FOR ALL OTHERS
and Supervisors (NB - RE RES
9. Elect Directors and Supervisors NOS 4, 5, 6 &
10. Approve release of restrictions of 8, MC IS VOTING
competitive activities of Directors M FOR AGAINST MANGT)
Sinochem Hong Kong 1. Approve binding memorandum of
Hldgs 9-Jun-2006 297 HK B0CJMD1 understanding and annual caps
2. Approve Tianji Gaopoing distribution
agreement and annual caps
3. Approve Tianji Coal distribution
agreement and annual caps
4. Approve Beijing procurement
agreement and annual caps
5. Approve new Shandong supply
agreement and annual caps M FOR WITH MANAGEMENT
Data Systems 1. Accept operating results and
Consulting 15-Jun-2006 2447 TT 6344939 financial statements
2. Approve allocation of income and
dividends
3. Approve capitalization of 2005
dividends and employee profit sharing
4. Amend articles of association
5. Amend operating procedures for loan
of funds to other parties
6. Amend operating procedures for
endorsement and guarantee
7. Amend election rules of Directors
and Supervisors AGAINST RES NOS
8. Amend election rules and procedures 8 & 11 - FOR
regarding shareholder meeting ALL OTHERS (NB
9. Elect Directors and Supervisors - RE RES NOS 8
10. Approve release of restrictions of & 11, MC IS
competitive activities of Directors VOTING AGAINST
11. Other business M FOR MANGT)
Digital China 1. Approve supplemental master
Holdings 9-Jun-2006 861 HK 6351865 purchases agreement and revised annual
purchase caps
2. Approve supplemental master sales
agreement and revised annual sales caps M FOR WITH MANAGEMENT
Taiwan Familymart 14-Jun-2006 5903 TT 6440945 1. Elect Directors and Supervisors
2. Accept financial statements and
statutory reports
3. Approve allocation of income and
dividends
4. Approve capitalization of 2005
dividends and employee profit sharing
5. Amend articles of association
6. Amend rules and procedures regarding
shareholder meeting
7. Amend rules and procedures regarding
Board meeting
8. Amend operating procedures for
endorsement and guarantee
9. Amend operating procedures for loan
of funds to other parties
10. Approve release of restrictions of
competitive activities of Directors M FOR WITH MANAGEMENT
China Life 1. Accept the report of the Board of
Insurance Co "H" 16-Jun-2006 2628 HK 6718976 Directors
2. Accept the report of the Supervisory
Committee
3. Accept financial statements and
statutory reports
4. Approve final dividend
5a. Reelect Yang Chao as Director
5b. Reelect Wu Yan as Director
5c. Reelect Shi Guoqing as Director
5d. Reelect Long Yongtu as Director
5e. Reelect Chau Tak Hay as Director
5f. Reelect Sun Shuyi as Director
5g. Reelect Cai Rang as Director
5h. Reelect Ma Yongwei as Director
5i. Reelect Wang Feng as Director
5j. Reelect Zhuang Zuojin as Director
6a. Reelect Xia Zhihua as Supervisor
6b. Reelect Wu Weiman as Supervisor
6c. Reelect Tian Hui as Supervisor
7. Authorise Board to fix the
remuneration of Directors
8. Reappoint PricewaterhouseCoopers
Zhong Tian CPAs Co. Ltd., CPAs and
PricewaterhouseCoopers, CPAs as PRC and
international auditors respectively.
