-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RPgJX7n5fJcyStDIB0VtAH4nzPE91OFG4F1ddGXT3hZZQOggeT2sI1tE58oY85sX qtRxaiuHQOyWonCt7lM3oA== 0001047469-06-002722.txt : 20060302 0001047469-06-002722.hdr.sgml : 20060302 20060301215724 ACCESSION NUMBER: 0001047469-06-002722 CONFORMED SUBMISSION TYPE: DEF 14A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060420 FILED AS OF DATE: 20060302 DATE AS OF CHANGE: 20060301 EFFECTIVENESS DATE: 20060302 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LATIN AMERICA EQUITY FUND INC /MD CENTRAL INDEX KEY: 0000862599 IRS NUMBER: 133577304 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEF 14A SEC ACT: 1934 Act SEC FILE NUMBER: 811-06094 FILM NUMBER: 06657756 BUSINESS ADDRESS: STREET 1: C/O CREDIT SUISSE ASSET MGMT, LLC STREET 2: 466 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2128753500 MAIL ADDRESS: STREET 1: CREDIT SUISSE ASSET MGMT, LLC STREET 2: 466 LEXINGTON AVENUE CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: LATIN AMERICA INVESTMENT FUND INC DATE OF NAME CHANGE: 19920703 DEF 14A 1 a2167929zdef14a.txt DEF 14A SCHEDULE 14A INFORMATION Information required in Proxy Statement Schedule 14A Information Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant /X/ Filed by a party other than the Registrant / / Check the appropriate box: / / Preliminary Proxy Statement / / CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2)) /X/ Definitive Proxy Statement / / Definitive Additional Materials / / Soliciting Material Pursuant to Section 240.14a-12 THE LATIN AMERICA EQUITY FUND, INC. - -------------------------------------------------------------------------------- (Name of Registrant as Specified In Its Charter) Not Applicable - -------------------------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): /X/ No fee required. / / Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. (1) Title of each class of securities to which transaction applies: ------------------------------------------------------------------------ (2) Aggregate number of securities to which transaction applies: ------------------------------------------------------------------------ (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): ------------------------------------------------------------------------ (4) Proposed maximum aggregate value of transaction: ------------------------------------------------------------------------ (5) Total fee paid: ------------------------------------------------------------------------ / / Fee paid previously with preliminary materials. / / Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: ------------------------------------------------------------------------ (2) Form, Schedule or Registration Statement No.: ------------------------------------------------------------------------ (3) Filing Party: ------------------------------------------------------------------------ (4) Date Filed: ------------------------------------------------------------------------ ================================================================================ THE CHILE FUND, INC. THE FIRST ISRAEL FUND, INC. THE LATIN AMERICA EQUITY FUND, INC. THE INDONESIA FUND, INC. 466 LEXINGTON AVENUE 16TH FLOOR NEW YORK, NEW YORK 10017 ---------- NOTICE OF ANNUAL MEETINGS OF SHAREHOLDERS TO BE HELD ON APRIL 20, 2006 ---------- TO THE SHAREHOLDERS: NOTICE IS HEREBY GIVEN that the Annual Meetings of Shareholders of each of the funds listed above (each a "Fund" and collectively, the "Funds") (each a "Meeting" and collectively, the "Meetings") will be held at the offices of Credit Suisse Asset Management, LLC, 466 Lexington Avenue (between 45th and 46th streets), 16th Floor, New York, New York 10017, on the following dates and times: The Chile Fund, Inc. ("CH") April 20, 2006 3:00 p.m. The First Israel Fund, Inc. ("ISL") April 20, 2006 3:30 p.m. The Latin America Equity Fund, Inc. ("LAQ") April 20, 2006 4:00 p.m. The Indonesia Fund, Inc. ("IF") April 20, 2006 4:30 p.m.
The purpose of the Meetings is to consider and act upon the following proposal for each Fund and to consider and act upon such other matters as may properly come before the Meetings or any adjournments thereof: 1. CH -- To elect two Directors for a three-year term and two Directors for a one-year term; ISL -- To elect two Directors for a three-year term and two Directors for a one-year term; LAQ -- To elect two Directors for a three-year term, one Director for a two-year term and one Director for a one-year term; and IF -- To elect two Directors for a three-year term and one Director for a two-year term. This item is discussed in greater detail in the attached Joint Proxy Statement. The close of business on February 24, 2006 has been fixed as the record date for the determination of the shareholders of each Fund entitled to notice of, and to vote at, the Meetings. This notice and related proxy material are first being mailed to shareholders on or about March 1, 2006. By Order of each Board of Directors /s/ Michael A. Pignataro MICHAEL A. PIGNATARO SECRETARY WHETHER OR NOT YOU PLAN TO ATTEND THE MEETINGS IN PERSON, IT IS IMPORTANT THAT YOUR SHARES BE REPRESENTED AND VOTED AT THE MEETINGS. ACCORDINGLY, PLEASE DATE, SIGN AND RETURN THE ENCLOSED PROXY CARD(S) PROMPTLY. NO POSTAGE IS REQUIRED IF MAILED IN THE UNITED STATES. IT IS IMPORTANT THAT YOUR PROXY CARD(S) BE RETURNED PROMPTLY IN ORDER TO AVOID THE ADDITIONAL EXPENSE OF FURTHER SOLICITATION. Dated: March 1, 2006 New York, New York (This page has been left blank intentionally.) THE CHILE FUND, INC. THE FIRST ISRAEL FUND, INC. THE LATIN AMERICA EQUITY FUND, INC. THE INDONESIA FUND, INC. (EACH A "FUND" AND COLLECTIVELY, THE "FUNDS") 466 LEXINGTON AVENUE 16TH FLOOR NEW YORK, NEW YORK 10017 ---------- JOINT PROXY STATEMENT FOR THE ANNUAL MEETINGS OF SHAREHOLDERS TO BE HELD ON APRIL 20, 2006 ---------- This Joint Proxy Statement is furnished in connection with a solicitation of proxies by the Boards of Directors (each a "Board" and collectively, the "Boards") of the Funds for use at the Annual Meetings of Shareholders of the Funds to be held at the offices of Credit Suisse Asset Management, LLC ("Credit Suisse"), 466 Lexington Avenue (between 45th and 46th Streets), 16th Floor, New York, New York 10017 on April 20, 2006 for all the Funds, and at any adjournments thereof (each a "Meeting" and collectively, the "Meetings"). A Notice of Annual Meetings of Shareholders and a proxy card (the "Proxy") accompany this Joint Proxy Statement. Proxy solicitations will be made primarily by mail, but solicitations may also be made by telephone, telegraph, or personal interviews conducted by officers or employees of the Funds, Credit Suisse, the investment adviser to the Funds, Bear Stearns Funds Management Inc., the administrator of the Funds (the "Administrator"), or D.F. King & Co., Inc. ("D.F. King"), a proxy solicitation firm that has been retained by each Fund and which will receive a fee not to exceed $1,500 per Fund and will be reimbursed for its reasonable expenses. All costs of solicitation, including (a) printing and mailing of this Joint Proxy Statement and accompanying material, (b) the reimbursement of brokerage firms and others for their expenses in forwarding solicitation material to the beneficial owners of each Fund's shares, (c) payment of D.F. King for its services in soliciting Proxies and (d) supplementary solicitations to submit Proxies, will be borne one-fourth by each Fund. This Joint Proxy Statement is expected