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: |
811-08076 |
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Exact name of registrant as specified in charter: |
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
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Address of principal executive offices: |
1735 Market Street, 32nd Floor |
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Philadelphia, PA 19103 |
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Name and address of agent for service: |
Ms. Andrea Melia |
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Aberdeen Asset Management Inc. |
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1735 Market Street, 32nd Floor |
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Philadelphia, PA 19103 |
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Registrants telephone number, including area code: |
866-839-5205 |
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Date of fiscal year end: |
October 31 |
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Date of reporting period: |
April 30, 2014 |
Item 1. Reports to Stockholders.
Aberdeens Investor Relations Services
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Letter to Shareholders (unaudited)
Dear Shareholder,
We present this Semi-Annual Report which covers the activities of Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. (the Fund) for the six months ended April 30, 2014. The Funds principal investment objective is to seek long-term capital appreciation. The Fund seeks to achieve this investment objective by investing primarily in equity securities of emerging market smaller company issuers.
Total Return Performance
For the period ended April 30, 2014, the total return to shareholders of the Fund based on the net asset value (NAV), net of fees, of the Fund was -2.6% assuming reinvestment of dividends and distributions versus a return of 1.64% for the Funds benchmark, the Morgan Stanley Capital International (MSCI) Emerging Markets Small Cap Index. The Funds total return for the six months ended April 30, 2014 and per annum since inception is based on the reported NAV on each period end.
Share Price and NAV
For the six months ended April 30, 2014, based on market price, the Funds total return was -4.2%, assuming reinvestment of dividends and distributions. The Funds share price decreased 34.4% over the six-month period, from $20.47 on October 31, 2013 to $13.43 on April 30, 2014, in part due to the significant distribution as detailed below. The Funds share price on April 30, 2014 represented a discount of 11.2% to the NAV per share of $15.13 on that date, compared with a discount of 9.8% to the NAV per share of $22.69 on October 31, 2013.
Elective Cash Distribution Results
On December 6, 2013, the Board of Directors declared the payment of an elective cash distribution to be paid in the amount of $6.02616 per share of common stock, on January 31, 2014, to shareholders of record at the close of business on December 20, 2013. This distribution represented the capital gains realized from sales of portfolio securities following the Funds change in investment policy. The distribution was payable in shares of the Funds common stock. However, shareholders had the option to request that their distributions be paid in cash in lieu of common stock. The aggregate amount of cash distributions to all shareholders was limited to 60% of the aggregate dollar amount of the total distribution. Because cash distribution requests exceeded this limit, the cash distribution was pro-rated among all stockholders who made such requests. Shareholders who requested cash distributions received $4.37 per share or 72.60% of the distribution in cash and received the balance in the Funds common stock. For purposes of computing the stock portion of the dividend, the common stock distributed was valued at $13.09 per share, which equaled the
average closing price of the Funds common shares on the NYSE MKT on January 23, 2014 and the two preceding trading days. Following the close of the elective stock distribution, the Fund issued 1,518,067 shares. Following the closing of the elective cash distribution, the Funds number of shares was 9,764,732.
Open Market Repurchase Program
The Funds policy is generally to buy back Fund shares on the open market when the Fund trades at certain discounts to NAV. During the six months ended April 30, 2014, the Fund did not repurchase any shares.
Portfolio Holdings Disclosure
The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds Form N-Q filings are available on the SECs website at http://www.sec.gov and may be reviewed and copied at the SECs Public Reference Room in Washington, D.C. Information about the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330. The Fund makes the information on Form N-Q available to shareholders on the Funds website or upon request and without charge by calling Investor Relations toll-free at 1-866-839-5205.
Proxy Voting
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the Fund voted proxies relating to portfolio securities during the most recent twelve months ended June 30 is available by August 30 of the relevant year: (i) upon request and without charge by calling Investor Relations toll-free at 1-866-839-5205; and (ii) on the SECs website at http://www.sec.gov.
Investor Relations Information
As part of our ongoing commitment to provide information to our shareholders, I invite you to visit the Fund on the web at www.aberdeenetf.com. From this page, you can view monthly fact sheets, portfolio manager commentary, distribution and performance information, updated daily fact sheets courtesy of Morningstar®, and view portfolio charting and other timely data.
Please take a look at Aberdeens award-winning Closed-End Fund Talk Channel, where you can watch fund manager web casts and view our latest short films. For replays of recent broadcasts or to register for upcoming events, please visit Aberdeens Closed-End Fund Talk Channel at www.aberdeen-asset.us/aam.nsf/usClosed/aberdeentv.
Please ensure that you are enrolled in our email services, which feature timely news from Aberdeen portfolio managers located around the
Letter to Shareholders (unaudited) (concluded)
world. Enroll today at www.aberdeen-asset.us/aam.nsf/usclosed/email and be among the first to receive the latest closed-end fund news, announcements of upcoming fund manager web casts, films and other information. Please note that Aberdeen does not share our shareholder information with any other organizations.
Please contact Aberdeen Asset Management Inc. by:
· calling toll free at 1-866-839-5205 in the United States, or
· emailing InvestorRelations@aberdeen-asset.com
· visiting Aberdeen Closed-End Fund Center at http://www.aberdeen-asset.us/aam.nsf/usclosed/home;
· visiting www.aberdeenetf.com
Yours sincerely,
Christian Pittard
President
Dividend Reinvestment and Direct Stock Purchase Plan (unaudited)
Computershare Trust Company, N.A., the Funds transfer agent, sponsors and administers a Dividend Reinvestment and Direct Stock Purchase Plan (the Plan), which is available to shareholders.
The Plan allows registered stockholders and first time investors to buy and sell shares and automatically reinvest dividends and capital gains through the transfer agent. This is a cost-effective way to invest in the Fund.
Please note that for both purchases and reinvestment purposes, shares will be purchased in the open market at the current share price and cannot be issued directly by the Fund.
For more information about the Plan and a brochure that includes the terms and conditions of the Plan, please call Computershare at 1-800-647-0584 or visit www.computershare.com/buyaberdeen.
All amounts are in U.S. Dollars unless otherwise stated.
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Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
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Report of the Investment Manager (unaudited)
Market/economic review
Shares of smaller companies in emerging stock markets, as measured by the MSCI Emerging Markets Small Cap Index, rose and outperformed their larger counterparts, as measured by the MSCI Emerging Markets Index, over the six-month period ended April 30, 2014. Lingering worries over the impact of the U.S. Federal Reserves (the Fed) tapering of its asset purchase program and resurgent fears of a marked economic slowdown in China dampened investor sentiment at first, but markets later rebounded as these concerns eased. Expectations that the Chinese government will pump prime the economy following soft economic data and hopes of possible electoral changes in several developing countries provided further support.
Developing Asia led regional gains. Indian equities returned to favor after a sharp sell-off in 2013, given the marked improvement in its current accounts and the prospect of a fresh monetary policy change after the elections. Thailand, however, underperformed its regional peers, as months of political discord weighed on the domestic economy and stock market. The Thai army subsequently declared a coup shortly after a new caretaker prime minster took over from Yingluck Shinawatra. Latin American markets also lagged their peers in other regions, partly because of concerns that Chinas slowing growth would depress commodity prices. Elsewhere, heightened political tension between Russia and the West over Crimea weighed on Central and Eastern Europe.
Fund performance review
At the stock level, Arezzo Industria e Comercio SA, Guinness Nigeria PLC and OKey Group SA GDR, were the primary detractors from the Funds relative performance for the reporting period. The weak consumer environment in Brazil weighed on retailer Arezzo Industria e Comercio SA, while Guinness Nigeria PLC, a unit of UK alcoholic beverage group Diageo, reported disappointing results for the first half of its 2014 fiscal year owing to lackluster consumer spending and rising competition. Shares of Russian hypermarket operator OKey Group SA GDR fell on profit-taking following its outperformance in 2013. The performance of the stock was also weighed down by the economic and political fallout from Russias intrusion into Ukraine.
Conversely, the holding in Hikma Pharmaceuticals PLC contributed to the Funds relative return as the Jordan-based drug-maker continued to benefit from improved profitability in its U.S. generics business. Semiconductor equipment maker ASM International NV also bolstered performance as its share price rallied on good results and speculation that the increasing adoption of atomic layer deposition technology in wafer processing would drive future earnings. Hana
Microelectronics PCL also was a contributor, as the Thai semiconductor components manufacturer benefited from solid fourth-quarter 2013 results driven by healthy revenues.
During the reporting period, we initiated a position in EPAM Systems, Inc., a U.S. high-quality software engineering and IT outsourcing group, in our view, on relative share price weakness. Political uncertainty in Ukraine, where almost one-third of EPAM Systems, Inc.s workforce is located, had weighed on its share price. The stock subsequently recovered somewhat after management reassured investors via a conference call that the company remained fully operational. We also added to the position in Russias OKey Group SA GDR on share price weakness, and participated in Parque Arauco SAs capital issuance as the Chilean mall operator raised equity to fund its expansion. Against this, we exited the position in Carlsberg Malaysia as we believed that it had a relatively high valuation.
As discussed in previous reports, most of the Funds venture capital holdings are technology-oriented venture capital holdings. As of April 30, 2014, many of the Funds venture capital holdings have reached the end of their term and are now in wind down or liquidation. Over the past six months, BPA Israel Ventures and Emerging Market Ventures I, reached the end of their respective terms and are now in wind-down mode. Additionally, in January, 2014, Giza GE Venture Fund III entered its liquidation period following the end of its term. Four of the Funds other investments also remain in liquidation mode at the end of the period. Only two active venture capital holdings remain in the Fund at the end of the period, Neurone Ventures II and Telesoft Partners II QP, as well as one direct company holding in Vidyo, Inc. Trust.
Over the six month period, Neurone Ventures II increased in value by 250.3% driven wholly by EIPAT (formerly Shellcase), which successfully completed its Initial Public Offering on the Shanghai Stock Exchange in February 2014 at ¥19.2 per share. According to the stock price at the end of March 2014, Neurone Ventures II values EIPAT at 10.7 times cost, up from 1.0 times cost at the end of October 2013. Additionally, the value of Technology Crossover Ventures IV increased 214.4% during the period, driven by the funds sale of Fiberlink Communications to IBM in December 2013. Both holdings also increased in value over the six month period. This valuation increase was partially offset by the falling valuations of four holdings, in particular two liquidating funds, Giza GE Venture Fund III and Concord Fund I Liquidating Main Trust, which decreased 6.6% and 22.6%, respectively, as they continued to pursue exit opportunities for their remaining holdings and wind down their portfolios.
