UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 14A

 

Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No.     )

 

Filed by the Registrant  x

 

Filed by a Party other than the Registrant  o

 

Check the appropriate box:

o

Preliminary Proxy Statement

o

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

o

Definitive Proxy Statement

x

Definitive Additional Materials

o

Soliciting Material under §240.14a-12

 

THE JAPAN EQUITY FUND, INC.

(Name of Registrant as Specified In Its Charter)

 

 

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

 

Payment of Filing Fee (Check the appropriate box):

x

No fee required.

o

Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

 

(1)

Title of each class of securities to which transaction applies:

 

 

 

 

(2)

Aggregate number of securities to which transaction applies:

 

 

 

 

(3)

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

 

 

 

 

(4)

Proposed maximum aggregate value of transaction:

 

 

 

 

(5)

Total fee paid:

 

 

 

o

Fee paid previously with preliminary materials.

o

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

(1)

Amount Previously Paid:

 

 

 

 

(2)

Form, Schedule or Registration Statement No.:

 

 

 

 

(3)

Filing Party:

 

 

 

 

(4)

Date Filed:

 

 

 

 



 

GRAPHIC

The Japan Equity Fund, Inc. October 2013 Aberdeen Asset Management In the United States, Aberdeen Asset Management (AAM) is the marketing name for the following affiliated, registered investment advisers: Aberdeen Asset Management Inc., Aberdeen Asset Managers Ltd, Aberdeen Asset Management Ltd and Aberdeen Asset Management Asia Ltd, each of which is wholly owned by Aberdeen Asset Management PLC. "Aberdeen" is a U.S. registered service mark of Aberdeen Asset Management PLC. For professional use only – Not for Public distribution

 


GRAPHIC

Agenda Organization and investment team Investment philosophy and process Appendices Aberdeen Asset Management PLC – Assets Under Management Aberdeen Asset Management - Strategic fit Aberdeen North American closed-end funds Japan equities Fund performance Example company research note 1

 


GRAPHIC

Regarding this presentation and all statements made in relation to this presentation: Aberdeen Asset Management Inc. has prepared this presentation based on information sources believed to be accurate and reliable. However, neither the Fund, Aberdeen Asset Management Asia Limited (the Investment Manager), nor any other person guarantees their accuracy. There can be no assurance that the expectations and anticipated strategies discussed will be met. Closed-end funds are traded on the secondary market through one of the stock exchanges. The Fund’s investment return and principal value will fluctuate so that an investor’s shares may be worth more or less than the original cost. Shares of closed-end funds may trade above (a premium) or below (a discount) the net asset value (NAV) of the fund’s portfolio. There is no assurance that the Fund will achieve its investment objective. Past performance does not guarantee future results.  2

 


GRAPHIC

Organization and investment team 3

 


GRAPHIC

Regional asset breakdown Client assets invested in Asia Source: Aberdeen Asset Management, 28 Jun 13. * Includes global/regional allocations. ** Advised in Singapore. # Includes Assets Under Management (AUM) of both feeder and underlying funds within the same strategy Asia Pacific ex Japan Equity 79% Asia Pacific Fixed Income 14% Japan Equity 6% Asian Property 1% US$ billion Asia Pacific ex Japan Equity 95.5* Japan Equity 7.4*^ Asia Pacific Fixed Income 16.2 Asian Property 1.6** Total 120.7 ^ Includes US$2.3bn# and US$543m invested in Japan Equity and Japan Small Cap Equity strategies respectively 4

 


GRAPHIC

Asia Pacific equity team Highly experienced and stable; team of 41 covering region from six offices Broad mix of nationalities, cultures, qualifications and experience Generalist approach; managers also responsible for company research Please refer to appendices for details We cultivate a team, not stars

 