to be mailed to shareholders on or about March 1, 2006. Credit Suisse has its principal executive office at 466 Lexington Avenue, 16th Floor, New York, New York 10017. The Administrator has its principal executive office at 383 Madison Avenue, 23rd Floor, New York, New York 10179. Celfin Capital Servicios Financieros S.A. ("Celfin"), located at Apoquindo 3721, Piso 19, Santiago, Chile, serves as Chilean investment sub-adviser and Chilean sub-administrator to The Chile Fund, Inc. ("CH") and The Latin America Equity Fund, Inc. ("LAQ"). Credit Suisse Asset Management Limited ("Credit Suisse Australia"), located at Level 32, Gateway Building, 1 Macquarie Place, Sydney, NSW 2000, serves as investment sub-adviser to The Indonesia Fund, Inc. ("IF"). Credit Suisse Asset Management Limited ("Credit Suisse UK"), located at Beaufort House, 15 St. Botolph Street, London EC3A 7JJ, England and Analyst Exchange and Trading Services, Ltd., 46 Rotchild Blvd., Tel Aviv, Israel, serve as investment sub-advisers to The First Israel Fund, Inc. ("ISL"). The Annual Reports, containing audited financial statements for the fiscal year ended December 31, 2005 for CH, ISL,(1) LAQ and IF accompany this Proxy Statement. They are not to be regarded as proxy-soliciting material. - ---------- (1) ISL's fiscal year end-date was recently changed from September 30 to December 31. Accordingly, the most recent Annual Report for ISL contains audited financial statements for the period from October 1, 2005 through December 31, 2005. 1 EACH FUND WILL FURNISH, WITHOUT CHARGE, A COPY OF ITS MOST RECENT ANNUAL REPORT AND ANY MORE RECENT SEMI-ANNUAL REPORT TO A SHAREHOLDER UPON REQUEST. ANY SUCH REQUEST SHOULD BE DIRECTED TO THE RELEVANT FUND BY CALLING 1-800-293-1232, BY WRITING TO THE SECRETARY OF THE RELEVANT FUND C/O CREDIT SUISSE ASSET MANAGEMENT, LLC AT 466 LEXINGTON AVENUE, 16TH FLOOR, NEW YORK, NEW YORK 10017, OR AT THE FUNDS' WEBSITE AT www.credit-suisse.com/us. THESE REQUESTS WILL BE HONORED WITHIN THREE BUSINESS DAYS OF RECEIPT. If an enclosed Proxy is properly executed and returned in time to be voted at the Meeting to which it relates, the shares represented thereby will be voted in accordance with the instructions marked on the Proxy. If no instructions are marked on the Proxy, the Proxy will be voted "FOR" the election of each Fund's nominee(s) for Director, and, in accordance with the judgment of the persons named in the Proxy on any matters that may properly come before the Meetings and that are deemed appropriate. Any shareholder giving a Proxy has the power to revoke it by mail (addressed to the Secretary of the relevant Fund, c/o Credit Suisse Asset Management, LLC, 466 Lexington Avenue, 16th Floor, New York, New York 10017) or in person at the Meeting by executing a superseding Proxy or by submitting a notice of revocation. A quorum of shareholders is constituted by the presence in person or by proxy of the holders of a majority of the outstanding shares of a Fund entitled to vote at a Meeting. In the event that a quorum is not present at a Meeting, the holders of a majority of the shares present in person or by proxy will have the power to adjourn such Meeting, without notice other than an announcement at such Meeting, until the requisite number of shares entitled to vote at such Meeting is present. In the event that a quorum is present at a Meeting but sufficient votes to approve any of the proposals are not received, the persons named as proxies may propose one or more adjournments of that Meeting to permit further solicitation of Proxies. Any such adjournment will require the affirmative vote of a majority of a Fund's shares represented at the Meeting in person or by proxy, and the persons named as proxies will vote those Proxies that they are entitled to vote "FOR" any proposal in favor of such adjournment and will vote those proxies required to be voted "AGAINST" any proposal against any such adjournment. Absent the establishment of a subsequent record date and the giving of notice to the holders of record thereon, the adjourned Meeting must take place not more than 120 days after the record date. At such adjourned Meeting, any business may be transacted which might have been transacted at the original Meeting. If a quorum is present, a shareholder vote may be taken on one or more of the proposals properly brought before the meeting prior to any adjournment if sufficient votes have been received and it is otherwise appropriate. For purposes of determining the presence of a quorum for transacting business at a Meeting, abstentions and broker "non-votes" (that is, proxies from brokers or nominees indicating that such persons have not received instructions from the beneficial owner or other persons entitled to vote shares on a particular matter with respect to which the brokers or nominees do not have discretionary power) will be treated as shares that are present but which have not been voted. Accordingly, shareholders are urged to forward their voting instructions promptly. The election of a Director at each Meeting will require that the successful candidate(s) receive a plurality of the votes cast at a Meeting in person or by proxy. Because abstentions and broker non-votes are not treated as shares voted, any abstentions and broker non-votes would have no impact on the elections. Credit Suisse and its affiliates have advised the Funds that they intend to vote the shares over which they have voting power at the Meetings, including shares that are held directly or on behalf of employees, in the manner instructed by the customers or employees for which such shares are held. 2 Each Fund has one class of shares of capital stock, par value $0.001 per share (the "Shares"). Each Share of a Fund is entitled to one vote at that Fund's Meeting, and fractional Shares are entitled to a proportionate share of one vote. On the record date, February 24, 2006, the following number of Shares of each Fund were issued and outstanding: CH 10,139,926 Shares ISL 4,259,295 Shares LAQ 6,322,240 Shares IF 8,266,202 Shares
This Joint Proxy Statement is being used in order to reduce the preparation, printing, handling and postage expenses that would result from the use of a separate proxy statement for each Fund and, because shareholders may own Shares of more than one Fund, to avoid burdening shareholders with more than one proxy statement. To the extent information regarding common ownership is available to the Funds, a shareholder who owns of record Shares in more than one Fund will receive a package containing this Joint Proxy Statement and Proxies for each Fund in which that shareholder owns Shares. If information relating to common ownership is not available to the Funds, a shareholder who beneficially owns Shares in more than one Fund may receive more than one package, each containing this Joint Proxy Statement and a Proxy for a single Fund. It is essential that shareholders complete, date, sign and return EACH enclosed Proxy. In order that your Shares may be represented at the Meeting(s), you are requested to: -- indicate your instructions on the Proxy; -- date and sign the Proxy; -- mail the Proxy promptly in the enclosed envelope; and -- allow sufficient time for the Proxy to be received and processed on or before the commencement of the applicable Meeting(s) on the dates and at the times indicated below. CH April 20, 2006 3:00 p.m. ISL April 20, 2006 3:30 p.m. LAQ April 20, 2006 4:00 p.m. IF April 20, 2006 4:30 p.m.