Report of the Investment Manager (unaudited)
Venture capital holdings distributed an aggregate of $383,395 over the six month period. The largest distribution of $114,442 was from JP Morgan Latin America Capital Partners as it paid its final distribution in December 2013, marking a full exit for the Fund. The holding increased 20.1% in value from the end of October through to December 2013, and generated a final return of 0.95 times the Funds invested capital. At April 30, 2014, the Fund had 2.0% of its total capital commitment still unfunded. However, these are in liquidating investments and it is very unlikely that the General Partner will implement capital calls for new investments.
Outlook
In our opinion, emerging markets could remain unsettled in the coming months, despite relative calm in some markets. Uncertainty over the Feds monetary policy persists, while the continuing crisis in Ukraine and tense election campaigns in several developing countries have heightened geopolitical risks. We think that further turmoil in Ukraine could spill beyond regional economies and lead to a renewed bout of risk aversion in global financial markets. Also, while exports
have picked up in recent months, we feel that the marginal uptick masks a divergence between regions; emerging Asia and Eastern Europe appear to be faring better than Latin America. However, we think that these headwinds may blow over. Evidence of economic rebalancing and hopes that elections will usher in more reforms have already helped certain markets rebound, including Indonesia and India. In China, the government has responded to slowing growth by accelerating railway investment, improving low-income housing, and extending tax breaks to small businesses. Although smaller than previous stimulus packages, we believe that these targeted measures may help support growth without undermining financial stability. Meanwhile, sentiment towards emerging markets appears to be improving as investors return to the asset class. At the corporate level, we generally expect earnings to recover as companies continue adjusting to the cyclical slowdown by refocusing on profitability and trimming excess costs.
Aberdeen Asset Managers Limited
Portfolio Summary (unaudited)
The following chart summarizes the composition of the Funds portfolio, in Geographic classification, expressed as a percentage of net assets.
Geographic Asset Breakdown as of April 30, 2014
Top Ten Equity Holdings (unaudited)
The following were the Funds top ten holdings as of April 30, 2014:
Name of Security |
|
Percentage of Net Assets |
Grupo Aeroportuario del Centro Norte SAB de CV, ADR |
|
3.0% |
Aeon Co. (M) Bhd |
|
2.9% |
Parque Arauco SA |
|
2.4% |
SPAR Group Ltd. |
|
2.3% |
Clicks Group Ltd. |
|
2.3% |
BS Financial Group, Inc. |
|
2.2% |
Petra Foods Ltd. |
|
2.2% |
Cimsa Cimento Sanayi VE Tica |
|
2.1% |
Holcim Indonesia Tbk PT |
|
2.1% |
Arezzo Industria e Comercio SA |
|
2.1% |
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Total Investment Return (unaudited)
The following table summarizes Fund performance compared to the MSCI Emerging Markets Small Cap Index,(1) the Funds benchmark, for the 1-year, 3-year, 5-year and 10-year periods annualized as of April 30, 2014.(2)
|
|
1 Year |
|
3 Years |
|
5 Years |
|
10 Years |
|
Net Asset Value (NAV) |
|
-6.9% |
|
2.3% |
|
9.7% |
|
10.7% |
|
Market Value |
|
-7.8% |
|
2.3% |
|
8.9% |
|
10.8% |
|
MSCI Emerging Markets Small Cap Index |
|
-0.9% |
|
-2.5% |
|
15.4% |
|
12.6% |
|
Aberdeen Asset Managers Limited has entered into a written contract with the Fund to waive fees, without which performance would be lower. See Note 3 in the Notes to Financial Statements. This contract aligns with the term of the advisory agreement and may not be terminated prior to the next annual consideration of the advisory agreement. Returns represent past performance. Total investment return at net asset value is based on changes in the net asset value of Fund shares and assumes reinvestment of dividends and distributions, if any, at market prices pursuant to the dividend reinvestment program sponsored by the Funds transfer agent. Total investment return at market value is based on changes in the market price at which the Funds shares traded on the NYSE MKT during the period and assumes reinvestment of dividends and distributions, if any, at market prices pursuant to the dividend reinvestment program sponsored by the Funds transfer agent. The Funds 1 year total investment return is based on the reported NAV on April 30, 2014. Because the Funds 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 both market price and NAV. The Funds total return for the year is based on the reported NAV on financial reporting period ends. Past performance is no guarantee of future results. The performance information provided does not reflect the deduction of taxes that a shareholder would pay on distributions received from the Fund. The current performance of the Fund may be lower or higher than the figures shown. The Funds yield, return, market price and NAV will fluctuate. Performance information current to the most recent month-end is available at www.aberdeenetf.com or by calling 866-839-5205.
The annualized gross expense ratio is 1.64%. The annualized net expense ratio after fee waivers and/or expense reimbursements is 1.59%.
(1) The MSCI Emerging Markets Small Cap Index is a free float-adjusted market capitalization index that is designed to measure the equity market performance of the small-cap segment of emerging markets. The MSCI Emerging Markets Small Cap Index consists of the following 23 emerging market country indexes: Brazil, Chile, China, Colombia, Czech Republic, Egypt, Greece, Hungary, India, Indonesia, Korea, Malaysia, Mexico, Peru, Philippines, Poland, Qatar, Russia, South Africa, Taiwan, Thailand, Turkey* and United Arab Emirates.
(2) Effective March 15, 2013, the Funds investment strategy was changed to reflect a focus on global emerging markets smaller company issuers.
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Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
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Portfolio of Investments (unaudited)
As of April 30, 2014
Shares |
|
Description |
|
Value |
| |
LONG-TERM EQUITY SECURITIES IN EMERGING COUNTRIES98.3% |
|
|
| |||
COMMON STOCKS96.3% |
|
|
| |||
BRAZIL14.4% |
|
|
| |||
COMMERCIAL SERVICES & SUPPLIES1.2% |
|
|
| |||
111,000 |
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Valid Solucoes e Servicos de Seguranca em Meios de Pagamento e Identificacao SA |
|
$ |
1,719,946 |
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HEALTH CARE PROVIDERS & SERVICES1.9% |
|
|
| |||
697,000 |
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OdontoPrev SA |
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2,797,690 |
| |
REAL ESTATE MANAGEMENT & DEVELOPMENT3.2% |
|
|
| |||
173,155 |
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Iguatemi Empresa de Shopping Centers SA |
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1,721,649 |
| |
134,000 |
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Multiplan Empreendimentos Imobiliarios SA |
|
2,961,551 |
| |
|
|
|
|
4,683,200 |
| |
ROAD & RAIL1.9% |
|
|
| |||
191,450 |
|
Localiza Rent a Car SA |
|
2,859,193 |
| |
SOFTWARE1.5% |
|
|
| |||
140,000 |
|
Totvs SA |
|
2,286,086 |
| |
SPECIALTY RETAIL1.0% |
|
|
| |||
140,000 |
|
Cia Hering |
|
1,479,269 |
| |
TEXTILES, APPAREL & LUXURY GOODS2.1% |
|
|
| |||
280,413 |
|
Arezzo Industria e Comercio SA |
|
3,137,708 |
| |
TRANSPORTATION INFRASTRUCTURE1.6% |
|
|
| |||
161,000 |
|
Wilson Sons Ltd., BDR |
|
2,346,676 |
| |
|
|
|
|
21,309,768 |
| |
CHILE3.6% |
|
|
| |||
INFORMATION TECHNOLOGY SERVICES1.2% |
|
|
| |||
745,000 |
|
Sonda SA |
|
1,723,024 |
| |
REAL ESTATE MANAGEMENT & DEVELOPMENT2.4% |
|
|
| |||
2,013,849 |
|
Parque Arauco SA |
|
3,604,374 |
| |
|
|
|
|
5,327,398 |
| |
CHINA2.6% |
|
|
| |||
CHEMICALS1.4% |
|
|
| |||
2,070,000 |
|
Yingde Gases Group Co. Ltd.(a) |
|
2,087,472 |
| |
REAL ESTATE MANAGEMENT & DEVELOPMENT1.2% |
|
|
| |||
1,895,000 |
|
Yanlord Land Group Ltd.(a) |
|
1,749,913 |
| |
|
|
|
|
3,837,385 |
| |
HONG KONG6.4% |
|
|
| |||
BANKS1.0% |
|
|
| |||
1,000,000 |
|
Dah Sing Banking Group Ltd.(a) |
|
1,494,711 |
| |
HOTELS, RESTAURANTS & LEISURE1.0% |
|
|
| |||
450,000 |
|
Cafe de Coral Holdings Ltd.(a) |
|
1,418,028 |
| |
MARINE1.1% |
|
|
| |||
2,800,000 |
|
Pacific Basin Shipping Ltd.(a) |
|
1,644,826 |
| |
SPECIALTY RETAIL1.1% |
|
|
| |||
2,544,000 |
|
Giordano International Ltd.(a) |
|
1,707,724 |
| |
See Notes to Financial Statements.
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Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Portfolio of Investments (unaudited) (continued)
As of April 30, 2014
Shares |
|
Description |
|
Value |
| |
LONG-TERM EQUITY SECURITIES IN EMERGING COUNTRIES (continued) |
|
|
| |||
COMMON STOCKS (continued) |
|
|
| |||
TEXTILES, APPAREL & LUXURY GOODS1.1% |
|
|
| |||
1,460,000 |
|
Texwinca Holdings Ltd. |
|
$ |
1,572,434 |
|
TRANSPORTATION INFRASTRUCTURE1.1% |
|
|
| |||
136,000 |
|
Hong Kong Aircraft Engineering Co. Ltd.(a) |
|
1,581,921 |
| |
|
|
|
|
9,419,644 |
| |
INDIA9.1% |
|
|
| |||
CHEMICALS2.2% |
|
|
| |||
290,000 |
|
Castrol (India) Ltd.(a) |
|
1,428,390 |
| |
85,000 |
|
Kansai Nerolac Paints Ltd. |
|
1,789,770 |
| |
|
|
|
|
3,218,160 |
| |
CONSTRUCTION MATERIALS1.4% |
|
|
| |||
581,000 |
|
Ramco Cements Ltd. (The) |
|
2,083,085 |
| |
INFORMATION TECHNOLOGY SERVICES1.5% |
|
|
| |||
311,074 |
|
MphasiS Ltd. |
|
2,142,421 |
| |
PERSONAL PRODUCTS1.8% |
|
|
| |||
204,372 |
|
Godrej Consumer Products Ltd.(a) |
|
2,709,533 |
| |
PHARMACEUTICALS0.9% |
|
|
| |||
154,500 |
|
Piramal Enterprises Ltd.(a) |
|
1,393,400 |
| |
ROAD & RAIL1.3% |
|
|
| |||
117,000 |
|
Container Corp. of India(a) |
|
1,866,265 |
| |
|
|
|
|
13,412,864 |
| |
INDONESIA5.9% |
|
|
| |||
BANKS1.2% |
|
|
| |||
15,300,000 |
|
Bank Permata Tbk PT*(a) |
|
1,775,651 |
| |
CONSTRUCTION MATERIALS2.1% |
|
|
| |||
12,840,000 |
|
Holcim Indonesia Tbk PT(a) |
|
3,161,962 |
| |
METALS & MINING0.5% |
|
|
| |||
2,579,400 |
|
Vale Indonesia Tbk PT(a) |
|
794,525 |
| |
TRADING COMPANIES & DISTRIBUTORS2.1% |
|
|
| |||
7,405,500 |
|
AKR Corporindo Tbk PT(a) |
|
3,055,883 |
| |
|
|
|
|
8,788,021 |
| |
JORDAN1.4% |
|
|
| |||
PHARMACEUTICALS1.4% |
|
|
| |||
75,806 |
|
Hikma Pharmaceuticals PLC(a) |
|
1,989,289 |
| |
KENYA1.7% |
|
|
| |||
BEVERAGES1.7% |
|
|
| |||
753,800 |
|
East African Breweries Ltd. |
|
2,573,022 |
| |
LEBANON1.0% |
|
|
| |||
BANKS1.0% |
|
|
| |||
162,000 |
|
BLOM Bank SAL, GDR |
|
1,506,600 |
| |
See Notes to Financial Statements.
