0001193125-18-339286.txt : 20181130 0001193125-18-339286.hdr.sgml : 20181130 20181130131506 ACCESSION NUMBER: 0001193125-18-339286 CONFORMED SUBMISSION TYPE: 497 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20181130 DATE AS OF CHANGE: 20181130 EFFECTIVENESS DATE: 20181130 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MATTHEWS INTERNATIONAL FUNDS CENTRAL INDEX KEY: 0000923184 IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 497 SEC ACT: 1933 Act SEC FILE NUMBER: 033-78960 FILM NUMBER: 181210646 BUSINESS ADDRESS: STREET 1: FOUR EMBARCADERO CENTER STREET 2: SUITE 550 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 BUSINESS PHONE: 8007898742 MAIL ADDRESS: STREET 1: FOUR EMBARCADERO CENTER STREET 2: SUITE 550 CITY: SAN FRANCISCO STATE: CA ZIP: 94111 0000923184 S000001029 MATTHEWS PACIFIC TIGER FUND C000002785 Investor Class Shares MAPTX C000093221 Institutional Class Shares MIPTX 0000923184 S000001030 MATTHEWS ASIAN GROWTH AND INCOME FUND C000002786 Investor Class Shares MACSX C000093222 Institutional Class Shares MICSX 0000923184 S000001031 MATTHEWS KOREA FUND C000002788 Investor Class Shares MAKOX C000093223 Institutional Class Shares MIKOX 0000923184 S000001032 MATTHEWS CHINA FUND C000002790 Investor Class Shares MCHFX C000093224 Institutional Class Shares MICFX 0000923184 S000001033 MATTHEWS JAPAN FUND C000002791 Investor Class Shares MJFOX C000093225 Institutional Class Shares MIJFX 0000923184 S000001034 MATTHEWS ASIA INNOVATORS FUND C000002792 Investor Class Shares MATFX C000093226 Institutional Class Shares MITEX 0000923184 S000001035 MATTHEWS ASIA GROWTH FUND C000002793 Investor Class Shares MPACX C000093227 Institutional Class Shares MIAPX 0000923184 S000001036 MATTHEWS INDIA FUND C000002794 Investor Class Shares MINDX C000093228 Institutional Class Shares MIDNX 0000923184 S000013856 MATTHEWS ASIA DIVIDEND FUND C000038018 Investor Class Shares MAPIX C000093229 Institutional Class Shares MIPIX 0000923184 S000023269 MATTHEWS ASIA SMALL COMPANIES FUND C000068052 Investor Class Shares MSMLX C000093230 Institutional Class Shares MISMX 0000923184 S000027009 MATTHEWS CHINA DIVIDEND FUND C000081250 Investor Class Shares MCDFX C000093231 Institutional Class Shares MICDX 0000923184 S000032816 MATTHEWS CHINA SMALL COMPANIES FUND C000101279 Investor Class Shares MCSMX C000195803 Institutional Class Shares MICHX 0000923184 S000034706 MATTHEWS ASIA STRATEGIC INCOME FUND C000106892 Institutional Class Shares MINCX C000106893 Investor Class Shares MAINX 0000923184 S000040682 MATTHEWS ASIA FOCUS FUND C000126153 Institutional Class Shares MIFSX C000126154 Investor Class Shares MAFSX 0000923184 S000040683 MATTHEWS EMERGING ASIA FUND C000126155 Institutional Class Shares MIASX C000126156 Investor Class Shares MEASX 0000923184 S000049136 Matthews Asia ESG Fund C000154925 Investor Class Shares MASGX C000154926 Institutional Class Shares MISFX 0000923184 S000051743 MATTHEWS ASIA VALUE FUND C000162839 Investor Class Shares MAVRX C000162840 Institutional Class Shares MAVAX 0000923184 S000053714 MATTHEWS ASIA CREDIT OPPORTUNITIES FUND C000168876 Investor Class Shares MCRDX C000168877 Institutional Class Shares MICPX 497 1 d660617d497.htm FORM 497 Form 497

SUPPLEMENT DATED NOVEMBER 30, 2018

TO THE STATEMENT OF ADDITIONAL INFORMATION OF

MATTHEWS ASIA FUNDS

DATED APRIL 30, 2018

For all existing and prospective shareholders of Matthews Asia Funds:

1. Effective November 14, 2018, G. Paul Matthews retired as a Trustee from the Board of Trustees, and Robert Horrocks was elected by the Board of Trustees to serve as a Trustee.

Effective immediately, the following table replaces the “INTERESTED TRUSTEES” portion of the “Trustees and Officers” table on page 40:

 

Name and Year of

Birth

  

Position(s)

Held with the Trust

   

Term of

Office and

Length of

Time Served1

   

Principal Occupation(s)

During Past 5 Years

    Number of

Portfolios

in Fund

Complex

Overseen

By Trustee

   

Other Trusteeships/

Directorships

(number of

portfolios) Held by

Trustee During Past

5 Years

INTERESTED TRUSTEES

 

William J. Hackett2

Born 1967

   Trustee and President    Trustee since 2015 and President since 2008    Director (since 2015), Chief Executive Officer (since 2009), President (since 2008), and Secretary (2007-2016), Matthews (investment management); President (2013-2017), Matthews A Share Selections Fund, LLC (registered investment company); Manager (since 2010), Matthews Global Investors S.à r.l. (Luxembourg) (investment management); Director (since 2010), Matthews Global Investors (Hong Kong) Limited (investment management); Partner (2002–2007), Deloitte & Touche, LLP (accounting).    18    Director (2015-2017), Matthews A Share Selections Fund, LLC (2 Portfolios); Chairman (since 2010) Director (since 2009), Matthews Asia Funds SICAV (Luxembourg) (12 Portfolios); Director (since 2009), Matthews Asian Selections Funds, PLC (Ireland) (1 Portfolio).