PROPOSAL 1: ELECTION OF DIRECTORS The only proposal to be submitted at the Meetings will be the election of Directors. If elected, each Director will hold office for the term set forth below and until his successor is elected and qualified. Pursuant to each Fund's Articles of Incorporation, each Board is divided into three classes, each class having a term of three years. Each year the term of one class will expire. Each nominee will serve until the Annual Meeting in the year noted below of the Fund(s) on the Board(s) of which he sits or until his successor is elected and qualified. Each nominee has indicated an intention to serve if elected and has consented to being named in this Joint Proxy Statement. The nominees for election to the Boards of the Funds are as follows: CH: Enrique R. Arzac (Class I Director, three-year term ending 2009) Lawrence D. Haber (Class I Director, three-year term ending 2009) Lawrence J. Fox (Class II Director, one-year term ending 2007) Martin M. Torino (Class II Director, one-year term ending 2007) LAQ: Enrique R. Arzac (Class III Director, three-year term ending 2009) Lawrence J. Fox (Class III Director, three-year term ending 2009)
3 Steven N. Rappaport (Class II Director, two-year term ending 2008) Lawrence D. Haber (Class I Director, one-year term ending 2007) IF: Enrique R. Arzac (Class III Director, three-year term ending 2009) Steven N. Rappaport (Class III Director, three-year term ending 2009) Lawrence D. Haber (Class II Director, two-year term ending 2008) ISL: Enrique R. Arzac (Class III Director, three-year term ending 2009) Lawrence D. Haber (Class III Director, three-year term ending 2009) Phillip Goldstein (Class I Director, one-year term ending 2007) Lawrence J. Fox (Class I Director, one-year term ending 2007)
Information about each nominee is set forth in more detail below. The following tables set forth certain information regarding the nominees for election to the Boards of the Funds, Directors whose terms of office continue beyond the Meetings, and the principal officers of the Funds. The current terms of office of each Fund's officers will end at the applicable Board of Directors' meeting next following the Meeting. DIRECTORS
NUMBER OF PORTFOLIOS IN PRINCIPAL FUND POSITION(S) TERM OF OFFICE AND OCCUPATION(S) COMPLEX NAME, ADDRESS AND HELD WITH LENGTH OF TIME DURING THE OVERSEEN OTHER DIRECTORSHIPS DATE OF BIRTH FUND(S) SERVED PAST FIVE YEARS BY DIRECTOR* HELD BY DIRECTOR - -------------------------- ------------------ ----------------------- ------------------- --------------- --------------------- NON-INTERESTED NOMINEES FOR DIRECTOR: Enrique R. Arzac CH, LAQ and ISL: CH, LAQ, and ISL: Professor of 47 Director of The c/o Credit Suisse Asset Chairman of the Since 1996; Chairman Finance and Adams Express Management, LLC Board of since 2005; current Economics, Graduate Company (a Attn: General Counsel Directors, term ends at the 2006 School of Business, closed-end 466 Lexington Avenue Nominating annual meeting Columbia University investment company); New York, New York Committee Chairman since 1971 Director of 10017-3140 and Audit IF: Since 2000; Petroleum and Date of Birth: 10/02/41 Committee Member Chairman since 2005; Resources current term ends at Corporation (a IF: Chairman of the 2006 annual meeting closed-end the Board of investment company) Directors, Nominating and Audit Committee Member
4
NUMBER OF PORTFOLIOS IN PRINCIPAL FUND POSITION(S) TERM OF OFFICE AND OCCUPATION(S) COMPLEX NAME, ADDRESS AND HELD WITH LENGTH OF TIME DURING THE OVERSEEN OTHER DIRECTORSHIPS DATE OF BIRTH FUND(S) SERVED PAST FIVE YEARS BY DIRECTOR* HELD BY DIRECTOR - -------------------------- ------------------ ----------------------- ------------------- --------------- --------------------- Lawrence J. Fox IF: Director, IF: Since 2000; Partner, Drinker 6 Director, Winthrop One Logan Square Nominating current term ends at Biddle & Reath (law Trust Company 18th & Cherry Streets Committee Chairman the 2008 annual meeting firm) since 1972 Philadelphia, and Audit Pennsylvania 19103 Committee Member Date of Birth: 07/17/43 Phillip Goldstein ISL: Director, ISL: Since 2005; Investment Adviser, 2 Director, Brantley 60 Heritage Drive Nominating and current term ends at Opportunity Capital Corporation; Pleasantville, NY 10570 Audit Committee the 2006 annual meeting Partners L.P. since Director, Mexico Date of Birth: 01/28/45 Member 1992 Equity and Income Fund Steven N. Rappaport CH, LAQ, IF and CH: Since 2003; Partner of Lehigh 47 Director of c/o Lehigh Court, LLC ISL: Director, current term ends at Court, LLC and RZ Presstek, Inc. (a 40 East 52nd Street Nominating and the 2008 annual Capital (private digital imaging New York, New York 10022 Audit Committee meeting investment firms) technologies Date of Birth: 07/10/48 Member from July 2002 to company); Director IF: Since 2005; present; Transition of Wood Resources, current term ends at Adviser to SunGard LLC (a plywood the 2006 annual Securities Finance, manufacturing meeting Inc. from February company) 2002 to July 2002; LAQ: Since 2005; President of current term ends at SunGard Securities the 2006 annual Finance, Inc. from meeting 2001 to February 2002; President of ISL: Since 2005; Loanet, Inc. (an current term ends at on-line accounting the 2008 annual meeting service) from 1997 to 2001 Martin M. Torino LAQ and CH: LAQ: Since 1990; Chief Executive 3 None c/o Credit Suisse Asset Director, current term ends at Officer and Management, LLC Nominating and the 2007 annual meeting Director of Celsur Attn: General Counsel Audit Committee Logistica S.A. 466 Lexington Avenue Member CH: Since 2005; (Logistics) since New York, New York current term ends at 2002; Chairman of 10017-3140 the 2006 annual meeting the Board of Date of Birth: 08/14/49 Ingenio y Refineria San Martin Del Tabacal S.A. (a sugar refinery) from August 1996 to 2000
5