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Portfolio of Investments (unaudited) (continued)
As of April 30, 2014
Shares |
|
Description |
|
Value |
| |
LONG-TERM EQUITY SECURITIES IN EMERGING COUNTRIES (continued) |
|
|
| |||
COMMON STOCKS (continued) |
|
|
| |||
MALAYSIA7.5% |
|
|
| |||
AUTOMOBILES1.0% |
|
|
| |||
640,200 |
|
Oriental Holdings Bhd |
|
$ |
1,529,187 |
|
BEVERAGES1.3% |
|
|
| |||
120,000 |
|
Fraser & Neave Holdings Bhd |
|
661,461 |
| |
300,000 |
|
Guinness Anchor Bhd(a) |
|
1,324,163 |
| |
|
|
|
|
1,985,624 |
| |
FOOD PRODUCTS1.3% |
|
|
| |||
240,000 |
|
United Plantations Bhd |
|
1,859,440 |
| |
MULTILINE RETAIL2.9% |
|
|
| |||
939,800 |
|
Aeon Co. (M) Bhd |
|
4,236,367 |
| |
REAL ESTATE MANAGEMENT & DEVELOPMENT1.0% |
|
|
| |||
1,666,800 |
|
SP Setia Bhd(a) |
|
1,540,568 |
| |
|
|
|
|
11,151,186 |
| |
MEXICO3.0% |
|
|
| |||
TRANSPORTATION INFRASTRUCTURE3.0% |
|
|
| |||
153,000 |
|
Grupo Aeroportuario del Centro Norte SAB de CV, ADR* |
|
4,504,320 |
| |
NETHERLANDS1.8% |
|
|
| |||
SEMICONDUCTORS & SEMICONDUCTOR EQUIPMENT1.8% |
|
|
| |||
60,000 |
|
ASM International NV(a) |
|
2,625,803 |
| |
NIGERIA1.3% |
|
|
| |||
BEVERAGES1.3% |
|
|
| |||
1,749,000 |
|
Guinness Nigeria PLC |
|
1,862,334 |
| |
OMAN1.1% |
|
|
| |||
BANKS1.1% |
|
|
| |||
262,000 |
|
BankMuscat SAOG, GDR |
|
1,703,000 |
| |
PHILIPPINES1.9% |
|
|
| |||
HOTELS, RESTAURANTS & LEISURE1.9% |
|
|
| |||
733,660 |
|
Jollibee Foods Corp.(a) |
|
2,833,637 |
| |
POLAND1.9% |
|
|
| |||
FOOD & STAPLES RETAILING1.9% |
|
|
| |||
215,898 |
|
Eurocash SA(a) |
|
2,854,981 |
| |
REPUBLIC OF SOUTH KOREA3.5% |
|
|
| |||
BANKS2.2% |
|
|
| |||
214,330 |
|
BS Financial Group, Inc.(a) |
|
3,281,607 |
| |
MULTILINE RETAIL1.3% |
|
|
| |||
9,000 |
|
Shinsegae Co. Ltd.(a) |
|
1,953,986 |
| |
|
|
|
|
5,235,593 |
| |
ROMANIA1.6% |
|
|
| |||
BANKS1.6% |
|
|
| |||
905,000 |
|
BRD-Groupe Societe Generale* |
|
2,335,612 |
| |
See Notes to Financial Statements.
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Portfolio of Investments (unaudited) (continued)
As of April 30, 2014
Shares |
|
Description |
|
Value |
| |
LONG-TERM EQUITY SECURITIES IN EMERGING COUNTRIES (continued) |
|
|
| |||
COMMON STOCKS (continued) |
|
|
| |||
RUSSIA3.0% |
|
|
| |||
BEVERAGES1.4% |
|
|
| |||
133,150 |
|
Synergy Co.*(a) |
|
$ |
2,051,725 |
|
FOOD & STAPLES RETAILING1.6% |
|
|
| |||
270,532 |
|
OKey Group SA, GDR(a) |
|
2,388,164 |
| |
|
|
|
|
4,439,888 |
| |
SINGAPORE2.2% |
|
|
| |||
FOOD PRODUCTS2.2% |
|
|
| |||
1,148,000 |
|
Petra Foods Ltd. |
|
3,250,698 |
| |
SOUTH AFRICA9.6% |
|
|
| |||
CHEMICALS1.7% |
|
|
| |||
1,303,000 |
|
African Oxygen Ltd. |
|
2,562,527 |
| |
DIVERSIFIED FINANCIAL SERVICES1.8% |
|
|
| |||
284,059 |
|
JSE Ltd. |
|
2,605,551 |
| |
FOOD & STAPLES RETAILING4.6% |
|
|
| |||
555,832 |
|
Clicks Group Ltd. |
|
3,389,252 |
| |
290,735 |
|
SPAR Group Ltd.(a) |
|
3,415,937 |
| |
|
|
|
|
6,805,189 |
| |
HOTELS, RESTAURANTS & LEISURE1.5% |
|
|
| |||
196,384 |
|
City Lodge Hotels Ltd. |
|
2,302,736 |
| |
|
|
|
|
14,276,003 |
| |
SRI LANKA1.3% |
|
|
| |||
INDUSTRIAL CONGLOMERATES1.3% |
|
|
| |||
1,023,076 |
|
John Keells Holdings PLC(a) |
|
1,858,550 |
| |
THAILAND5.8% |
|
|
| |||
CONSTRUCTION MATERIALS1.2% |
|
|
| |||
148,000 |
|
Siam City Cement PCL, Foreign Shares (a) |
|
1,767,912 |
| |
ELECTRONIC EQUIPMENT INSTRUMENTS & COMPONENTS1.4% |
|
|
| |||
2,072,000 |
|
Hana Microelectronics PCL, Foreign Shares (a) |
|
2,064,957 |
| |
HEALTH CARE PROVIDERS & SERVICES1.1% |
|
|
| |||
520,000 |
|
Bumrungrad Hospital PCL, Foreign Shares (a) |
|
1,580,280 |
| |
MEDIA1.1% |
|
|
| |||
1,000,000 |
|
BEC World PCL, Foreign Shares (a) |
|
1,693,954 |
| |
REAL ESTATE MANAGEMENT & DEVELOPMENT1.0% |
|
|
| |||
1,020,000 |
|
Central Pattana PCL, Foreign Shares (a) |
|
1,432,273 |
| |
|
|
|
|
8,539,376 |
| |
TURKEY4.7% |
|
|
| |||
BANKS1.1% |
|
|
| |||
1,627,000 |
|
Turk Ekonomi Bankasi AS*(a) |
|
1,606,892 |
| |
See Notes to Financial Statements.
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Portfolio of Investments (unaudited) (continued)
As of April 30, 2014
Shares |
|
Description |
|
Value |
| |
LONG-TERM EQUITY SECURITIES IN EMERGING COUNTRIES (continued) |
|
|
| |||
COMMON STOCKS (continued) |
|
|
| |||
CONSTRUCTION MATERIALS2.1% |
|
|
| |||
550,702 |
|
Cimsa Cimento Sanayi VE Tica(a) |
|
$ |
3,216,741 |
|
INSURANCE1.5% |
|
|
| |||
1,593,000 |
|
Aksigorta AS(a) |
|
2,196,830 |
| |
|
|
|
|
7,020,463 |
| |
|
|
|
|
142,665,436 |
| |
VENTURE CAPITAL1.9% |
|
|
| |||
GLOBAL0.9% |
|
|
| |||
7,248,829 |
(b) |
Emerging Markets Ventures I, L.P.*(c)(d)(e) |
|
300,102 |
| |
2,400,000 |
(b) |
Telesoft Partners II QP, L.P.*(d)(e) |
|
1,100,736 |
| |
|
|
|
|
1,400,838 |
| |
ISRAEL1.0% |
|
|
| |||
1,674,587 |
(b) |
BPA Israel Ventures, LLC*(c)(d)(e) |
|
364,239 |
| |
2,000,000 |
(b) |
Concord Fund I Liquidating Main Trust*(d)(e) |
|
79,400 |
| |
2,750,000 |
(b) |
Giza GE Venture Fund III, L.P.*(d)(e) |
|
255,145 |
| |
761,184 |
(b) |
Neurone Ventures II, L.P.*(d)(e) |
|
481,114 |
| |
1,280,969 |
(b) |
SVE Star Ventures Enterprises GmbH & Co. No. IX KG*(d)(e) |
|
99,378 |
| |
720,501 |
(b) |
Vidyo, Inc. Trust*(d)(e) |
|
90,668 |
| |
1,375,001 |
(b) |
Walden-Israel Ventures III, L.P.*(d)(e) |
|
45,843 |
| |
|
|
|
|
1,415,787 |
| |
|
|
|
|
2,816,625 |
| |
WARRANTS0.1% |
|
|
| |||
SRI LANKA0.1% |
|
|
| |||
INDUSTRIAL CONGLOMERATES0.1% |
|
|
| |||
81,028 |
|
John Keells Holdings PLC, expires 11/11/16* |
|
44,657 |
| |
81,028 |
|
John Keells Holdings PLC, expires 11/12/15* |
|
41,308 |
| |
|
|
|
|
85,965 |
| |
|
|
Total Long-Term Equity Securities in Emerging Countries98.3% (cost $165,130,773) |
|
145,558,026 |
| |
LONG-TERM EQUITY SECURITIES IN DEVELOPED COUNTRIES0.9% |
|
|
| |||
COMMON STOCKS0.9% |
|
|
| |||
UNITED STATES0.9% |
|
|
| |||
INFORMATION TECHNOLOGY SERVICES0.9% |
|
|
| |||
44,562 |
|
EPAM Systems, Inc.* |
|
1,387,215 |
| |
See Notes to Financial Statements.
