0001174947-13-000406.txt : 20131209 0001174947-13-000406.hdr.sgml : 20131209 20131209121607 ACCESSION NUMBER: 0001174947-13-000406 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20131206 ITEM INFORMATION: Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20131209 DATE AS OF CHANGE: 20131209 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JF CHINA REGION FUND INC CENTRAL INDEX KEY: 0000888137 IRS NUMBER: 223178023 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 811-06686 FILM NUMBER: 131264919 BUSINESS ADDRESS: STREET 1: 100 E PRATT ST CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4106256640 MAIL ADDRESS: STREET 1: C/O JPMORGAN CHASE BANK, N.A. STREET 2: 4 NEW YORK PLAZA CITY: NEW YORK STATE: NY ZIP: 10004 FORMER COMPANY: FORMER CONFORMED NAME: JARDINE FLEMING CHINA REGION FUND INC DATE OF NAME CHANGE: 19920929 8-K 1 v362513_8-k.htm FORM 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):   December 6, 2013

 

JF China Region Fund, Inc.
(Exact name of registrant as specified in its charter)

 

Maryland 811-06686; 005-49095 22-3178023
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)

 

   
    One Beacon Street, 18th Fl., Boston, MA         02108      
(Address of Principal Executive Offices) (Zip Code)

 

  (800) 441-9800

Registrant’s Telephone Number, Including Area Code

 

301 Bellevue Parkway, Wilmington, DE
(Former name or former address, if changed since last report.)
 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 

 

Item to be Included in this Report

 

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

 

On September 6, 2013, the board of the directors of JF China Region Fund, Inc. (the “Registrant”) approved an amendment to the Registrant’s articles of incorporation (the “Articles”) to change the Registrant’s name from “JF China Region Fund, Inc.” to “JPMorgan China Region Fund, Inc.” (the “Name Change”). On November 26, 2013, the Registrant filed with the State Department of Assessments and Taxation of the State of Maryland Articles of Amendment to its Articles (the “amendment”) to affect the Name Change with an effective date of December 6, 2013. The Registrant will begin trading under its new name on December 13, 2013.

 

A copy of the Amendment is attached to this Current Report on Form 8-K as Exhibit 3.1.

 

Item 8.01. Other Events.

 

On December 6, 2013 in connection with the Name Change, the Registrant issued the press release attached hereto as Exhibit 99.1 announcing the Name Change. In addition, as a result of the Name Change and with effect on December 13, 2013, the Registrant’s new CUSIP number is “48126T 104“.

 

Item 9.01 Exhibits.

 

3.1 Articles of Amendment filed with the State Department of Assessments and Taxation of the State of Maryland on November 26, 2013.

99.1 Press Release, dated December 6, 2013.

 

 

 

 

 
 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  JF China Region Fund, Inc.
   
   
   
  By: /s/ Lucy Dina  
Date:  December 6, 2013 Name: Lucy Dina
  Title: Secretary
     

 

 

 

 

 

 EX-3.1 2 v362513_ex3-1.htm EXHIBIT 3.1

ARTICLES OF AMENDMENT

 

JF CHINA REGION FUND, INC.

 (1)

 

 

(2) JF CHINA REGION FUND, INC.  

a Maryland corporation hereby certifies to the State Department of Assessments and Taxation of Maryland that:

 

(3) The charter of the corporation is hereby amended as follows:

 

FIRST:         The Articles of Incorporation filed for record with the SDAT on May 22, 1992 (the “Articles of Incorporation”), as amended by the Amended Articles of Incorporation of the Corporation filed for record with the State Department of Assessments and Taxation of Maryland (“SDAT”) on May 28, 1992 (the “Amended Articles of Incorporation”) and revived by the Articles of Revival of the Corporation filed for record with the SDAT on April 26, 1996 (the “Articles of Revival”), and as amended by the Articles of Amendment of the Corporation filed for record with the SDAT on October 9, 2003 (the “Second Amended Articles of Incorporation”, and together with the Amended Articles of Incorporation and the Articles of Revival, the “Charter”), is hereby amended to provide that the name of the Corporation is changed to JPMorgan China Region Fund, Inc.

 

SECOND:    The foregoing amendment does not increase the authorized stock of the Corporation.

 

THIRD:        The foregoing amendment to the Charter of the Corporation shall become effective at 9:00 a.m. local time in Baltimore, Maryland, on December 6, 2013.

 

 

 

 

This amendment of the charter of the corporation has been approved by

 

The Board of Directors of the Corporation by unanimous written consent and the amendment is

(4) limited to a change expressly permitted by Section 2-605 of the Maryland General Corporation

Law to be made without action by the stockholders.

 

 

 

We the undersigned President and Secretary swear under penalties of perjury that the foregoing is a corporate act

 

(5)           /s/   (5)           /s/  
Secretary   President  
       
(6) Return address of filing party      
JPMorgan Chase Bank, N.A.      
70 Fargo Street, 3 East      
Boston, MA 02210      
Attention: Regulatory Services      

 

 

 

 

 EX-99.1 3 v362513_ex99-1.htm EXHIBIT 99.1

 

JF CHINA REGION FUND, INC.

 

 

FOR IMMEDIATE RELEASE

 

Contacts:

Simon Crinage, President and Interested Director

Lucy Dina, Secretary

Telephone: +44 20 7742 4000

Email: lucy.j.dina@jpmorgan.com

Website: http://www.jfchinaregion.com

 

 

JF CHINA REGION FUND, INC ANNOUNCES CHANGE OF NAME - BOSTON, MA, December 6, 2013

 

The Board of the JF China Region Fund, Inc (NYSE: JFC; the ‘Fund’) announces that it has decided to include the JPMorgan branding in the Fund’s name, given that the JF brand no longer exists. Therefore, with effect from December 6, 2013 the Fund will change its name to:

 

JPMorgan China Region Fund, Inc.

 

The Company will begin trading under its new name on December 13, 2013. The Company’s ticker will remain as ‘JFC’ but the Fund’s website address will shortly change to www.jpmchinaregion.com.

 

The Fund is a non-diversified, closed-end management investment company whose shares are traded on the New York Stock Exchange. The Fund trades under the symbol “JFC.”

 

The JF China Region Fund, Inc. invests primarily in equity securities of companies with substantial assets in, or revenues derived from, the People's Republic of China, Hong Kong, Taiwan, and Macao--collectively, the China Region.

 

J.P. Morgan Fund Services, in Boston, MA is the Fund’s accounting and administrative agent.