GRAPHIC

Pan Asia equity team Name Title/Responsibilities Location Yrs Exp Yrs at Firm* Degrees/Designations Sponsoring Body/School Hugh Young Managing Director Singapore 32 28 BA Politics Exeter University Flavia Cheong Investment Director Singapore 22 17 MA Economics, CFA Auckland University Chou Chong Investment Director Singapore 19 19 MA Accounting & Finance, CFA London School of Economics Mark Daniels Investment Director Sydney 28 28 BA Economics University College, Cardiff Gerald Ambrose Chief Executive Officer Malaysia Kuala Lumpur 26 8 MA Land Economy Cambridge University Robert Penaloza Head of Australian Equities Sydney 16 16 BA of Business Northern Territory University Australia Chern-Yeh Kwok Head of Investment Management Tokyo 9 8 MA Finance London Business School Adithep Vanabriksha Chief Investment Officer Thailand Bangkok 22 11 MBA Boston University Nicholas Yeo Director and Head of Equities Hong Kong Hong Kong 13 13 MSc Financial Mathematics, CFA Warwick Business School Andrew Gillan Senior Investment Manager Singapore 13 13 MA French & European History Edinburgh University Adrian Lim Senior Investment Manager Singapore 20 12 BAcc & Finance, CFA Nanyang Technological University Michelle Lopez Senior Investment Manager Sydney 9 9 BA Applied Finance, CFA Macquarie University Andrew Preston Senior Investment Manager Sydney 29 29 BA Economics & Oriental Studies University of Melbourne Christopher Wong Senior Investment Manager Singapore 19 12 BA Accounting & Finance, CFA Heriot Watt University Kristy Fong Investment Manager Singapore 9 9 BAcc, CFA Nanyang Technological University Pruksa Iamthongthong Investment Manager Singapore 6 6 BA Business Administration Chulalongkorn University Bharat Joshi Investment Manager Kuala Lumpur 7 6 BSc (Hons) Mathematics Warwick University Orsen Karnburisudthi Investment Manager Bangkok 22 7 MBA Finance Management Massachusetts Institute of Technology Keita Kubota Investment Manager Tokyo 7 7 Bachelor of Laws (LLB) Ritsumeikan University Yoojeong Oh Investment Manager Singapore 10 8 MEng Engineering, Economics and Management, CFA University of Oxford Ratanawan Saengkitikomol Investment Manager Bangkok 15 7 MS Finance Royal Melbourne Institute of Technology Natalie Tam Investment Manager Sydney 10 8 BA in Commerce, CFA University of NSW James Thom Investment Manager Singapore 14 3 MBA INSEAD Source: Aberdeen Asset Management PLC, 30 Jun 13 * May include years with acquired firms CFA® and Chartered Financial Analyst® are trademarks owned by CFA Institute. Includes affiliated persons operating under inter-company agreement

 


GRAPHIC

Pan Asia equity team Name Title/Responsibilities Location Yrs Exp Yrs at Firm* Degrees/Designations Sponsoring Body/School Kathy Xu Investment Manager Hong Kong 6 6 MSc Economics University of Hong Kong David A. Smith Head of Corporate Governance Singapore 7 2 Ph.D Corporate Governance University of Nottingham Nicholas Chui Assistant Investment Manager Hong Kong 2 2 Bachelor of Accountancy Singapore Management University Ai Mee Gan Assistant Investment Manager Singapore 4 4 BSc Information Systems University of Melbourne Louis Lu Assistant Investment Manager Singapore 5 5 MPP Economics National University of Singapore Andrew San Assistant Investment Manager Kuala Lumpur 4 4 BA Commerce University of New South Wales Frank Tian Assistant Investment Manager Hong Kong 5 5 BSc Economics London School of Economics Evan Cheah Investment Analyst Kuala Lumpur 5 2 BSc Economics University of York Sandy Lim Assistant Investment Manager Tokyo 3 3 MBA, CFA International University of Japan Mohd Najman Md Isa Investment Analyst Kuala Lumpur 4 2 BEng in Civil Engineering & BCom in Finance University of Melbourne Jolynn Kek Investment Analyst Kuala Lumpur 2 2 BSc (Hons) Applied Accounting Oxford Brookes University Marco Lo Blanco Investment Analyst Sydney 1 1 BA of Commerce University of Sydney Yuki Meyer Investment Analyst Tokyo 3 3 MSc Finance London School of Economics Kei Okamura Investment Analyst Tokyo 7 1 BA International Relations & French Tufts University Thomas Reeves Investment Analyst Singapore 4 3 MSc International Management University of London Camille Simeon Investment Analyst Sydney 15 5 Bachelor of Business University of Technology Chhai Ung Investment Analyst Sydney 6 3 BA of Commerce/BA of Laws University of Sydney Pochara Thimasan Investment Analyst Bangkok 3 <1 MS Finance/MA Economics University of San Francisco/Chulalongkorn University Source: Aberdeen Asset Management PLC, 30 Jun 13 * May include years with acquired firms Includes affiliated persons operating under inter-company agreement