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Portfolio of Investments (unaudited) (concluded)
As of April 30, 2014
Shares |
|
Description |
|
Value |
| |
LONG-TERM EQUITY SECURITIES IN DEVELOPED COUNTRIES (continued) |
|
|
| |||
VENTURE CAPITAL0.0% |
|
|
| |||
UNITED STATES0.0% |
|
|
| |||
1,952,000 |
(b) |
Technology Crossover Ventures IV, L.P.*(c)(d)(e) |
|
$ |
7,613 |
|
|
|
|
|
7,613 |
| |
|
|
Total Long-Term Equity Securities in Developed Countries0.9% (cost $1,962,739) |
|
1,394,828 |
| |
|
|
Total Investments99.2% (cost $167,093,512)(f) |
|
146,952,854 |
| |
|
|
Other Assets in Excess of Liabilities0.8% |
|
1,206,717 |
| |
|
|
Net Assets100.0% |
|
$ |
148,159,571 |
|
* Non-income producing security.
(a) Fair Valued Security. Fair Values are determined pursuant to procedures approved by the Board of Directors. See Note 2(a) of the accompanying Notes to Financial Statements.
(b) Represents contributed capital.
(c) As of April 30, 2014, the aggregate amount of open commitments for the Fund is $1,524,584.
(d) Illiquid security.
(e) Restricted security, not readily marketable. See Note 6 of the accompanying Notes to Financial Statements.
(f) See Notes to Financial Statements for tax unrealized appreciation/depreciation of securities.
ADR American Depositary Receipt
BDR Brazilian Depositary Receipt
GDR Global Depositary Receipt
See Notes to Financial Statements.
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Statement of Assets and Liabilities (unaudited)
As of April 30, 2014
Assets |
|
|
| |
Investments, at value (cost $167,093,512) |
|
$ |
146,952,854 |
|
Foreign currency, at value (cost $526,868) |
|
527,447 |
| |
Cash |
|
493,624 |
| |
Dividends receivable |
|
466,425 |
| |
Prepaid expenses |
|
7,246 |
| |
Total assets |
|
148,447,596 |
| |
Liabilities |
|
|
| |
Investment management fees payable (Note 3) |
|
125,305 |
| |
Director fees payable |
|
12,671 |
| |
Administration fees payable (Note 3) |
|
9,650 |
| |
Payable for investments purchased |
|
6,883 |
| |
Investor relations fees payable (Note 3) |
|
6,837 |
| |
Accrued expenses |
|
126,679 |
| |
Total liabilities |
|
288,025 |
| |
|
|
|
| |
Net Assets |
|
$ |
148,159,571 |
|
|
|
|
| |
Composition of Net Assets: |
|
|
| |
Common stock (par value $.001 per share) |
|
$ |
9,765 |
|
Paid-in capital in excess of par |
|
164,382,145 |
| |
Accumulated net investment income |
|
889,804 |
| |
Accumulated net realized gain from investment and foreign currency transactions |
|
3,015,205 |
| |
Net unrealized depreciation on investments and other assets and liabilities denominated in foreign currencies |
|
(20,137,348 |
) | |
Net Assets |
|
$ |
148,159,571 |
|
Net asset value per common share based on 9,764,732 shares issued and outstanding |
|
$ |
15.17 |
(a) |
(a) The NAV shown above differs from the traded NAV on April 30, 2014 due to financial statement rounding and/or financial statement adjustments.
See Notes to Financial Statements.
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Statement of Operations (unaudited)
For the Six Months Ended April 30, 2014
Net Investment Income |
|
|
| |
|
|
|
| |
Income |
|
|
| |
Dividends (net of foreign withholding taxes of $204,484) |
|
$ |
2,061,768 |
|
|
|
2,061,768 |
| |
|
|
|
| |
Expenses |
|
|
| |
Investment management fee (Note 3) |
|
804,363 |
| |
Directors fees and expenses |
|
91,037 |
| |
Custodians fees and expenses |
|
87,183 |
| |
Reports to shareholders and proxy solicitation |
|
37,586 |
| |
Legal fees and expenses |
|
33,644 |
| |
Investor relations fees and expenses (Note 3) |
|
33,254 |
| |
Independent auditors fees and expenses |
|
24,596 |
| |
Administration fee (Note 3) |
|
22,061 |
| |
Insurance expense |
|
21,155 |
| |
Transfer agents fees and expenses |
|
15,044 |
| |
Miscellaneous |
|
35,015 |
| |
Total expenses |
|
1,204,938 |
| |
Less: Fee waivers (Note 3) |
|
(32,995 |
) | |
Net expenses |
|
1,171,943 |
| |
|
|
|
| |
Net Investment Income |
|
889,825 |
| |
|
|
|
| |
Realized/Unrealized Gain/(Loss) from Investments: |
|
|
| |
Net realized gain/(loss) from: |
|
|
| |
Investment transactions(a) |
|
(4,458,302 |
) | |
Foreign currency transactions |
|
(12,080 |
) | |
|
|
(4,470,382 |
) | |
|
|
|
| |
Net change in unrealized appreciation/(depreciation) on: |
|
|
| |
Investments |
|
(5,587,738 |
) | |
Foreign currency translation |
|
5,462 |
| |
|
|
(5,582,276 |
) | |
Net realized and unrealized loss from investment and foreign currency transactions |
|
(10,052,658 |
) | |
Net Decrease in Net Assets Resulting from Operations |
|
$ |
(9,162,833 |
) |
(a) Includes realized gain portion of distributions from underlying venture capital investments of $142,254.
See Notes to Financial Statements.
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Statements of Changes in Net Assets
|
|
|
|
|
| ||
|
|
For the |
|
For the |
| ||
Increase/(Decrease) in Net Assets |
|
|
|
|
| ||
Operations: |
|
|
|
|
| ||
Net investment income |
|
$ |
889,825 |
|
$ |
1,875,459 |
|
Net realized gain/(loss) on investments and foreign currency related transactions |
|
(4,470,382 |
) |
48,017,991 |
| ||
Net change in unrealized appreciation/(depreciation) on investments and foreign currency translations |
|
(5,582,276 |
) |
(48,762,895 |
) | ||
Net increase/(decrease) in net assets resulting from operations |
|
(9,162,833 |
) |
1,130,555 |
| ||
Distributions to Shareholders from: |
|
|
|
|
| ||
Net investment income |
|
(1,428,487 |
) |
(3,224,149 |
) | ||
Net realized gains |
|
(48,267,235 |
) |
|
| ||
Net decrease in net assets from distributions |
|
(49,695,722 |
) |
(3,224,149 |
) | ||
Common Stock Transactions: |
|
|
|
|
| ||
Issuance of 1,518,067 and 0 shares, respectively, due to stock distribution (Note 5) |
|
19,871,497 |
|
|
| ||
Change in net assets from common stock transactions |
|
19,871,497 |
|
|
| ||
Change in net assets resulting from operations |
|
(38,987,058 |
) |
(2,093,594 |
) | ||
Net Assets: |
|
|
|
|
| ||
Beginning of period |
|
187,146,629 |
|
189,240,223 |
| ||
End of period (including accumulated net investment income of $889,804 and $1,428,466, respectively) |
|
$ |
148,159,571 |
|
$ |
187,146,629 |
|
Amounts listed as are $0 or round to $0.
See Notes to Financial Statements.
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Financial Highlights
|
|
For the |
|
For the Fiscal Years Ended October 31, |
| ||||||||
|
|
(unaudited) |
|
2013 |
|
2012 |
|
2011 |
|
2010 |
|
2009 |
|
PER SHARE OPERATING PERFORMANCE(a) |
|
|
|
|
|
|
|
|
|
|
| ||
Net asset value per common share, beginning of period |
|
$22.69 |
|
$22.95 |
|
$20.02 |
|
$20.86 |
|
$17.99 |
|
$15.24 |
|
Net investment income |
|
0.10 |
|
0.23 |
|
0.42 |
|
0.41 |
|
0.57 |
|
0.40 |
|
Net realized and unrealized gains/(losses) on investments, interest rate swaps, futures contracts and foreign currency transactions |
|
(1.55 |
) |
(0.10 |
) |
2.85 |
|
(0.72 |
) |
2.69 |
|
2.71 |
|
Total from investment operations applicable to common shareholders |
|
(1.45 |
) |
0.13 |
|
3.27 |
|
(0.31 |
) |
3.26 |
|
3.11 |
|
Distributions to common shareholders from: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income |
|
(0.17 |
) |
(0.39 |
) |
(0.34 |
) |
(0.53 |
) |
(0.39 |
) |
(0.36 |
) |
Net realized gains |
|
(5.85 |
) |
|
|
|
|
|
|
|
|
|
|
Total distributions |
|
(6.02 |
) |
(0.39 |
) |
(0.34 |
) |
(0.53 |
) |
(0.39 |
) |
(0.36 |
) |
Capital Share Transactions: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Impact due to capital shares issued from stock distribution (Note 5) |
|
(0.05 |
) |
|
|
|
|
|
|
|
|
|
|
Net asset value per common share, end of period |
|
$15.17 |
|
$22.69 |
|
$22.95 |
|
$20.02 |
|
$20.86 |
|
$17.99 |
|
Market value, end of period |
|
$13.43 |
|
$20.47 |
|
$20.65 |
|
$18.03 |
|
$19.08 |
|
$15.95 |
|
Total Investment Return Based on(b): |
|
|
|
|
|
|
|
|
|
|
|
|
|
Market value |
|
-4.19% |
|
1.04% |
|
16.56% |
|
-2.76% |
|
22.35% |
|
29.52% |
|
Net asset value |
|
-2.36% |
(c) |
0.77% |
|
16.67% |
|
-1.24% |
|
18.60% |
|
21.35% |
|
Ratio to Average Net Assets Applicable to Common Shareholders/Supplementary Data: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net assets applicable to common shareholders, end of period (000 omitted) |
|
$148,160 |
|
$187,147 |
|
$189,240 |
|
$165,075 |
|
$172,030 |
|
$148,328 |
|
Average net assets applicable to common shareholders (000 omitted) |
|
$148,500 |
|
$190,084 |
|
$175,613 |
|
$169,025 |
|
$157,099 |
|
$131,494 |
|
Net operating expenses, net of fee waivers |
|
1.59% |
(d) |
1.47% |
|
1.43% |
|
1.50% |
|
1.53% |
|
1.43% |
|
Net operating expenses, excluding fee waivers |
|
1.64% |
(d) |
1.52% |
|
1.48% |
|
1.55% |
|
1.61% |
|
1.48% |
|
Net investment income |
|
1.21% |
(d) |
0.99% |
|
1.97% |
|
2.00% |
|
2.97% |
|
2.51% |
|
Portfolio turnover |
|
5.39% |
|
99.18% |
|
5.14% |
|
49.48% |
|
5.36% |
|
90.65% |
|
| |||||||||||||
(a) Based on average shares outstanding. (b) Total investment return based on market value is calculated assuming that shares of the Funds common stock were purchased at the closing market price as of the beginning of the period, dividends, capital gains, and other distributions were reinvested as provided for in the Funds dividend reinvestment plan and then sold at the closing market price per share on the last day of the period. The computation does not reflect any sales commission investors may incur in purchasing or selling shares of the Fund. The total investment return based on the net asset value is similarly computed except that the Funds net asset value is substituted for the closing market value. (c) The total return shown above includes the impact of financial statement rounding of the NAV per share and/or financial statement adjustments. (d) Annualized.