NUMBER OF PORTFOLIOS IN PRINCIPAL FUND POSITION(S) TERM OF OFFICE AND OCCUPATION(S) COMPLEX NAME, ADDRESS AND HELD WITH LENGTH OF TIME DURING THE OVERSEEN OTHER DIRECTORSHIPS DATE OF BIRTH FUND(S) SERVED PAST FIVE YEARS BY DIRECTOR* HELD BY DIRECTOR - -------------------------- ------------------ ----------------------- ------------------- --------------- --------------------- INTERESTED NOMINEE FOR DIRECTOR: Lawrence D. Haber** None None Managing Director 7 None c/o Credit Suisse Asset and Chief Operating Management, LLC Officer of Credit 466 Lexington Avenue Suisse; Member of New York, New York Credit Suisse's Date of Birth: 06/27/51 Management Committee; Chief Financial Officer of Merrill Lynch Investment Managers from 1997 to 2003 NON-INTERESTED DIRECTORS: James J. Cattano CH, LAQ and ISL: CH: Since 1989; President, Primary 6 None c/o Primary Resources, Director, Audit current term ends at Resources, Inc. (an Inc. Committee Chairman the 2008 annual international 55 Old Field Point Road and Nominating meeting trading and Greenwich, Connecticut Committee Member manufacturing 06830 LAQ: Since 1990; company Date of Birth: 06/24/43 current term ends at specializing in the the 2008 annual sale of meeting agricultural commodities ISL: Since 2005; throughout Latin current term ends at American markets) the 2008 annual meeting since October 1996 Richard H. Francis IF: Director, IF: Since 1990; Currently retired 41 None c/o Credit Suisse Asset Nominating current term ends at Management, LLC Committee Member the 2007 annual meeting Attn: General Counsel and Audit 466 Lexington Avenue Committee Chairman New York, New York 10017-3140 Date of Birth: 04/23/32
6 OFFICERS
NAME, ADDRESS AND POSITIONS(S) HELD PRINCIPAL OCCUPATION(S) DATE OF BIRTH WITH FUND(S) LENGTH OF TIME SERVED DURING THE PAST FIVE YEARS - ------------------------- --------------------- -------------------------- ----------------------------------------------- Matthew J. K. Hickman CH and LAQ: Chief CH and LAQ: Since 2004 Director of Credit Suisse; Associated with Credit Suisse Asset Investment Officer Credit Suisse since December 2003; Financial Management, LLC Advisor with Global Advisors from July 2003 to 466 Lexington Avenue November 2003; General Manager of Compass Group New York, New York Investment Advisors S.A. from February 2002 to 10017-3140 July 2003; Financial Advisor with Credit Suisse Date of Birth: 01/21/64 First Boston from August 2000 to February 2002; Director ABN AMRO from September 1998 to August 2000; Officer of other Credit Suisse Funds Neil Gregson ISL: Chief Investment Since 2004 Managing Director of Credit Suisse Asset c/o Credit Suisse Asset Officer Management Limited; Associated with Credit Management, LLC Suisse since 1990 466 Lexington Avenue New York, New York 10017-3140 Date of Birth: 05/10/62 Boon Hong Yeo IF: Chief Investment IF: Since 2003 Director of Credit Suisse Australia; Director c/o Credit Suisse Asset Officer of AIB Govett (Asia) Limited from October 2001 Management, LLC to April 2002; Managing Director of Zenith 466 Lexington Avenue Asset Management Singapore from January 2001 to New York, New York September 2001; Associate Director of CMG First 10017-3140 State Singapore from 1994 to 2000 Date of Birth: 05/02/60 Steven B. Plump CH, LAQ, IF and ISL: CH, LAQ, IF and ISL: Since Managing Director of Credit Suisse; Associated Credit Suisse Asset Chief Executive 2005 with Credit Suisse or its predecessor since Management, LLC Officer and President 1995; Officer of other Credit Suisse Funds 466 Lexington Avenue New York, New York 10017-3140 Date of Birth: 02/08/59 Michael A. Pignataro CH, LAQ, IF and ISL: CH, LAQ, IF and ISL: Since Director and Director of Fund Administration of Credit Suisse Asset Chief Financial 1993 Credit Suisse; Associated with Credit Suisse or Management, LLC Officer and Secretary its predecessor since 1984; Officer of other 466 Lexington Avenue Credit Suisse Funds New York, New York 10017-3140 Date of Birth: 11/15/59 Emidio Morizio CH, LAQ, IF and ISL: CH, LAQ, IF and ISL: Since Director and Global Head of Compliance of Credit Suisse Asset Chief Compliance 2004 Credit Suisse; Associated with Credit Suisse Management, LLC Officer since July 2000; Vice President and Director of 466 Lexington Avenue Compliance of Forstmann-Leff Associates from New York, New York 1998 to June 2000; Officer of other Credit 10017-3140 Suisse Funds Date of Birth: 09/21/66
7
NAME, ADDRESS AND POSITIONS(S) HELD PRINCIPAL OCCUPATION(S) DATE OF BIRTH WITH FUND(S) LENGTH OF TIME SERVED DURING THE PAST FIVE YEARS - ------------------------- --------------------- -------------------------- ----------------------------------------------- Ajay Mehra CH, LAQ, IF and ISL: CH, LAQ, IF and ISL: Since Director and Head of Legal Americas Traditional Credit Suisse Asset Chief Legal Officer 2004 Asset Management and Hedge Funds of Credit Management, LLC Suisse; Associated with Credit Suisse since 466 Lexington Avenue September 2004; Senior Associate of Shearman & New York, New York Sterling LLP from September 2000 to September 10017-3140 2004; Senior Counsel of the SEC Division of Date of Birth: 08/14/70 Investment Management from June 1997 to September 2000; Officer of other Credit Suisse Funds J. Kevin Gao CH, LAQ, IF and ISL: CH, LAQ, IF and ISL: Since Director and Legal Counsel of Credit Suisse; Credit Suisse Asset Senior Vice President 2004 Associated with Credit Suisse since July 2003; Management, LLC Associated with the law firm of Willkie Farr & 466 Lexington Avenue Gallagher LLP from 1998 to 2003; Officer of New York, New York other Credit Suisse Funds 10017-3140 Date of Birth: 10/13/67 Robert M. Rizza CH, LAQ, IF and ISL: CH, LAQ, IF and ISL: Since Vice President of Credit Suisse; Associated Credit Suisse Asset Treasurer 1999 with Credit Suisse since 1998; Officer of other Management, LLC Credit Suisse Funds 466 Lexington Avenue New York, New York 10017-3140 Date of Birth: 12/09/65
- ---------- * Includes funds in the Fund Complex, which are not covered in this proxy statement, for which nominees are seeking election at an April 20, 2006 shareholder meeting to the boards of funds on which they do not currently serve as Directors. ** Mr. Haber is an "interested person" of the Fund (as defined in the Investment Company Act of 1940 (the "1940 Act")) by virtue of his current position as an officer of Credit Suisse. 8 Set forth in the table below is the dollar range of equity securities in each Fund and the aggregate dollar range of equity securities in the Credit Suisse Family of Investment Companies (as defined below) beneficially owned by each Director or nominee.