 


GRAPHIC

Investment philosophy and process

 


GRAPHIC

Investment philosophy and approach We believe that, over the long term, share prices reflect underlying business fundamentals We seek to identify what we believe are ‘best ideas’ at reasonable/cheap valuations via company visits We view risk as investing in a poor quality company and/or overpaying, and not benchmark-relative Emphasis on collective wisdom of team(s), not stars We do not trade, but invest for the long term – and only in companies that we believe that we understand and can value

 


GRAPHIC

Investible universe Japan equities Managing Japan portfolios since 1989 Non-benchmark stock ideas sourced via desk research, broker recommendations, Initial Public Offerings (IPOs), etc Over 290* meetings with Japanese companies in 2012 Source: Aberdeen Asset Management, 30 Jun 13 * either in person or via conference call, Dec 2012 Core universe Topix IPOs Non-benchmark stocks

 


GRAPHIC

Investment process Investment process is consistent across all equities, regardless of mandates and client type Step 1: Quality Pass or fail? Business strategy Management Financials Transparency Shareholders’ interests Aberdeen universe of stocks Price/earnings Price to cash flow Price to book Return on Equity (ROE) Dividend Yield Step 2: Valuation Cheap or expensive? Step 3: Portfolio construction Risk controls Model portfolio Company visit note Revisit Watch list Monitor EQ-GEM-111 010413

 


GRAPHIC

Step 1: quality Pass or fail? Business prospects/strategy Evidence of industry growth, clear strategy and execution Management team Motivation, experience, and track record: do we trust individuals in charge Financials Strength of balance sheet, transparent Transparency Clean company structure, visible earnings, clear annual report Commitment to shareholder value Company is run for shareholders, not managers or controlling interests Only companies satisfying quality criteria enter Aberdeen universe

 


GRAPHIC

Step 2: price Cheap or expensive? Valuation: price/earnings ratios, price/cashflow, net asset value, dividend yield Different criteria depending on sector/industry Cross-border and industry comparisons Focus on downside; are risks in the price? Simple forward modelling of each investment prospect Prefer straightforward, focused businesses, with good management

 


What we look for – The company note Every company visit requires a note Writing the note leads to decision, not vice versa Ranking system: quality then price The value of an audit trail Please refer to appendices for further details Group wide system rating Formal background Usually conservative vs market consensus Key ratios The bottom line – Buy/sell/ avoid/result etc Relative performance Dilution? Prerequisite for new holding Who is behind the company? Key ratios

 


GRAPHIC

Step 3: typical portfolio construction Stocks that pass our quality screens comprise the Aberdeen universe A new portfolio is automatically based on the existing country model Exact weightings/allocations are refined by team at bi-weekly meeting Factors considered are portfolio objective, geographical remit, liquidity, mandate constraints Bottom-up approach; top-down factors are mainly a sense check New holdings typically introduced at 1 - 2% Individual stocks capped at absolute 10% of portfolio

 


GRAPHIC

Potential sell triggers Monitor Deterioration in quality Discovery of dishonesty/fraud Changes at senior management level Loss of business focus/direction Industry factors – eg new competition, product obsolescence Deterioration in value When price increases outpace growth potential Other better-priced stock alternatives emerge Corporate activity Take-over, mergers and acquisitions etc Instinctively contrarian to market momentum ie much of turnover is top-slicing on price strength or topping-up on price weakness (assuming fundamentals unchanged). Actual name changes within portfolio are relatively few