Amounts listed as are $0 or round to $0.
See Notes to Financial Statements. |
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Notes to Financial Statements (unaudited)
April 30, 2014
1. Organization
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. (the Fund) was incorporated in Maryland on October 12, 1993, and is registered under the Investment Company Act of 1940, as amended, as a closed-end, nondiversified management investment company. The Fund trades on the NYSE MKT under the ticker symbol ETF.
The Funds name reflects the new investment policies which were approved by the Funds Board of Directors (the Board) and also by shareholders at a Special Meeting of Shareholders on March 14, 2013. As a result of these policy changes, effective March 15, 2013, the Funds new investment policies are as follows:
As a fundamental policy, under normal market conditions, at least 80% of the Funds net assets, plus any borrowings for investment purposes, will be invested in equity securities of emerging market smaller company issuers. An emerging market country is any country determined by Aberdeen Asset Managers Limited, the Funds investment adviser (the Adviser), to have an emerging market economy, considering factors such as the countrys credit rating, its political and economic stability and the development of its financial and capital markets. Emerging market countries for purposes of this policy can include every nation in the world except the United States, Canada, Japan, Australia, New Zealand and most countries located in Western Europe. Smaller companies for the purposes of this policy can be companies that, at the time of purchase, have a market capitalization of less than $5 billion.
The approved changes have not altered the Funds investment objective of seeking long-term capital appreciation.
2. Summary of Significant Accounting Policies
The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The policies conform to accounting principles generally accepted in the United States of America (GAAP). The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of income and expenses for the period. Actual results could differ from those estimates. The accounting records of the Fund are maintained in U.S. Dollars
(a) Security Valuation:
The Fund values its securities at current market value or fair value consistent with regulatory requirements. Fair value is defined in the Funds valuation and liquidity procedures as the price that could be
received to sell an asset or paid to transfer a liability in an orderly transaction between willing market participants without a compulsion to contract at the measurement date.
Equity securities that are traded on an exchange are valued at the last quoted sale price on the principal exchange on which the security is traded at the Valuation Time, subject to application, when appropriate, of the fair valuation factors described in the paragraph below. The Valuation Time is as of the close of regular trading on the New York Stock Exchange (usually 4:00 p.m. Eastern Time). In the absence of a sale price, the security is valued at the mean of the bid/ask quoted at the close on the principal exchange on which the security is traded. Securities traded on NASDAQ are valued at the NASDAQ official closing price. Closed-end funds and exchange-traded funds (ETFs) are valued at the market price of the security at the Valuation Time. A security using any of these pricing methodologies is determined to be a Level 1 investment.
Foreign equity securities that are traded on foreign exchanges that close prior to the Valuation Time are valued by applying valuation factors to the last sale price or the mean price as noted above. Valuation factors are provided by an independent pricing service provider. These valuation factors are used when pricing the Funds portfolio holdings to estimate market movements between the time foreign markets close and the time the Fund values such foreign securities. These valuation factors are based on inputs such as depositary receipts, indices, futures, sector indices/ETFs, exchange rates, and local exchange opening and closing prices of each security. When prices with the application of valuation factors are utilized, the value assigned to the foreign securities may not be the same as quoted or published prices of the securities on their primary markets. A security that applies a valuation factor is determined to be a Level 2 investment because the exchange-traded price has been adjusted. Valuation factors are not utilized if the independent pricing service provider is unable to provide a valuation factor or if the valuation factor falls below a predetermined threshold; in such case, the security is determined to be a Level 1 investment.
In the event that a securitys market quotations are not readily available or are deemed unreliable (for reasons other than because the foreign exchange on which they trade closed before the Valuation Time), the security is valued at fair value as determined by the Funds Pricing Committee, taking into account the relevant factors and surrounding circumstances using valuation policies and procedures approved and established by the Board. A security that has been fair valued by the Pricing Committee may be classified as Level 2 or 3 depending on the nature of the inputs.
Notes to Financial Statements (unaudited) (continued)
April 30, 2014
The Fund also invests in venture capital private placement securities, which represented 1.9% of the net assets of the Fund as of April 30, 2014. The venture capital private placement securities are deemed to be restricted securities. In the absence of readily ascertainable market values, these securities are valued at fair value as determined in good faith by, or under the direction of the Board, under procedures established by the Board. The Funds estimate of fair value assumes a willing buyer and a willing seller neither of whom are acting under the compulsion to buy or sell. Although these securities may be resold in privately negotiated transactions, the prices realized on such sales could differ from the prices originally paid by the Fund or the current carrying values, and the difference could be material. These securities are categorized as Level 3 investments. Level 3 investments have significant unobservable inputs, as they trade infrequently. In determining the fair value of these investments, management uses the market approach which includes as the primary input the capital balance reported; however, adjustments to the reported capital balance may be made based on various factors, including, but not limited to, the attributes of the interest held, including the rights and obligations, and any restrictions or illiquidity of such interests, and the fair value of these venture capital investments.
In accordance with the authoritative guidance on fair value measurements and disclosures under GAAP, the Fund discloses the fair value of its investments using a three-level hierarchy that classifies the inputs to valuation techniques used to measure the fair value. The hierarchy assigns Level 1 measurements to valuations based upon unadjusted quoted prices in active markets for identical assets, Level 2
measurements to valuations based upon other significant observable inputs, including adjusted quoted prices in active markets for identical assets, and Level 3 measurements to valuations based upon unobservable inputs that are significant to the valuation. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability, which are based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entitys own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. A financial instruments level within the fair value hierarchy is based upon the lowest level of any input that is significant to the fair value measurement. The three-tier hierarchy of inputs is summarized below:
Level 1 quoted prices in active markets for identical investments;
Level 2 other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, and credit risk); or
Level 3 significant unobservable inputs (including the Funds own assumptions in determining the fair value of investments).
The following is a summary of the inputs used as of April 30, 2014 in valuing the Funds investments at fair value. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Please refer to the Portfolio of Investments for a detailed breakout of the security types:
Investments |
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
|
Long-Term Investments |
|
|
|
|
|
|
|
|
|
Automobiles |
|
$1,529,187 |
|
$ |
|
$ |
|
$1,529,187 |
|
Banks |
|
5,545,212 |
|
8,158,861 |
|
|
|
13,704,073 |
|
Beverages |
|
5,096,817 |
|
3,375,888 |
|
|
|
8,472,705 |
|
Chemicals |
|
4,352,297 |
|
3,515,862 |
|
|
|
7,868,159 |
|
Construction Materials |
|
2,083,085 |
|
8,146,615 |
|
|
|
10,229,700 |
|
Commercial Services & Supplies |
|
1,719,946 |
|
|
|
|
|
1,719,946 |
|
Diversified Financial Services |
|
2,605,551 |
|
|
|
|
|
2,605,551 |
|
Food & Staples Retailing |
|
5,777,416 |
|
6,270,918 |
|
|
|
12,048,334 |
|
Food Products |
|
5,110,138 |
|
|
|
|
|
5,110,138 |
|
Health Care Providers & Services |
|
2,797,690 |
|
1,580,280 |
|
|
|
4,377,970 |
|
Hotels, Restaurants & Leisure |
|
2,302,736 |
|
4,251,665 |
|
|
|
6,554,401 |
|
Industrial Conglomerates |
|
85,965 |
|
1,858,550 |
|
|
|
1,944,515 |
|
Information Technology Services |
|
5,252,660 |
|
|
|
|
|
5,252,660 |
|
Multiline Retail |
|
4,236,367 |
|
1,953,986 |
|
|
|
6,190,353 |
|
Real Estate Management & Development |
|
8,287,574 |
|
4,722,754 |
|
|
|
13,010,328 |
|
Road & Rail |
|
2,859,193 |
|
1,866,265 |
|
|
|
4,725,458 |
|
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Notes to Financial Statements (unaudited) (continued)
April 30, 2014
Investments |
|
Level 1 |
|
Level 2 |
|
Level 3 |
|
Total |
|
Paper & Forest Products |
|
$ |
|
$ |
|
$ |
|
$ |
|
Pharmaceuticals |
|
|
|
|
|
|
|
|
|
Software |
|
2,286,086 |
|
|
|
|
|
2,286,086 |
|
Specialty Retail |
|
1,479,269 |
|
1,707,724 |
|
|
|
3,186,993 |
|
Textiles, Apparel & Luxury Goods |
|
4,710,142 |
|
|
|
|
|
4,710,142 |
|
Transportation Infrastructure |
|
6,850,996 |
|
1,581,921 |
|
|
|
8,432,917 |
|
Other |
|
|
|
20,169,000 |
|
|
|
20,169,000 |
|
Venture Capital |
|
|
|
|
|
2,824,238 |
|
2,824,238 |
|
Total Investments |
|
$74,968,327 |
|
$69,160,289 |
|
$2,824,238 |
|
$146,952,854 |
|
Amounts listed as are $0 or round to $0.
For movements between the levels within the fair value hierarchy, the Fund has adopted a policy of recognizing transfers at the end of each period. As described above, certain foreign securities are valued utilizing valuation factors provided by an independent pricing service to reflect any significant market movements between the time foreign markets close and the time the Fund values such foreign securities. The utilization of valuation factors may result in transfers between Level 1 and Level 2. During the period ended April 30, 2014 the following securities transferred from Level 1 to 2 because there was a fair value factor applied at April 30, 2014: Castrol (India) Ltd in the amount of $1,428,390, Container Corp. of India in the amount of $1,866,265, Godrej Consumer Products Ltd. in the amount of $2,709,533, Hana Microelectronics PCL, Foreign Shares in the amount of $2,064,957 and SP Setia Bhd in the amount of $1,540,568. During the period ended April 30, 2014 the following securities transferred from Level 2 to 1
because there was no fair value factor applied at April 30, 2014: Clicks Group Ltd. in the amount of $3,389,252, Fraser & Neave Holdings Bhd in the amount of $661,461, Oriental Holdings Bhd in the amount of $1,529,187, Petra Foods Ltd. in the amount of $3,250,698, The Ramco Cements Ltd. in the amount of $2,083,085 and Texwinca Holdings Ltd. in the amount of $1,572,434.