AGGREGATE DOLLAR RANGE OF EQUITY SECURITIES IN ALL FUNDS OVERSEEN BY DIRECTOR OR NOMINEE IN CREDIT DOLLAR RANGE OF EQUITY SECURITIES SUISSE FAMILY OF INVESTMENT NAME OF DIRECTOR OR NOMINEE OWNED*(1)(2) COMPANIES*(1)(3) - --------------------------- --------------------------------- ----------------------------------- NON-INTERESTED NOMINEES FOR DIRECTOR: Enrique R. Arzac CH: C E LAQ: C IF: B ISL: C Lawrence J. Fox CH: A C LAQ: A IF: A ISL: A Phillip Goldstein ISL: B E Steven N. Rappaport CH: C E LAQ: C IF: C ISL: D Martin M. Torino CH: B C LAQ: C INTERESTED NOMINEE FOR DIRECTOR: Lawrence D. Haber CH: A A LAQ: A IF: A ISL: A NON-INTERESTED DIRECTORS: James J. Cattano CH: C D LAQ: C ISL: B Richard H. Francis IF: A E
- ---------- * Key to Dollar Ranges A. None B. $1 - $10,000 C. $10,001 - $50,000 D. $50,001 - $100,000 E. over $100,000 (1) This information has been furnished by each Director as of December 31, 2005. "Beneficial Ownership" is determined in accordance with Rule 16a-1(a)(2) promulgated under the Securities Exchange Act of 1934, as amended (the "1934 Act"). (2) Each Fund's Directors and officers, in the aggregate, own less than 1% of that Fund's outstanding equity securities. (3) "Credit Suisse Family of Investment Companies" means those registered investment companies that share Credit Suisse as the investment adviser and that hold themselves out to investors as related companies for purposes of investment and investor services. 9 As of December 31, 2005, none of the non-interested nominees for election to the Boards, the non-interested Directors or their immediate family members owned beneficially or of record any class of securities in Credit Suisse or in a person (other than a registered investment company) directly or indirectly controlling, controlled by or under common control with Credit Suisse. During the fiscal year ended December 31, 2005, each Director who was not a director, officer, partner, co-partner or employee of Credit Suisse, the Administrator or any affiliate thereof, received an annual fee of $5,000 and $500 for each meeting of the Boards attended by him and was reimbursed for expenses incurred in connection with his attendance at the Funds' Board meetings. Effective January 1, 2006, those fees will increase to $10,000 and $1,000, respectively. The total remuneration paid or accrued by CH, LAQ and IF during the fiscal year ended December 31, 2005 to all such unaffiliated Directors was $31,125, $29,625 and $32,125, respectively, and by ISL during the fiscal year ended September 30, 2005 was $23,000. Each Director of CH, LAQ, IF and ISL receives fifty percent of his annual fee in the form of shares purchased by the Fund's transfer agent in the open market on his behalf. During the fiscal year ended December 31, 2005 for CH, LAQ and IF, each Board convened six times. During the fiscal year ended September 30, 2005, the Board of ISL convened seven times. Each Director attended at least seventy-five percent of the aggregate number of meetings of each Board and any committees on which he served during the period for which he was a Director. Each Fund has an Audit Committee consisting of all the Directors who are not interested persons of that Fund and who are independent of that Fund (as such term is defined by the listing standards of the New York Stock Exchange ("NYSE") for CH, LAQ and ISL and by the listing standards of the American Stock Exchange ("AMEX") for IF). Each of the Audit Committees of CH, LAQ and IF convened four times during the fiscal year ended December 31, 2005. The Audit Committee of ISL convened four times during the fiscal year ended September 30, 2005. Each Fund's Audit Committee advises the full Board with respect to accounting, auditing and financial matters affecting that Fund. Messrs. Arzac, Cattano, Rappaport and Torino constitute CH's Nominating Committee; Messrs. Arzac, Cattano, Rappaport and Torino constitute LAQ's Nominating Committee; Messrs. Arzac, Fox, Francis and Rappaport constitute IF's Nominating Committee; and Messrs. Arzac, Cattano, Goldstein and Rappaport constitute ISL's Nominating Committee, each of which is composed of Directors who are not interested persons of the applicable Fund and who are independent of that Fund (as such term is defined by the NYSE's listing standards for CH, LAQ and ISL and by the AMEX's listing standards for IF). Each of the Nominating Committees of CH, LAQ and IF convened five times during the fiscal year ended December 31, 2005. The Nominating Committee of ISL convened six times during the fiscal year ended September 30, 2005. At a meeting of CH's Nominating Committee held on December 6, 2005, the Nominating Committee (with the nominees abstaining from voting) nominated Mr. Arzac for a three-year term and Messrs. Fox and Torino, each for a one-year term. At a meeting of LAQ's Nominating Committee held on December 6, 2005, the Nominating Committee (with the nominees abstaining from voting) nominated Messrs. Arzac and Fox, each for a three-year term, and Mr. Rappaport for a two-year term. At a meeting of IF's Nominating Committee held on December 6, 2005, the Nominating Committee (with the nominees abstaining from voting) nominated Messrs. Arzac and Rappaport each for a three-year term. At a meeting of ISL's Nominating Committee held on December 6, 2005, the Nominating Committee (with the nominees abstaining from voting) nominated Mr. Arzac for a three-year term and Messrs. Goldstein and Fox each for a one-year term. At a meeting of the Nominating Committee of CH, LAQ, IF and ISL held on February 15, 2006, the Nominating Committee nominated Mr. Haber for three-, one-, two- and three-year terms, respectively. Each Fund's Nominating Committee selects and nominates Directors. Each Board has adopted a Nominating Committee Charter (a copy of which was included as Appendix A to CH, LAQ and IF's proxy statements dated 10 March 1, 2004 and as Appendix B to ISL's proxy statement dated February 29, 2005). In nominating candidates, each Committee shall take into consideration such factors as it deems appropriate. These factors may include judgment, skill, diversity, experience with investment companies and other organizations of comparable purpose, complexity, size and subject to similar legal restrictions and oversight, the interplay of the candidate's experience with the experience of other Board members, and the extent to which the candidate would be a desirable addition to the Board and any committees thereof. The Nominating Committee will consider candidates submitted by shareholders or from other sources it deems appropriate. Any recommendation should be submitted to the Secretary of the Fund, c/o Credit Suisse Asset Management, LLC, 466 Lexington Avenue, New York, New York 10017. Any submission should include at a minimum the following information: as to each individual proposed for election or re-election as Director, the name, age, business address, residence address and principal occupation or employment of such