 


GRAPHIC

Risk controls Investment risk management Portfolio risk Monitor companies daily, review results quarterly, aim to visit holdings every six months* Maintain in-house guidelines for country, sector and stock limits Regularly review portfolio characteristics Independent team in Aberdeen reports on consistency of portfolio positioning, reviewed monthly with the investment manager and by group performance committee Operational risk management Separate central trading Instruction, execution and settlement are discrete functions Compliance/internal audit procedures Regular internal audit visits, local and global compliance Regular brokerage/third party reviews Use of brokers/commissions etc is reviewed quarterly Open plan culture, collective responsibility * either in person or via conference call

 


Asian and Japanese Equities Aberdeen has extensive experience in managing Asian and Japanese equities Both regional and single country mandates Currently manages a Japanese equity fund, a Luxembourg domiciled open-end fund Aberdeen Global — Japanese Equity Fund (“Aberdeen Japanese Equity Fund”)* http://www.aberdeen-asset.lu/doc.nsf/Lit/FactsheetGlobalJapaneseEquity ** The Fund is expected to be managed utilizing the same investment strategy as that used for the Aberdeen Japanese Equity Fund * The Aberdeen Global — Japanese Equity Fund is not a U.S. registered investment company and is not subject to certain limitations, diversification requirements and other restrictions imposed under the Investment Company Act of 1940 and the Internal Revenue Code to which the Fund is subject and which, if applicable to the Aberdeen Global — Japanese Equity Fund, may have adversely affected its performance. The Aberdeen Global — Japanese Equity Fund is similar to the Fund in that both invest in equity securities of Japanese companies. In addition, the Fund and the Aberdeen Global — Japanese Equity Fund have differing fees and expenses. Shareholders of the Fund should not rely on the performance data of the Aberdeen Global — Japanese Equity Fund as an indication of the future performance of the Fund under Aberdeen’s management. This is not an offer to sell shares of the Aberdeen Global — Japanese Equity Fund, which is not offered for sale to U.S. persons and is not sold in the U.S. ** The information on the website referred to above is not a part of or incorporated by reference into this presentation or the proxy statement

 


GRAPHIC

We believe our competitive advantage is Dedicated investing in Asia since 1985 Experienced and cohesive team Robust investment process Disciplined and consistent Our regional equity team always meets and interviews a company before investing Proprietary research/visit note gives deeper insights, differentiates us from peers Independence: Not compelled to own stocks that fail our screens

 


GRAPHIC

Appendices

 


Aberdeen Asset Management PLC Aberdeen PLC: Publicly traded, founded in 1983 via a management buyout Market capitalization: $7.0 billion*, FTSE 100** company Employee ownership: Staff owns 5.4%*** Aberdeen Asset Management PLC, assets under management, 30 Jun 13 1. Multi-Manager, Multi-Assets, Indexed Equities, Private Equity, and Fund of Hedge Funds * 30 Jun 13 – Source: Factset ** 30 Jun 13 *** Employee ownership as of 30 Jun 13. Staff holdings shown fully diluted Figures may appear not to add due to rounding Aberdeen PLC AUM $317.9bn Property AUM $27.3bn Equity AUM $178.9bn Aberdeen Solutions1 AUM $41.5bn Fixed Income AUM $70.2bn

 


GRAPHIC

Aberdeen Asset Management - Strategic Fit Aberdeen Asset Management PLC Source: Aberdeen Asset Management, 30 June 13. * Includes global/regional allocations

 