The significant unobservable inputs used in the fair value measurement of the Funds venture capital holdings are audited financial statements, interim financial statements, capital calls, and distributions. These unobservable inputs are used by taking the most recent quarterly valuation statements and adjusting the value using the unobservable inputs mentioned above. Significant increases (decreases) in any of those inputs in isolation would result in a significantly lower (higher) fair value measurement.
|
|
Fair Value |
|
Valuation Technique |
|
Unobservable Inputs |
|
Range |
|
Venture Capital |
|
$2,824,238 |
|
Partner Capital |
|
Capital Calls & Distributions |
|
$22,456-$114,442 |
|
The following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining value:
Investments, |
|
Balance |
|
Accrued |
|
Realized |
|
Change in |
|
Capital |
|
Distributions/ |
|
Net |
|
Net |
|
Balance |
|
Venture Capital |
|
$2,802,568 |
|
$ |
|
$(625,157 |
) |
$844,266 |
|
$ |
|
$(197,439 |
) |
$ |
|
$ |
|
$2,824,238 |
|
Total |
|
$2,802,568 |
|
$ |
|
$(625,157 |
) |
$844,266 |
|
$ |
|
$(197,439 |
) |
$ |
|
$ |
|
$2,824,238 |
|
Change in unrealized appreciation/depreciation relating to investments still held at April 30, 2014 is $255,488.
Amounts listed as are $0 or round to $0.
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Notes to Financial Statements (unaudited) (continued)
April 30, 2014
(b) Foreign Currency Translation:
Foreign securities, currencies, and other assets and liabilities denominated in foreign currencies are translated into U.S. Dollars at the exchange rate of said currencies against the U.S. Dollar, as of the Valuation Time, as provided by an independent pricing service approved by the Board.
Foreign currency amounts are translated into U.S. Dollars on the following basis:
(i) market value of investment securities, other assets and liabilities at the exchange rates at the current daily rates of exchange; and
(ii) purchases and sales of investment securities, income and expenses at the rate of exchange prevailing on the respective dates of such transactions.
The Fund does not isolate that portion of gains and losses on investments in equity securities which is due to changes in the foreign exchange rates from that which is due to changes in market prices of equity securities. Accordingly, realized and unrealized foreign currency gains and losses with respect to such securities are included in the reported net realized and unrealized gains and losses on investment transactions balances.
The Fund reports certain foreign currency related transactions and foreign taxes withheld on security transactions as components of realized gains for financial reporting purposes, whereas such foreign currency related transactions are treated as ordinary income for U.S. federal income tax purposes.
Net unrealized currency gains or losses from valuing foreign currency denominated assets and liabilities at period end exchange rates are reflected as a component of net unrealized appreciation/depreciation in value of investments, and translation of other assets and liabilities denominated in foreign currencies.
Net realized foreign exchange gains or losses represent foreign exchange gains and losses from transactions in foreign currencies and forward foreign currency contracts, exchange gains or losses realized between the trade date and settlement date on security transactions, and the difference between the amounts of interest and dividends recorded on the Funds books and the U.S. Dollar equivalent of the amounts actually received.
Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin, including unanticipated movements in the value of the foreign currency relative to the U.S. Dollar. Generally, when the U.S. Dollar rises in value against foreign currency, the Funds investments denominated in that foreign currency will lose value because the foreign
currency is worth fewer U.S. Dollars; the opposite effect occurs if the U.S. Dollar falls in relative value.
(c) Security Transactions and Investment Income:
Security transactions are recorded on the trade date. Realized and unrealized gains/(losses) from security and currency transactions are calculated on the identified cost basis. Dividend income is recorded on the ex-dividend date except for certain dividends on foreign securities, which are recorded as soon as the Fund is informed after the ex-dividend date. Interest income and expenses are recorded on an accrual basis.
(d) Distributions:
On an annual basis, the Fund intends to distribute its net realized capital gains, if any, by way of a final distribution to be declared during the calendar quarter ending December 31. Dividends and distributions to shareholders are recorded on the ex-dividend date.
Dividends and distributions to shareholders are determined in accordance with federal income tax regulations, which may differ from GAAP. These differences are primarily due to differing treatments for foreign currencies.
(e) Federal Income Taxes:
The Fund intends to continue to qualify as a regulated investment company by complying with the provisions available to certain investment companies, as defined in Subchapter M of the Internal Revenue Code of 1986, as amended, and to make distributions of net investment income and net realized capital gains sufficient to relieve the Fund from all, or substantially all, federal income taxes. Therefore, no federal income tax provision is required.
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 of the Fund has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. Since tax authorities can examine previously filed tax returns, the Funds U.S. federal and state tax returns for each of the four fiscal years up to the most recent fiscal year ended October 31, 2013 are subject to such review.
(f) Partnership Accounting Policy:
The Fund records its pro-rata share of the income/(loss) and capital gains/(losses) allocated from the underlying partnerships and adjusts the cost of the underlying partnerships accordingly. These amounts are included in the Funds Statement of Operations.
Notes to Financial Statements (unaudited) (continued)
April 30, 2014
3. Agreements and Transactions with Affiliates
(a) Investment Adviser:
Aberdeen Asset Managers Limited (AAML or the Adviser) serves as the Funds investment adviser with respect to all investments. AAML is a direct wholly-owned subsidiary of Aberdeen Asset Management PLC. AAML receives as compensation for its advisory services from the Fund, an annual fee, calculated weekly and paid quarterly, equal to 1.25% of the first $100 million of the Funds average weekly market value or net assets (whichever is lower), 1.125% of the next $100 million and 1.00% of amounts in excess of $200 million. Effective March 6, 2013, AAML has agreed to contractually waive 0.05% of its annual advisory fee waiver agreement (Waiver Agreement). The Waiver Agreement shall continue until the end of the current term of the Advisory Agreement and may continue thereafter if specifically approved by the Adviser and the Funds Board. Prior to March 6, 2013, AAML voluntarily waived an equal portion of its advisory fee. For the six month period ended April 30, 2014, AAML earned $804,363 for advisory services, of which AAML waived $32,995.
(b) Fund Administration:
Effective April 1, 2014, Aberdeen Asset Management Inc. (AAMI), an affiliate of the Investment Adviser, is the Funds Administrator, pursuant to an agreement under which AAMI receives a fee payable quarterly by the Fund, at an annual fee rate of 0.08% of the Funds average weekly Managed Assets. For the six month period ended April 30, 2014, AAMI earned $9,650 from the Fund for administration services.
Prior to April 1, 2014, BBH & Co. was the Administrator for the Fund and certain other funds advised by AAML and its affiliates (collectively the Funds). The Funds paid BBH & Co. a monthly administration and fund accounting service fee at an annual rate of 0.02% of the Funds aggregate assets up to $250 million, 0.015% for the next $250 million and 0.01% in excess of $500 million. The rate would have increased had BBH & Co. been retained to continue to serve as the Administrator to the Fund.
The Fund paid its pro rata portion of the fee based on its level of assets with a monthly minimum of $2,500. For the six month period ended April 30, 2014, BBH & Co. earned $12,500 from the Fund for administrative and fund accounting services.
(c) Investor Relations:
Under the terms of an Investor Relations Services Agreement, Aberdeen Asset Management Inc. (AAMI), an affiliate of AAML, serves as the Funds investor relations services provider.
Pursuant to the terms of the Investor Relations Services Agreement, AAMI provides, among other things, objective and timely information to shareholders based on publicly-available information; provides
information efficiently through the use of technology while offering shareholders immediate access to knowledgeable investor relations representatives; develops and maintains effective communications with investment professionals from a wide variety of firms; creates and maintains investor relations communication materials such as fund manager interviews, films and webcasts, published white papers, magazine and articles and other relevant materials discussing the Funds investment results, portfolio positioning and outlook; develops and maintains effective communications with large institutional shareholders; responds to specific shareholder questions; and reports activities and results to the Board and management detailing insight into general shareholder sentiment.
For the six month period ended April 30, 2014, the Fund incurred fees of approximately $32,447 for investor relations services. Investor relations fees and expenses in the Statement of Operations include certain out-of-pocket expenses.
(d) Directors Purchase Plan:
Fifty percent (50%) of the annual retainer of the Independent Directors is invested in Fund shares and, at the option of each Independent Director, 100% of the annual retainer can be invested in shares of the Fund. During the six month period ended April 30, 2014, 1,911 shares were purchased pursuant to the Directors compensation plan. As of April 30, 2014, the Directors as a group owned less than 1% of the Funds outstanding shares.
4. Investment Transactions
Purchases and sales of investment securities (excluding short-term securities) for the six months ended April 30, 2014, were $8,490,747 and $36,817,650, respectively.
5. Capital
The authorized capital of the Fund is 100,000,000 shares of $0.001 par value common stock. As of April 30, 2014, there were 9,764,732 shares of common stock issued and outstanding.
On December 6, 2013 the Board of Directors declared the payment of an elective cash distribution in the amount of $6.02616 per share of common stock to be paid on January 31, 2014, to shareholders of record at the close of business on December 20, 2013. This distribution represented the capital gains realized from sales of portfolio securities following the Funds change in investment policy. The distribution was payable in shares of the Funds common stock. However, shareholders had the option to request that their distributions be paid in cash in lieu of common stock. The aggregate amount of cash distributions to all shareholders was limited to 60% of the aggregate dollar amount of the total distribution. Because cash distribution requests exceeded this limit, the cash distribution was pro-rated among all stockholders who made such requests. Shareholders who requested cash distributions
Notes to Financial Statements (unaudited) (continued)
April 30, 2014
received $4.37 per share or 72.60% of the distribution in cash and received the balance in the Funds common stock. For purposes of computing the stock portion of the dividend, the common stock distributed was valued at $13.09 per share, which equalled the average closing price of the Funds common shares on the NYSE MKT on
January 23, 2014 and the two preceding trading days. Following the close of the elective stock distribution, the Fund issued 1,518,067 shares. Following the closing of the elective cash distribution, the Funds number of shares was 9,764,732.
6. Restricted Securities:
Certain of the Funds investments are restricted as to resale and are valued at fair value as determined in good faith by, or under the direction of, the Board under procedures established by the Board in the absence of readily ascertainable market values.