individual, the class, series and number of shares of stock of a Fund that are beneficially owned by such individual, the date such shares were acquired and the investment intent of such acquisition, whether such stockholder believes such individual is, or is not, an "interested person" of a Fund (as defined in the 1940 Act), and information regarding such individual that is sufficient, in the discretion of the Nominating Committee, to make such determination, and all other information relating to such individual that is required to be disclosed in solicitation of proxies for election of Directors in an election contest (even if an election contest is not involved) or is otherwise required, in each case pursuant to Regulation 14A (or any successor provision) under the 1934 Act, and the rules thereunder (including such individual's written consent to being named in the proxy statement as a nominee and to serving as a Director (if elected)). In the case of any Fund holding a meeting of shareholders, any such submission, in order to be considered for inclusion in the Fund's proxy statement, should be submitted by a date not later than the 120th calendar day before the date the Fund's proxy statement was released to security holders in connection with the Fund's previous year's annual meeting or, if the Fund has changed the meeting date by more than 30 days or if no meeting was held the previous year, within a reasonable time before the Fund begins to print and mail its proxy statement. Any such submission must also be submitted by such date and contain such information as may be specified in a Fund's By-laws, or as required by any relevant stock exchange listing standards. None of the Funds has a Compensation Committee. OTHER BOARD-RELATED MATTERS Shareholders who wish to send communications to the Boards should send them to the address of the relevant Fund and to the attention of that Board. All such communications will be directed to the Board's attention. The Funds do not have a formal policy regarding Board member attendance at the Annual Meetings of Shareholders. REPORTS OF THE AUDIT COMMITTEES Pursuant to the Audit Committee Charter adopted by each Fund's Board (a copy of which was included as Appendix B to CH, LAQ and IF's proxy statements dated March 1, 2004 and as Appendix C to ISL's proxy statement dated February 29, 2005), the Audit Committee is responsible for conferring with that Fund's independent registered public accounting firm, reviewing annual financial statements, approving the selection of that Fund's independent registered public accounting firm and overseeing that Fund's internal controls. Each Fund's Audit Committee charter also contains provisions relating to the pre-approval by the Audit Committee of certain non-audit services to be provided by PricewaterhouseCoopers LLP ("PwC") to that Fund and to Credit Suisse and certain of its affiliates. Each Audit Committee advises a Fund's full Board with respect to accounting, auditing and financial matters 11 affecting the Fund. The independent registered public accounting firm is responsible for planning and carrying out audits in accordance with standards established by the Public Accounting Oversight Board (United States). Each Audit Committee has met with the applicable Fund's management to discuss, among other things, that Fund's audited financial statements for the fiscal year ended December 31, 2005. Each Audit Committee has also met with the Funds' independent registered public accounting firm, PwC, and discussed with it certain matters required by Statement of Auditing Standards No. 61, COMMUNICATIONS WITH AUDIT COMMITTEES, as currently modified or supplemented, including, but not limited to, the scope of that Fund's audit, that Fund's financial statements and that Fund's accounting controls. Each Audit Committee has received from PwC the letter required by the Securities and Exchange Commission's (the "SEC") independence rules describing any relationships between it and the applicable Fund, Credit Suisse and its affiliates that may be thought to bear upon the independence of the independent registered public accounting firm. Each Audit Committee has discussed with PwC its independence and has considered whether the provision of services by PwC to that Fund, to Credit Suisse and its affiliates was compatible with maintaining PwC's independence. The members of the Audit Committees are not professionally engaged in the practice of auditing or accounting and are not employed by a Fund for accounting, financial management or internal control. Moreover, each Audit Committee relies on and makes no independent verification of the facts presented to it or representations made by management or the independent registered public accounting firm. Accordingly, an Audit Committee's oversight does not provide an independent basis to determine that management has maintained appropriate accounting and financial reporting principles and policies, or internal controls and procedures, designed to assure compliance with accounting standards and applicable laws and regulations. Furthermore, the Audit Committees' considerations and discussions referred to above do not provide assurance that the audit of a Fund's financial statements has been carried out in accordance with generally accepted auditing standards or that the financial statements are presented in accordance with generally accepted accounting principles. Based upon these reviews and discussions, each Audit Committee recommended to the Board that the applicable Fund's audited financial statements be included in that Fund's 2005 Annual Report to Shareholders for the fiscal year ended December 31, 2005 and be mailed to shareholders and filed with the SEC. SUBMITTED BY THE AUDIT COMMITTEE OF EACH FUND'S BOARD OF DIRECTORS CH Enrique R. Arzac James J. Cattano Steven N. Rappaport Martin M. Torino IF Enrique R. Arzac Lawrence J. Fox Richard H. Francis Steven N. Rappaport LAQ Enrique R. Arzac James J. Cattano Steven N. Rappaport Martin M. Torino ISL Enrique R. Arzac James J. Cattano Phillip Goldstein Steven N. Rappaport INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM At meetings held on November 17, 2005 each Fund's Audit Committee approved the selection of PwC for the fiscal year ending December 31, 2006 for CH, ISL, LAQ and IF. PwC has been each Fund's independent registered public accounting firm since that Fund commenced operations, and has informed each Fund that it has no direct or material indirect financial interest in that Fund. A representative of PwC will be available by telephone at the Meetings and will have the opportunity to make a statement, if the representative so desires, and will be available to respond to appropriate questions. 12 The information in the table below is provided for services rendered to CH, LAQ and IF by PwC for its fiscal years ended December 31, 2004 and December 31, 2005 and to ISL by PwC for its fiscal years ended September 30, 2004 and September 30, 2005.