and authorise Board to fix their AGAINST RES NO
remuneration 10 - FOR ALL
9. Amend articles of association OTHERS (NB - RE
10. Approve issuance of equity or RES NO 10, MC
equity linked securities without IS VOTING
preemptive rights M FOR AGAINST MANGT)
Merry Electronics 1. Accept financial statements and
Co 16-Jun-2006 2439 TT 6129749 statutory reports
2. Approve allocation of income and
dividends
3. Approve capitalisation of 2005
dividends and employee profit sharing AGAINST RES NO
4. Amend operating procedures for loan 6 - FOR ALL
of funds to to other parties OTHERS (NB - RE
5. Amend endorsement and guarantee RES NO 6, MC IS
operating guidelines VOTING AGAINST
6. Amend articles of association M FOR MANGT)
China Rare Earth 1. Accept financial statements and
Holdings 15-Jun-2006 769 HK 6181006 statutory reports
2. Approve final dividend
3a. Reelect Xu Panfeng as Director
3b. Reelect Jiang Cainan as Director
3c. Reelect Liu Yujiu as Director
3d. Authorise Board to fix the
remuneration of Directors
4. Reappoint ShineWing (HK) CPA Limited
as auditors and authorise Board to fix
their remuneration
5. Approve issuance of equity or equity
linked securities without preemptive
rights
6. Authorise repurchase of up to 10
percent of issued share capital AGAINST RES NO
7. Authorise reissuance of repurchased 5 - FOR ALL
shares OTHERS (NB - RE
8. Amend articles re: voting by poll, RES NO 5, MC IS
retirement by rotation, appointment of VOTING AGAINST
Directors M FOR MANGT)
Uni-President 1. Accept financial statements and
Enterprises 23-Jun-2006 1216 TT 6700393 statutory reports
2. Approve allocation of income and
dividends
3. Approve increase in Investment in
the Peoples Republic of China
4. Other business M FOR WITH MANAGEMENT
Page 3 of 4
PROXY VOTING REPORT
PERIOD; FROM: 1-Jul-2005 TO 30-Jun-2006
FUND ID: 15208
FUND NAME: The China Fund Inc
MANAGEMENT FUND VOTE:
OR FOR/AGAINST/
SHAREHOLDER MANAGEMENT ABSTAIN/WITH
MEETING SECURITY PROPOSAL RECOMMENDATION MANAGEMENT/NO
SECURITY ISSUER DATE TICKER ID AGENDA ITEM (S/M) FOR/AGAINST ACTION
------------------ ----------- -------- -------- ---------------------------------------- ----------- -------------- ---------------
Bieren Printing 1. Authorize repurchase of up to ten
Machinery 27-Jun-2006 187 HK 6089531 percent of Issue Share Capital. M FOR WITH MANAGEMENT
Bieren Printing 1. Accept Working Report of the Board
Machinery 27-Jun-2006 187 HK 6089531 of Directors.
2. Accept Working Report of the ALL FOR,
Supervisory Committee. M FOR AGAINST RES 10
ASE 2311 Ordinary 1. Accept financial statements and
Shares 21-Jun-2006 2311 TT 6056074 statutory reports
2. Approve compensation of the
accumulated losses of the company
3. Amend procedures governing the
acqusitition or disposal of assets
4. Amend endorsement and guarantee
operating guidelines
5. Amend rules and procedures regarding
shareholder meeting
6. Approve increase of registered
capital and issuance of ordinary shares
to participate in the issuance of
Global Depository reciept or Domestic
Rights Issue
7. Amend articles of association
8. Approve spin off agreement
9. Elect Directors and Supervisors
10. Approve release of restrictions of
competitive activities of Directors ALL FOR,
11. Other business M FOR AGAINST RES 7
Yieh United Steel 1. Accept financial statements and
Corp 26-Jun-2006 9957 TT 6726623 statutory reports
2. Approve allocation of income
3. Approve distribution of dividends
4. Amend articles of association
5. Amend operating procedures for
endorsement and guarantee
6. Amend election rules of Directors
and Supervisors AGAINST RES NO
7. Amend rules and procedures regarding 4, 5, 6, 7 & 8
shareholder meeting - FOR ALL
8. Approve cancellation of a merger OTHERS (NB - RE
agreement RES NOS 4, 5,
9. Elect Directors and Supervisors 6, 7 & 8, MC IS
10. Approve release of restrictions of VOTING AGAINST
competitive activities of Directors M FOR MANGT)
Lianhua 1. Accept report of the Board of
Supermarket "H" 28-Jun-2006 980 HK 6633563 Directors
2. Accept report of the Supervisory
Committee
3. Accept financial statements and
statutory reports
4. Approve final dividend of RMB 0.07
per share and profit share and profit
distribution proposal
5. Reappoint Shanghai CPAs and
PricewaterhouseCoopers as PRC and
International auditors respectively, and
authorise Board to fix their
remuneration
6. Elect Koichi Narita as non-executive
Director AGAINST RES NO
7. Authorise Board to determine, 8 & SPEC BUS
declare, and pay the interim dividend RES NO 1 - FOR
for the six months ending June 30 2006 ALL OTHERS (NB
8. Other business (voting) - RE RES NO 8 &
Special business SPEC BUS RES NO
1. Approve issuance of H shares without 1, MC IS VOTING
preemptive rights M FOR AGAINST MANGT)
Captive Finance 1. Election of Board of Directors 1. Management 1. Unknown 1. For
Ltd. 5-Sept-05 N/A N/A 2. Adopting the Accounts, Directors and 2. Management 2. Unknown 2. For
Auditors Reports for 2005 3. Management 3. Unknown 3. For
3. Appointing RSM Nelson Wheeler as the
Auditor
Page 4 of 4
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
THE CHINA FUND, INC.
By: /s/ Gary L. French
---------------------------------
Gary L. French
President
August 28, 2006