Security |
|
Acquisition Date(s) |
|
Cost |
|
Fair Value |
|
Percent of |
|
Distributions |
|
Open |
|
BPA Israel Ventures, LLC |
|
10/05/00 12/09/05 |
|
$989,431 |
|
$364,239 |
|
0.25 |
|
$268,344 |
|
$625,413 |
|
Concord Fund I Liquidating Main Trust |
|
12/08/97 09/29/00 |
|
1,194,943 |
|
79,400 |
|
0.05 |
|
1,386,405 |
|
|
|
Emerging Markets Ventures l, L.P. |
|
01/22/98 01/10/06 |
|
2,548,728 |
|
300,102 |
|
0.20 |
|
7,478,677 |
|
851,171 |
|
Giza GE Venture Fund III, L.P. |
|
01/31/00 11/23/06 |
|
1,717,032 |
|
255,145 |
|
0.17 |
|
885,262 |
|
|
|
Neurone Ventures II, L.P. |
|
11/24/00 12/21/10 |
|
223,817 |
|
481,114 |
|
0.32 |
|
401,833 |
|
|
|
SVE Star Ventures Enterprises GmbH & Co. No. IX KG |
|
12/21/00 08/12/08 |
|
820,820 |
|
99,378 |
|
0.07 |
|
804,759 |
|
|
|
Technology Crossover Ventures IV, L.P. |
|
03/08/00 09/27/10 |
|
359,691 |
|
7,613 |
|
0.01 |
|
3,036,050 |
|
48,000 |
|
Telesoft Partners II QP, L.P. |
|
07/14/00 03/01/10 |
|
1,285,581 |
|
1,100,736 |
|
0.74 |
|
1,109,561 |
|
|
|
Vidyo, Inc. Trust |
|
10/24/12 |
|
461,682 |
|
90,668 |
|
0.06 |
|
|
|
|
|
Walden-Israel Ventures III, L.P. |
|
02/23/01 10/20/10 |
|
692,703 |
|
45,843 |
|
0.03 |
|
1,295,127 |
|
|
|
Total |
|
|
|
$10,294,428 |
|
$2,824,238 |
|
1.90 |
|
$16,666,018 |
|
$1,524,584 |
|
The Fund may incur certain costs in connection with the disposition of the above securities.
Amounts listed as are $0 or round to $0.
7. Open Market Repurchase Program
The Board authorized, but does not require, Fund management to make open market purchases from time to time in an amount up to 10% of the Funds outstanding shares, in accordance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended, and other applicable federal securities laws. Such purchases may be made when, in the reasonable judgment of Fund management, such repurchases may enhance shareholder value and when the Funds shares are trading at a discount to net asset value of 12% or more, subject to intraday fluctuations that may result in repurchases at discounts below 12%. The Board has instructed Fund management to report repurchase activity to it regularly, and to post the number of shares repurchased on the Funds website on a monthly basis. For the six month period ended April 30, 2014, the Fund did not repurchase shares through this program.
8. Portfolio Investment Risks
(a) Risks Associated with Foreign Securities and Currencies:
Investments in securities of foreign issuers carry certain risks not ordinarily associated with investments in securities of U.S. issuers. These risks include future political and economic developments, and the possible imposition of exchange controls or other foreign governmental laws and restrictions. In addition, with respect to certain countries, there is the possibility of expropriation of assets, confiscatory taxation, and political or social instability or diplomatic developments, which could adversely affect investments in those countries.
Certain countries also may impose substantial restrictions on investments in their capital markets by foreign entities, including restrictions on investments in issuers of industries deemed sensitive to relevant national interests. These factors may limit the investment
Notes to Financial Statements (unaudited) (continued)
April 30, 2014
opportunities available and result in a lack of liquidity and high price volatility with respect to securities of issuers from developing countries.
(b) Risks Associated with Emerging Markets:
The emerging countries securities markets are substantially smaller, less liquid and more volatile than the major securities markets in the United States. A high proportion of the securities of many companies in emerging countries may be held by a limited number of persons, which may limit the number of securities available for investment by a Fund. The limited liquidity of emerging country securities markets may also affect a Funds ability to acquire or dispose of securities at the price and time it wishes to do so.
(c) Risks Associated with Restricted Securities:
The Fund, subject to local investment limitations, may invest up to 30% of its assets (at the time of commitment) in illiquid equity securities, including securities of venture capital funds (whether in corporate or partnership form) that invest primarily in emerging markets. When investing through another investment fund, the Fund will bear its proportionate share of the expenses incurred by that underlying fund, including management fees. Such securities are expected to be illiquid which may involve a high degree of business and financial risk and may result in substantial losses. Because of the current absence of any liquid trading market for these investments, the venture capital funds may take longer to liquidate than would be the case for publicly traded securities. Although these securities may be resold in privately negotiated transactions, the prices realized on
such sales could be substantially less than those originally paid by the Fund or the current carrying values and these differences could be material. Further, companies whose securities are not publicly traded may not be subject to the disclosures and other investor protection requirements applicable to companies whose securities are publicly traded.
(d) Risks Associated with Focus on Emerging Markets Smaller Companies:
The Fund focuses its investments in the equity securities of emerging markets smaller companies issuers. Securities of companies in emerging market countries are generally more volatile, harder to price and less liquid than U.S. securities, due to less stable governments, more volatile currencies and less established markets. Additionally, smaller companies are usually less stable in and price and less liquid than those of larger, more established companies. These risks will have a greater impact on the Funds net asset value and will cause its shares to fluctuate more than if the Fund did not focus its investments in these types of securities.
9. Contingencies
In the normal course of business, the Fund may provide general indemnifications pursuant to certain contracts and organizational documents. The Funds maximum exposure under these arrangements is dependent on future claims that may be made against the Fund, and therefore, cannot be estimated; however, based on experience, the risk of loss from such claims is considered remote.
10. Tax Information:
The U.S. federal income tax basis of the Funds investments and the net unrealized appreciation as of April 30, 2014 were as follows:
Cost |
|
Appreciation |
|
Depreciation |
|
Net |
|
$167,093,512 |
|
$7,261,521 |
|
$(27,402,179) |
|
$(20,140,658) |
|
11. Subsequent Events
Management has evaluated the need for disclosures and/or adjustments resulting from subsequent events through the date the Financial Statements were issued. Based on this evaluation, no disclosures or adjustments were required to the Financial Statements as of April 30, 2014.
Supplemental Information (unaudited)
Results of Annual Meeting of Shareholders
The Annual Meeting of Shareholders was held on March 27, 2014 at 712 Fifth Avenue, 49th Floor, New York, New York. The description of the proposals and number of shares voted at the meeting are as follows:
1. To re-elect one director to serve as a Class I director for a three year term until his successor is duly elected and qualify:
|
|
Votes For |
|
Votes Withheld |
|
Martin M. Torino |
|
4,837,487 |
|
3,545,008 |
|
Directors whose term of office continued beyond this meeting are as follows: Alexander Zagoreos, Steven N. Rappaport, Enrique R. Arzac, and James J. Cattano.
Board Approval of Investment Advisory Agreement
The Investment Company Act of 1940 (the 1940 Act) and the terms of the investment advisory agreement (the Advisory Agreement) between the Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. (the Fund) and Aberdeen Asset Managers Limited (the Adviser) require that the Advisory Agreement be approved annually at an in-person meeting by the Board of Directors (the Board), including a majority of the Directors who have no direct or indirect interest in the Advisory Agreement and are not interested persons of the Fund, as defined in the Investment Company Act (the Independent Directors).
At its in-person meeting on December 10, 2013, the Board voted unanimously to renew the Advisory Agreement between the Fund and the Adviser. In considering whether to approve the renewal of the Funds Advisory Agreement, the Board members received and considered a variety of information provided by the Adviser relating to the Fund, the Advisory Agreement and the Adviser, including comparative performance, fee and expense information of a peer group of funds selected by Strategic Insight Mutual Fund Research and Consulting, LLC (SI), an independent third-party provider of investment company data, performance information for relevant benchmark indices and other information regarding the nature, extent and quality of services provided by the Adviser under the Advisory Agreement. The Boards materials also included: (i) information on the investment performance of the Fund and the performance of a peer group of funds and the Funds performance benchmark; (ii) information on the Funds advisory fees and other expenses, including information comparing the Funds expenses to those of a peer group of funds and information about any applicable expense limitations and fee breakpoints; (iii) information about the profitability of the Advisory
Agreement to the Adviser; (iv) a report prepared by the Adviser in response to a request submitted by the Independent Directors independent legal counsel on behalf of such Directors; and (v) a memorandum from the Independent Directors independent legal counsel on the responsibilities of the Board of Directors in considering approval of the investment advisory arrangement under the 1940 Act and Maryland law.
The Board also considered other matters such as: (i) the Advisers financial results and financial condition, (ii) each Funds investment objective and strategies, (iii) the Advisers investment personnel and operations, (iv) the procedures employed to determine the value of the Funds assets, (v) the allocation of the Funds brokerage, and the use, if any, of soft commission dollars to pay the Funds expenses and to pay for research and other similar services, (vi) the resources devoted to, and the record of compliance with, the Funds investment policies and restrictions, policies on personal securities transactions and other compliance policies, and (vii) possible conflicts of interest. Throughout the process, the Board members were afforded the opportunity to ask questions of and request additional information from management.
In addition to the materials requested by the Board in connection with their consideration of the renewal of the Advisory Agreement, it was noted that the Board received materials in advance of each regular quarterly meeting that provided information relating to the services provided by the Adviser.
The Independent Directors were advised by separate independent legal counsel throughout the process. The Independent Directors also consulted in executive sessions with counsel to the Independent Directors regarding consideration of the renewal of the Advisory Agreement. In considering whether to approve the continuation of the
Supplemental Information (unaudited) (continued)
Advisory Agreement, the Board, including the Independent Directors, did not identify any single factor as determinative. Individual Directors may have evaluated the information presented differently from one another, giving different weights to various factors. Matters considered by the Board, including the Independent Directors, in connection with its approval of the continuation of the Advisory Agreement included the factors listed below.
As part of their deliberations, the Board members considered the following:
The nature, extent and quality of the services provided to the Fund under the Agreement. The Board considered the nature, extent and quality of the services provided by the Adviser to the Fund and the resources dedicated to the Fund by the Adviser and its affiliates. The Boards reviewed, among other things, the Advisers investment experience. The Board received information regarding the Advisers compliance with applicable laws and SEC and other regulatory inquiries or audits of the Fund and the Adviser. The Board also considered the background and experience of the Advisers senior management personnel and the qualifications, background and responsibilities of the portfolio managers primarily responsible for the day-to-day portfolio management services for the Fund. In addition, the Board considered the financial condition of the Adviser and ability to provide a high level and quality of service to the Fund. The Board also considered information received from the Funds Chief Compliance Officer regarding the Advisers compliance policies and procedures. The Board also took into account the Advisers risk management processes. The Board considered the Advisers brokerage policies and practices. Management reported to the Board on, among other things, its business plans and organizational changes. The Board also took into account their knowledge of management and the quality of the performance of managements duties through Board meetings, discussion and reports during the preceding year.
Investment performance of the Fund and the Adviser. The Board received and reviewed with management, among other performance data, information compiled by SI as to the Funds total return. The Funds total return was not compared to the funds in the Funds Morningstar category because of the Funds recent restructure.