2005 2004 ------------------------------------------------- ------------------------------------------------- CH IF LAQ ISL CH IF LAQ ISL Audit Fees $ 56,700 $ 33,800 $ 59,850 $ 56,550 $ 71,450 $ 32,000 $ 56,150 $ 51,000 Audit-Related Fees(1) $ 3,150 $ 3,150 $ 3,150 $ 12,050 $ 7,000 $ 4,500 $ 4,500 $ 11,500 Tax Fees(2) $ 7,860 $ 7,860 $ 7,860 $ 23,860 $ 7,482 $ 7,482 $ 7,482 $ 26,482 All Other Fees $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 Total $ 67,710 $ 44,810 $ 70,860 $ 92,460 $ 85,932 $ 43,982 $ 68,132 $ 88,982
- ---------- (1) Amounts for CH include a special review of the tax provision for local Chilean taxes, and for ISL include a test procedure on that fund's compliance with an Israel tax ruling. (2) Tax services in connection with the Funds' excise tax calculations and review of the Funds' applicable tax returns and for ISL, for services in connection with that fund's Israeli tax authority filing ($19,000 in 2004 and $16,000 in 2005). Each Audit Committee is responsible for pre-approving (i) all audit and permissible non-audit services to be provided by the independent registered public accounting firm to the Fund and (ii) all permissible non-audit services to be provided by the independent registered public accounting firm to Credit Suisse, and any service provider to the Fund controlling, controlled by or under common control with Credit Suisse that provided ongoing services to the Fund ("Covered Services Provider"), if the engagement relates directly to the operations and financial reporting of the Fund. Each Audit Committee may delegate its responsibility to pre-approve any such audit and permissible non-audit services to the Chairperson of the Audit Committee, and the Chairperson shall report to the Audit Committee, at its next regularly scheduled meeting after the Chairperson's pre-approval of such services, his or her decision(s). Each Audit Committee may also establish detailed pre-approval policies and procedures for pre-approval of such services in accordance with applicable laws, including the delegation of some or all of the Audit Committee's pre-approval responsibilities to other persons (other than Credit Suisse or a Fund's officers). Pre-approval by an Audit Committee of any permissible non-audit services shall not be required so long as: (i) the aggregate amount of all such permissible non-audit services provided to a Fund, Credit Suisse and any Covered Services Provider constitutes not more than 5% of the total amount of revenues paid by the Fund to its independent registered public accounting firm during the fiscal year in which the permissible non-audit services are provided; (ii) the permissible non-audit services were not recognized by the Fund at the time of the engagement to be non-audit services; and (iii) such services are promptly brought to the attention of the Audit Committee and approved by the Audit Committee (or its delegate(s)) prior to the completion of the audit. The aggregate fees billed by PwC for non-audit services rendered to CH for the fiscal years ended December 31, 2004 and December 31, 2005 were $14,482 and $11,010, respectively. The aggregate fees billed by PwC for non-audit services rendered to IF for the fiscal years ended December 31, 2004 and December 31, 2005 were $11,982 and $11,010, respectively. The aggregate fees billed by PwC for non-audit services rendered to LAQ for the fiscal years ended December 31, 2004 and December 31, 2005 were $11,982 and $11,010, respectively. The aggregate fees billed by PwC for non-audit services rendered to ISL for the fiscal years ended September 30, 2004 and September 30, 2005 were $37,982 and $35,910, respectively. These amounts include fees for non-audit services required to be pre-approved by the Funds' Audit Committees. 13 The aggregate fees billed by PwC for non-audit services that directly relate to each of CH, LAQ and ISL that were rendered to Credit Suisse and any Covered Service Provider for the fiscal years ended December 31, 2004 (September 30, 2004 in the case of ISL) and December 31, 2005 (September 30, 2005 in the case of ISL) were $0 and $394,000, respectively. The aggregate fees billed by PwC for non-audit services that directly relate to IF that were rendered to Credit Suisse and any Covered Service Provider for the fiscal years ended December 31, 2004 and December 31, 2005 were $0 and $2,444,000, respectively. COMPENSATION The following table shows certain compensation information for the Directors of each Fund for the calendar year ended December 31, 2005. All officers of the Funds are employees of and are compensated by Credit Suisse. None of the Funds' executive officers or Directors who are also officers or directors of Credit Suisse received any compensation from any Fund for such period. None of the Funds has any bonus, profit sharing, pension or retirement plans.
TOTAL COMPENSATION FROM FUND AGGREGATE COMPENSATION AND FUND COMPLEX PAID TO NAME OF DIRECTOR FROM FUND DIRECTORS* - ---------------- ------------------------------------------------- ---------- CH IF LAQ ISL NON-INTERESTED NOMINEES FOR DIRECTOR: Enrique R. Arzac $8,500 $9,000 $8,000 $9,000 $ 134,667 Lawrence J. Fox n/a $9,000 n/a n/a $ 53,000 Phillip Goldstein n/a n/a n/a $6,250 $ 13,417 Steven N. Rappaport $8,500 $5,625 $5,625 $9,000 $ 109,200 Martin M. Torino $5,625 n/a $8,000 n/a $ 26,292 NON-INTERESTED DIRECTORS: James J. Cattano $8,500 n/a $8,000 $6,750 $ 36,917 Richard H. Francis n/a $8,500 n/a n/a $ 81,500
- ---------- * 47 funds comprise the Fund complex. See the "Directors" table for the number of funds each Director serves. EACH FUND'S BOARD OF DIRECTORS, INCLUDING THE NON-INTERESTED DIRECTORS, RECOMMENDS THAT THE SHAREHOLDERS VOTE "FOR" THE NOMINEES FOR DIRECTOR FOR THAT FUND. 14 ADDITIONAL INFORMATION BENEFICIAL OWNERS Based upon a review of filings made pursuant to Section 13 of the 1934 Act, as of February 15, 2006: (i) to IF's knowledge no shareholder held 5% or more of its Shares; and (ii) the following table shows certain information concerning persons who may be deemed beneficial owners of 5% or more of the Shares of each of CH, LAQ and ISL because they possessed or shared voting or investment power with respect to CH's, LAQ's or ISL's Shares, as applicable:
PERCENT NUMBER OF SHARES OF NAME AND ADDRESS BENEFICIALLY OWNED SHARES - ---------------- ------------------ -------- CH Administradora de Fondos de 2,374,199 23.41% Pensiones de Provida, S.A.* Avenida Pedro de Valdivia 100 Piso 9 Santiago, Chile A.F.P. Habitat S.A.** 2,513,860 24.79% Avenida Providencia 1909 Piso 9 - Providencia Santiago, Chile LAQ City of London*** 1,069,140 16.91% 10 Eastcheap London EC3M 1LX England ISL OTR Nominee Name for The State 243,500 5.72% Teachers Retirement Board of Ohio 275 East Broad Street Columbus, Ohio 43215**** City of London*** 246,309 5.78% 10 Eastcheap London EC3M 1LX England