GRAPHIC

North American closed-end funds 15 closed-end funds (2 Sub-advised) with AuM of approximately $5.6bn Closed-end funds viewed as a core area of US business Actively seek growth and new business opportunities in US closed-end fund sector Appointed Manager for 4 funds in last 2 years (SGF, IFN, GRR, GCH) New US fund launches in 2004 and 2006 (FAM, FEO) - $610mm*) Natural complement to existing singe country and Asia-Pacific focussed funds Aberdeen Asia-Pacific Income Fund, Inc. FAX 2,418 Asia & Australia Fixed Income Aberdeen Global Income Fund, Inc. FCO 153 Global Fixed Income Aberdeen Asia Pacific Income Investment Company Limited FAP** 431 Asia & Australia Fixed Income 1Aberdeen Australia Equity Fund, Inc. IAF 192 Australian Equity Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. ETF 181 Emerging Market Small Cap Equity Aberdeen Israel Fund, Inc. ISL 71 Israel Equity Aberdeen Latin America Equity Fund, Inc. LAQ 257 Latin American Equity 1Aberdeen Chile Fund, Inc. CH 120 Chilean Equity Aberdeen Indonesia Fund, Inc. IF 127 Indonesian Equity 2Aberdeen Singapore Fund, Inc. SGF 111 Singaporean Equity The Asia Tigers Fund, Inc. GRR 51 Asia-Pacific Equity The India Fund, Inc. IFN 853 Indian Equity The Greater China Fund, Inc. GCH 106 Greater China Equity First Trust/Aberdeen Global Opportunity Income Fund FAM*** 377 Global and Emerging Market Fixed Income First Trust/Aberdeen Emerging Opportunity Fund FEO*** 118 Emerging Market Equity and Fixed Income Total 5,566 Source Aberdeen Asset Management, 30 Jun 13 * At time of launch ** Canadian Closed-End Fund *** Funds are sub-advised by Aberdeen 1 Investors should consider a fund’s investment objectives, risks, charges and expenses carefully before investing. A copy of the prospectus for the Aberdeen Australia Equity Fund, Inc. and the Aberdeen Chile Fund, Inc. that contains this and other information about the fund may be obtained by calling 800-522-5465. Please read the prospectus carefully before investing. Investing in funds involves risk, including possible loss of principal. 2As of 11/1/2013 , fund name changed from The Singapore Fund, Inc.

 


The company note (I) Dilution ‘If options aren’t an expense, then what are they?’ Warrants, too We always fully dilute Group wide system rating Formal background Usually conservative vs market consensus Key ratios The bottom line – Buy/sell/ avoid/result etc Relative performance Dilution? Prerequisite for new holding Who is behind the company? Key ratios Dilution?

 


GRAPHIC

The company note (II) Management and corporate governance Honesty, transparency, integrity In whose interests does the board manage? Treatment of minorities is critical Family-run companies can be saints or sinners Owners often like dividends – which can be tax-efficient Separate check on socially responsible investing What did we learn about the business, industry, etc during the meeting? X-regional comparison, where necessary Level of independence, who are the outsiders? Alignment with shareholders? How do they evaluate themselves? The ‘feel’ factor How does the FM who saw the company justify forecasts? Versus the market, sector etc How do we value the company? What do we think it is worth? Any ‘funnies’ Varies between countries, important for asset heavy companies Guarantees, lawsuits, derivatives, etc Are tax rates unusually low/high If so, why? Excess short-term or forex borrowing? Does OCF differ from profit? Free cash flow? Level of independence, who are the outsiders? Alignment with shareholders? How do they evaluate themselves? The ‘feel’ factor

 


GRAPHIC

The company note (III) Accounting policies Focus on exceptional and non-recurring items Cross-border comparisons essential Move to global accounting standards a plus Any ‘funnies’ Varies between countries, important for asset heavy companies Guarantees, lawsuits, derivatives, etc Are tax rates unusually low/high If so, why? What did we learn about the business, industry, etc during the meeting? X-regional comparison, where necessary Level of independence, who are the outsiders? Alignment with shareholders? How do they evaluate themselves? The ‘feel’ factor How does the FM who saw the company justify forecasts? Versus the market, sector etc How do we value the company? What do we think it is worth? Any ‘funnies’ Varies between countries, important for asset heavy companies Guarantees, lawsuits, derivatives, etc Are tax rates unusually low/high If so, why? Excess short-term or forex borrowing? Does OCF differ from profit? Free cash flow?