The Board received and considered: information for the Funds total return on a gross and net basis and relative to the Funds benchmark; the Funds share performance and premium/discount information; and the impact of foreign currency movements on the Funds performance. The Board considered managements discussion of the factors contributing to differences in performance, including differences in the investment strategies of each of these other funds and accounts. The Board took into account managements discussion of the Funds
performance, including that the Funds annualized net total return was above the Funds benchmark for the one- and three-year periods and below the Funds benchmark during the five-and ten-year periods ended September 30, 2013, as measured against the benchmark that was in place for the Fund during the respective periods. Management noted that the Fund had changed its investment strategy on March 15, 2013 and had changed its benchmark from the MSCI EM Infrastructure Index to the MSCI Emerging Markets Small Cap Index effective April 1, 2013. Management also noted to the Board that that SI Morningstar Category comparison was intentionally omitted from the materials because the Fund was the only closed-end fund within its Morningstar Group. Management also informed the Board that the Funds investment adviser had confirmed with Morningstar that the Fund had transitioned from the Emerging Markets Communications category to the Emerging Markets Diversified category and that this change would be reflected in future data reports received from SI.
The costs of the services provided and profits realized by the Adviser and its affiliates from their relationships with the Fund. The Board reviewed with management the effective annual management fee rate paid by the Fund to the Adviser for investment management services. Additionally, the Board received and considered information compiled at the request of the Fund by SI, comparing the Funds effective annual management fee rate with the fees paid by a peer group consisting of other comparable closed-end funds (the Peer Group). The Board also took into account the management fee structure, including that management fees for the Fund were based on the Funds total managed assets. Management noted that due to the unique strategy and structure of the Fund, Aberdeen currently does not have any closed-end funds that are directly comparable to the Fund. Management provided to the Board the annual fee schedules, payable monthly, for each U.S. closed-end, country-specific equity fund managed by Aberdeen Asset Management Asia Limited, an affiliate of the Adviser. Although there were no other substantially similar Aberdeen-advised US vehicles against which to compare advisory fees, the Adviser provided information for other Aberdeen products with similar investment strategies to those of the Fund where available. In evaluating the Funds advisory fees, the Board took into account the demands, complexity and quality of the investment management of the Fund.
In addition to the foregoing, the Board considered the Funds fees and expenses as compared to its Peer Group, consisting of closed-end funds in the Funds Morningstar expense category as compiled by SI, which indicated that the Funds effective management fee rate (computed based on average managed assets for the six months ended June 30, 2013, and which reflects both the advisory fee and the current administration fee) was above the median expense ratio of its Peer
Supplemental Information (unaudited) (concluded)
Group; and, the Funds annualized net total expense ratio based on average net assets for the six months ended June 30, 2013 was above the median of its Peer Group.
Economies of Scale. The Board took into account managements discussion of the Funds management fee structure. The Board determined that the management fee structure for the Fund was reasonable and reflected economies of scale being shared between each of the Fund and the Adviser and that an increase in the size of the Funds portfolio would add to these economies of scale. This determination was based on various factors, including that the Funds management fee schedule provides breakpoints at higher asset levels to adjust for anticipated economies in the event of asset increase, and how the Funds management fees compare relative to its Peer Group at higher asset levels.
The Board also considered other factors, which included but were not limited to the following:
· the effect of any market and economic volatility on the performance, asset levels and expense ratios of the Fund.
· whether the Fund has operated in accordance with its investment objective, the Funds record of compliance with its investment restrictions, and the compliance programs of the Adviser.
· the nature, quality, cost and extent of administrative services performed by Aberdeen Asset Management Inc. (AAMI), an affiliate of the Adviser, under a separate agreement covering administrative services.
· so-called fallout benefits to the Adviser or AAMI, such as the benefits of research made available to AAMI by reason of brokerage commissions generated by the Funds securities transactions or reputational and other indirect benefits. The Board considered any possible conflicts of interest associated with these fallout and other benefits, and the reporting, disclosure and other processes in place to disclose and monitor such possible conflicts of interest.
* |
* |
* |
* |
* |
Based on their evaluation of all factors that they deemed to be material, including those factors described above, and assisted by the advice of independent counsel, the Directors, including the Independent Directors, concluded that renewal of the Advisory Agreement would be in the best interest of the Fund and its shareholders. Accordingly, the Board, and the Boards Independent Directors voting separately, approved the Funds Advisory Agreement for an additional one-year period.
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Corporate Information
Directors Enrique R. Arzac, Chairman James J. Cattano Steven N. Rappaport Martin M. Torino Alexander Zagoreos
Officers Christian Pittard, President Jeffrey Cotton, Vice President and Chief Compliance Officer Andrea Melia, Treasurer and Chief Financial Officer Megan Kennedy, Vice President and Secretary Alan Goodson, Vice President Joanne Irvine, Vice President Devan Kaloo, Vice President Jennifer Nichols, Vice President Nick Robinson, Vice President Lucia Sitar, Vice President Hugh Young, Vice President Sharon Ferrari, Assistant Treasurer Heather Hasson, Assistant Secretary Sofia Rosala, Deputy Chief Compliance Officer and Vice President
Investment Adviser Aberdeen Asset Managers Limited Bow Bells House 1 Bread Street London, United Kingdom EC4M 9HH |
|
Administrator Aberdeen Asset Management Inc. 1735 Market Street, 32nd Floor Philadelphia, PA 19103
Custodian State Street Bank and Trust Company One Heritage Drive North Quincy, MA 02171
Shareholder Servicing Agent Computershare Trust Company, N.A. P.O. Box 30170 College Station, TX 77842-3170
Independent Registered Public Accounting Firm PricewaterhouseCoopers LLP 300 Madison Avenue New York, NY 10017
Legal Counsel Willkie Farr & Gallagher LLP 787 Seventh Ave New York, NY 10019
Investor Relations Aberdeen Asset Management Inc. 1735 Market Street, 32nd Floor Philadelphia, PA 19103 1-866-839-5205 InvestorRelations@aberdeen-asset.com |
Aberdeen Asset Managers Limited
The accompanying Financial Statements as of April 30, 2014, were not audited and accordingly, no opinion is expressed thereon.
Notice is hereby given in accordance with Section 23(c) of the Investment Company Act of 1940, as amended, that the Fund may purchase, from time to time, shares of its common stock in the open market.
Shares of Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. are traded on the NYSE MKT Equities Exchange under the symbol ETF. Information about the Funds net asset value and market price is available at www.aberdeenetf.com.
This report, including the financial information herein, is transmitted to the shareholders of Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. for their general information only. It does not have regard to the specific investment objectives, financial situation and the particular needs of any specific person. Past performance is no guarantee of future returns.
*Diversification does not necessarily ensure return or protect against a loss.
Closed-end funds are traded on the secondary market through one of the stock exchanges. The Funds investment return and principal value will fluctuate so that an investors 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 funds portfolio. There is no assurance that the Fund will achieve its investment objective. Past performance does not guarantee future results. Foreign securities are more volatile, harder to price and less liquid than U.S. securities. They are subject to different accounting and regulatory standards, and political and economic risks. These risks may be enhanced in emerging market countries.
Aberdeen Asset Management (AAM) is the marketing name in the U.S. 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 trademark of Aberdeen Asset Management PLC.
ETF-SEMI-ANNUAL
Item 2. Code of Ethics.
This item is inapplicable to semi-annual report on Form N-CSR.
Item 3. Audit Committee Financial Expert.
This item is inapplicable to semi-annual report on Form N-CSR.
Item 4. Principal Accountant Fees and Services.
This item is inapplicable to semi-annual report on Form N-CSR.
Item 5. Audit Committee of Listed Registrants.
This item is inapplicable to semi-annual report on Form N-CSR.
Item 6. Schedule of Investments.
(a) Schedule of Investments in securities of unaffiliated issuers as of close of the reporting period is included as part of the Report to Shareholders filed under Item 1 of this Form N-CSR.
(b) Not applicable.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
This item is inapplicable to semi-annual report on Form N-CSR.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
(a) Not applicable to semi-annual report on Form N-CSR.
(b) During the period ended April 30, 2014, there were no changes in the Portfolio Managers.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
Period |
|
(a) Total Number of |
|
(b) Average Price |
|
(c) Total Number |
|
(d) Maximum Number of Shares that May Yet Be |
|
November 1, 2013 through November 30, 2013 |
|
None |
|
None |
|
None |
|
824,667 |
|
December 1, 2013 through December 31, 2013 |
|
None |
|
None |
|
None |
|
824,667 |
|
January 1, 2014 through January 31, 2014 |
|
None |
|
None |
|
None |
|
824,667 |
|
February 1, 2014 through February 28, 2014 |
|
None |
|
None |
|
None |
|
824,667 |
|
March 1, 2014 through March 31, 2014 |
|
None |
|
None |
|
None |
|
824,667 |
|
April 1, 2014 through April 30, 2014 |
|
None |
|
None |
|
None |
|
824,667 |
|
Total |
|
None |
|
None |
|
None |
|
|
|
(1) The Funds open market repurchase program authorizes management to make open market purchases from time to time in an amount up to 10% of the Funds outstanding shares. Such purchases may be made when the Funds shares are trading at a discount to net asset value of 12% or more. Open market purchases may also be made at the discretion of management if the discount to net asset value is less than 12%. The open market repurchase program does not have an expiration date.
Item 10. Submission of Matters to a Vote of Security Holders.
During the period ended April 30, 2014, there were no material changes to the procedures by which shareholders may recommend nominees to the Registrants Board of Directors.
Item 11. Controls and Procedures.
(a) The Registrants principal executive and principal financial officers, or persons performing similar functions, have concluded that the Registrants disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the Act) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the Act (17 CFR 270.30a3(b)) and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d15(b)).
(b) There were no changes in the Registrants internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d))) that occurred during the Registrants last fiscal half-year that has materially affected, or is reasonably likely to materially affect, the Registrants internal control over financial reporting.
Item 12. Exhibits.
(a)(1) |
|
Not applicable. |
|
|
|
(a)(2) |
|
Certifications pursuant to Rule 30a-2(a) under the Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto |
|
|
|
(a)(3) |
|
Not applicable. |
|
|
|
(b) |
|
Certifications pursuant to Rule 30a-2(b) under the Act 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.
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc.
By: |
/s/ Christian Pittard |
|
|
Christian Pittard, |
|
|
Principal Executive Officer of |
|
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Date: July 3, 2014
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/ Christian Pittard |
|
|
Christian Pittard, |
|
|
Principal Executive Officer of |
|
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Date: July 3, 2014
By: |
/s/ Andrea Melia |
|
|
Andrea Melia, |
|
|
Principal Financial Officer of |
|
|
Aberdeen Emerging Markets Smaller Company Opportunities Fund, Inc. |
|
Date: July 3, 2014