Filing Details

 

(Name of Issuer)

 

 

(CUSIP Number)

 

 

 

April 21, 2017

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), (f) or (g), check the following box ☐.

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information, which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act.

 

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1	NAMES OF REPORTING PERSONS
	S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
	City of London Investment Management Company Limited (CLIM), a company incorporated under the laws of England and Wales.
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)	☐
				(b)	☐
3	SEC USE ONLY
4	SOURCE OF FUNDS*
	WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)				☐
6	CITIZENSHIP OR PLACE OF ORGANIZATION
	England and Wales
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:		7	SOLE VOTING POWER
			0
		8	SHARED VOTING POWER
			3,481,208
		9	SOLE DISPOSITIVE POWER
			0
		10	SHARED DISPOSITIVE POWER
			3,481,208
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
	3,481,208
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES				☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
	42.4%
14	TYPE OF REPORTING PERSON*
	IA

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete, and correct.

 

Exhibit A

April 21, 2017

Professor William C. Kirby, Chairman

The Taiwan Fund, Inc.

Morgan Hall 167

Harvard Business School

Boston, MA 02163

RE: The Taiwan Fund, Inc.

Dear Professor Kirby

City of London Investment Management Company Limited ("City of London"), on behalf of its clients, is a long-term investor in The Taiwan Fund, Inc. ("the Fund").  We are prompted to write today by the Fund's recent announcement of the results of the Annual Stockholders Meeting.

We were pleased to see that stockholders voted against Mr. Holland who has served on the Board since 2007 and thus has reached the point where City of London's Statement on Corporate Governance and Voting Policy for Closed-End Funds provides guidance that a Director should stand down in order to provide for Board refreshment.  We note that the Fund's average discount was wider than 10% over the relevant one-year measurement period which is another factor that caused us to vote against Mr. Holland.

We do not necessarily agree with the Fund's stated position that Mr. Holland should remain on the Board because of his designation as Audit Committee Financial Expert.  Our view is that there may have been another Director qualified to assume that designation, and that anyway there should have been the opportunity to explain a temporary vacancy. In any event, we certainly would follow through with prior public statements and submit a proposal to terminate the Fund's investment management agreement before the November 6th deadline if Mr. Holland remains on the Board for an extended period. The practice of 'holding over' a Director who has not received the majority of votes cast by stockholders is unacceptable as it goes directly against stockholders' express wishes.

City of London will continue to monitor the Fund's investment performance, discount, fees and overall corporate governance in advance of next year's Annual Stockholders Meeting.  As with all of the relevant securities where City of London has an outstanding 13D filing, potential actions include voting against incumbent Boards, or proposing termination of the investment management agreement before the November 6^th deadline for submission of a stockholder proposal.

Sincerely,

Jeremy Bannister

Director, Corporate Governance