 


GRAPHIC

The company note (IV) Balance sheet/cash flow Simple forecast of sales/earnings Focus on consistency of free cashflow and how it is used Excess short-term or forex borrowing? Does OCF differ from profit? Free cash flow? What did we learn about the business, industry, etc during the meeting? X-regional comparison, where necessary Level of independence, who are the outsiders? Alignment with shareholders? How do they evaluate themselves? The ‘feel’ factor How does the FM who saw the company justify forecasts? Versus the market, sector etc How do we value the company? What do we think it is worth? Any ‘funnies’ Varies between countries, important for asset heavy companies Guarantees, lawsuits, derivatives, etc Are tax rates unusually low/high If so, why? Excess short-term or forex borrowing? Does OCF differ from profit? Free cash flow?

 


GRAPHIC

Disclaimer IMPORTANT INFORMATION PAST PERFORMANCE IS NOT AN INDICATION OF FUTURE RESULTS This presentation should be accompanied by the Proxy Statement of The Japan Equity Fund, Inc. dated November 5, 2013. The information in this presentation should be considered in conjunction with the Proxy Statement. This presentation is solely the responsibility of Aberdeen Asset Management Inc. International investing entails special risk considerations, including currency fluctuations, lower liquidity, economic and political risks, and differences in accounting methods. There are also risks associated with investing in Asian countries. Concentrating investments in a single country subjects the Fund to more volatility and greater risk of loss than geographically diverse funds. Closed-end funds are traded on the secondary market through one of the stock exchanges. The Fund’s investment return and principal value will fluctuate so that an investor’s shares may be worth more or less than the original cost. Shares of closed-end funds may trade above (a premium) or below (a discount) the net asset value (NAV) of the fund’s portfolio. There is no assurance that the Fund will achieve its investment objective. The above is for informational purposes only and should not be considered as an offer, or solicitation, to deal in any of the investments mentioned herein. Aberdeen Asset Management (AAM) does not warrant the accuracy, adequacy or completeness of the information and materials contained in this document and expressly disclaims liability for errors or omissions in such information and materials. Any research or analysis used in the preparation of this document has been procured by AAM or its affiliates for their own use and may have been acted on for their own purpose. The results thus obtained are made available only coincidentally and the information is not guaranteed as to its accuracy. Some of the information in this document may contain forecast or other forward looking statements regarding future events of countries, markets or companies. These statements are only offered as opinion and are not reflective of potential performance, are not guaranteed and actual events or results may differ materially. The reader must make his/her own assessment of the relevance, accuracy and adequacy of the information contained in this document, and make such independent investigations, as he/she may consider necessary or appropriate for the purpose of such assessment. Any opinion or estimate contained in this document is made on a general basis and is not to be relied on by the reader as advice. Neither AAM nor any of its agents have given any consideration to nor have they made any investigation of the investment objectives, financial situation or particular need of the reader, any specific person or group of persons. Accordingly, no warranty whatsoever is given and no liability whatsoever is accepted for any loss arising whether directly or indirectly as a result of the reader, any person or group of persons acting on any information, opinion or estimate contained in this document. AAM reserves the right to make changes and corrections to its opinions expressed in this document at any time, without notice. In the United Sates, AAM the marketing name for the following affiliated, registered investment advisers: Aberdeen Asset Management Inc., Aberdeen Asset Managers Ltd, Aberdeen Asset Management Ltd and Aberdeen Asset Management Asia Ltd, each of which is wholly owned by Aberdeen Asset Management PLC. “Aberdeen” is a U.S. registered service mark of Aberdeen Asset Management PLC. Aberdeen Asset Management Inc. 1735 Market Street, 32nd Floor Philadelphia, PA 19103 Telephone: (800) 485-2294 www.aberdeen-asset.us © 2013, Aberdeen Asset Management Inc.