- ---------- * AS STATED IN SCHEDULE 13D FILED WITH THE SEC ON SEPTEMBER 9, 2003. ** AS STATED IN SCHEDULE 13D FILED WITH THE SEC ON MAY 19, 2004. *** AS STATED IN SCHEDULE 13G FILED WITH THE SEC ON FEBRUARY 6, 2006. **** AS STATED IN SCHEDULE 13G FILED WITH THE SEC ON FEBRUARY 14, 2005. 15 SECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE Section 16(a) of the 1934 Act and Section 30(h) of the 1940 Act require each Fund's officers and Directors, certain officers and directors of the investment adviser, affiliated persons of the investment adviser, and persons who beneficially own more than 10% of the Fund's Shares to file reports of ownership with the SEC and the Fund. Based solely upon its review of the copies of such forms received by it and written representations from such persons, each Fund believes that, for the fiscal year ended December 31, 2005 (and September 30, 2005, in the case of ISL), all filing requirements applicable to such persons were complied with. SHAREHOLDER PROPOSALS Notice is hereby given that for a shareholder proposal to be considered for inclusion in any Fund's proxy material relating to its 2007 annual meeting of shareholders, the shareholder proposal must be received by that Fund no later than November 1, 2006. The shareholder proposal, including any accompanying supporting statement, may not exceed 500 words. A shareholder desiring to submit a proposal must be a record or beneficial owner of Shares with a market value of $2,000 and must have held such Shares for at least one year. Further, the shareholder must continue to hold such Shares through the date on which the meeting is held. Documentary support regarding the foregoing must be provided along with the proposal. There are additional requirements regarding proposals of shareholders, and a shareholder contemplating submission of a proposal is referred to Rule 14a-8 promulgated under the 1934 Act. The timely submission of a proposal does not guarantee its inclusion in a Fund's proxy materials. Pursuant to the By-laws of each Fund, at any annual meeting of the shareholders, only such business will be conducted as has been properly brought before the annual meeting. To be properly brought before the annual meeting, the business must be (i) specified in the notice of meeting (or any supplement thereto) given by or at the direction of the Board, (ii) otherwise properly brought before the meeting by or at the direction of the Board, or (iii) otherwise properly brought before the meeting by a shareholder. For business to be properly brought before the annual meeting by a shareholder, the shareholder must have given timely notice thereof in writing to the Secretary of the relevant Fund. To be timely, any such notice must be delivered to, or mailed (certified mail being recommended) to and received by, the relevant Fund c/o Credit Suisse Asset Management, LLC, 466 Lexington Avenue, 16th Floor, New York, New York 10017 not later than 45 days before the date in the then current year corresponding to the date on which the Fund first mailed its notice and proxy materials for the annual meeting held in the prior year; provided, however, that in the event that the date of the annual meeting is advanced or delayed by more than 30 days from the first anniversary of the preceding year's annual meeting, notice by such shareholder to be timely must be so received not later than the close of business on the 10th day following the day on which notice or public announcement of the date of such meeting was given or made. In no event shall the public announcement of an adjournment of an annual meeting commence a new time period for the giving of a shareholder's notice as described above. Any such notice by a shareholder to a Fund shall set forth as to each matter the shareholder proposes to bring before the annual meeting: (i) a brief description of the business desired to be brought before the annual meeting and the reasons for conducting such business at the annual meeting, (ii) the name and address, as they appear on the Fund's books, of the shareholder proposing such business, (iii) the class and number of shares of the capital stock of the Fund which are beneficially owned by the shareholder, (iv) a representation that the shareholder is a holder of record of shares of the Fund entitled to vote at such meeting and intends to appear in person or by proxy at the meeting to present such business, (v) whether the shareholder intends or is part of a group which intends to solicit 16 proxies from other shareholders in support of such business and (vi) any material interest of the shareholder in such business. A Fund may exercise discretionary voting authority with respect to any shareholder proposals for the 2007 annual meeting of shareholders not included in the proxy statement and form of proxy which are not submitted to the Fund within the time-frame indicated above. Even if timely notice is received, a Fund may exercise discretionary voting authority in certain other circumstances. Discretionary voting authority is the ability to vote proxies that shareholders have executed and returned to a Fund on matters not specifically reflected on the form of proxy. SHAREHOLDERS WHO DO NOT EXPECT TO BE PRESENT AT THE MEETINGS AND WHO WISH TO HAVE THEIR SHARES VOTED ARE REQUESTED TO DATE AND SIGN THE ENCLOSED PROXY CARD AND RETURN IT IN THE ENCLOSED ENVELOPE. NO POSTAGE IS REQUIRED IF MAILED IN THE UNITED STATES. OTHER BUSINESS Management knows of no business to be presented at the Meetings, other than the matters set forth in this Joint Proxy Statement, but should any other matter requiring the vote of shareholders arise, the proxies will vote thereon according to their best judgment in the interests of the relevant Fund. 17 THE CHILE FUND, INC. THE FIRST ISRAEL FUND, INC. THE LATIN AMERICA EQUITY FUND, INC. THE INDONESIA FUND, INC. APRIL 20, 2006 SKU#JOINT QT-Proxy-0406 PROXY THE LATIN AMERICA EQUITY FUND, INC. 466 LEXINGTON AVENUE 16TH FLOOR NEW YORK, NEW YORK 10017 ---------- THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS I hereby appoint J. Kevin Gao and Karen Regan, each with the power of substitution, as proxies for the undersigned to vote the shares of The Latin America Equity Fund, Inc. (the "Fund") as to which I am entitled to vote, as shown on the reverse side, at the Annual Meeting of Shareholders of the Fund (the "Meeting") to be held on April 20, 2005 at 4:00 p.m., Eastern time, at the offices of the Fund, 466 Lexington Avenue, 16th Floor, New York, New York 10017, and any adjournments thereof. PLEASE VOTE, DATE AND SIGN ON THE REVERSE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE. _____________________________SEE REVERSE SIDE_____________________________ CONTINUED AND TO BE SIGNED ON REVERSE SIDE [x] Please mark votes as in this example. This proxy when properly executed will be voted in the manner directed therein by the undersigned shareholder. If no direction is made, this proxy will be voted as recommended by the Board of Directors in favor of the Board's nominees for Director named below. The Board of Directors of the Fund unanimously recommends a vote "FOR" the nominees named below. 1. Election of the following nominees as Director: Nominees: (01) Enrique R. Arzac (three-year term) (02) Laurence J. Fox (three-year term) (03) Steven N. Rappaport (one-year term) (04) Lawrence D. Haber (one-year term) FOR the nominees listed [ ] WITHHOLD AUTHORITY to vote for any above (except as marked to individual nominee, strike a line the contrary above) [ ] through such individual's name above
(INSTRUCTION: To withhold authority for any individual nominee, strike a line through such individual's name above.) MARK HERE FOR ADDRESS CHANGES AND NOTE AT LEFT [ ] Please sign exactly as name appears at left. When shares are held by joint tenants, both should sign. When signing as attorney, executor, administrator, trustee or guardian, please give full title as such. If a corporation, please sign in full corporate name by president or other authorized officer. If a partnership, please sign in partnership name by authorized person. Signature: Date ------------------------------ ------------------------------ Signature: Date ------------------------------ ------------------------------ IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY BE PRESENTED TO THE MEETING OR ANY ADJOURNMENTS, POSTPONEMENTS, CONTINUATIONS OR RESCHEDULINGS THEREOF. -----END PRIVACY-ENHANCED MESSAGE-----