Robert Horrocks2

Born 1968

   Trustee and Vice President    Trustee since 20183 and Vice President since 2009    Chief Investment Officer (since 2009), Director of Research (2008-2009), Matthews (investment management); Head of Research (2006-2008), Mirae Asset Management (investment management); Chief Investment Officer (2003-2006), Everbright Pramerica (investment management).    18    None
  1 

Each Trustee serves for an indefinite term, until retirement age or until his/her successor is elected.

 

  2 

Mr. Hackett is deemed an “interested person” of the Trust as defined under the 1940 Act because of his ownership interest in Matthews and the executive officer position he holds with Matthews. Mr. Horrocks is deemed an “interested person” of the Trust as defined under the 1940 Act because of his ownership interest in Matthews and the executive officer position he holds with Matthews.

 

  3 

Effective November 14, 2018, G. Paul Matthews retired as a Trustee from the Board of Trustees, and Mr. Horrocks was elected by the Board of Trustees to fill that vacancy and to serve as a Trustee.

Effective immediately, the following row is removed from the “OFFICERS WHO ARE NOT TRUSTEES” portion of the “Trustees and Officers” table on page 41:

 

Name and Year of

Birth

  

Position(s) Held

with the Trust

    Term of Office and Length of Time Served    Principal Occupation(s) During Past 5 Years
OFFICERS WHO ARE NOT TRUSTEES1

Robert Horrocks

Born 1968

   Vice President    Since 2009    Chief Investment Officer (since 2009), Director of Research (2008-2009), Matthews (investment management); Head of Research (2006-2008), Mirae Asset Management (investment management); Chief Investment Officer (2003-2006), Everbright Pramerica (investment management).

Effective immediately, the following text replaces the 5th paragraph on page 44:

Mr. Horrocks has extensive investment management experience as the Chief Investment Officer of Matthews and has been serving as the chief investment officer or similar function in the investment management industry since 2003.

Effective immediately, the following table is inserted in the “INTERESTED TRUSTEES” portion of the “Fund Ownership by Trustees” table immediately following the information with respect to William J. Hackett and replaces the information provided with respect to G. Paul Matthews on page 45:

 

Name of Trustee    Dollar Range of Equity Securities in each of the Funds   Aggregate Dollar Range of Equity Securities in All Registered Investment Companies Overseen by Trustee within the Family of Investment Companies*
INTERESTED TRUSTEES
Robert Horrocks   

•   Matthews Asia Strategic Income Fund

•   Matthews Asian Growth and Income Fund

•   Matthews Asia Dividend Fund

•   Matthews China Dividend Fund

•   Matthews Asia Focus Fund

  

Over $100,000

Over $100,000

Over $100,000

Over $100,000

Over $100,000

   Over $100,000

Effective immediately, the following table is inserted in the “Interested Trustees” portion of the “Compensation” table immediately following the information with respect to William J. Hackett and replaces the information provided with respect to G. Paul Matthews on page 46:

 

   Fiscal Year Ended December 31, 2017
   Aggregate

Compensation

from the Trust

    Pension or
Retirement
Benefits
Accrued

as Part of
Fund

Expenses

    Estimated
Annual
Benefits
Upon
Retirement		    Total
Compensation
From Fund
Complex Paid
to Trustees**
Interested Trustees*
Robert Horrocks***    N/A    N/A    N/A    N/A

 

  *

No compensation is paid by the Trust to the Interested Trustees.

 

  **

The “Fund Complex” consists of the Trust’s 18 Funds.

 

  ***

Information with respect to Mr. Horrocks was denoted as “N/A” because he was elected as a Trustee effective as of November 14, 2018.

Effective immediately, the following disclosure replaces the first paragraph under the heading “Investment Advisor, Underwriter and Other Service Providers – Investment Advisor” on page 58:

Currently the Trust employs only one investment advisor, Matthews International Capital Management, LLC. RBC USA Holdco Corporation (“RBC”), which is a direct, wholly owned subsidiary of the publicly traded Royal Bank of Canada, and Mizuho Bank, Ltd. (“Mizuho”), which is a direct, wholly owned subsidiary of the publicly traded Mizuho Financial Group, Inc., each has an ownership interest of 10 – 25% in Matthews. Funds managed by a subsidiary of Lovell Minnick Partners LLC (“Lovell Minnick”), a private equity firm and registered investment advisor, also have a collective ownership interest (through direct owners) of 10 – 25% in Matthews. G. Paul Matthews, who is a member of the Board of Directors of Matthews, and Mark W. Headley, who is the Chairman and a member of the Board of Directors of Matthews, each has an ownership interest of 10 – 25%, and 5 – 10%, respectively, in Matthews. A representative of each of RBC, Lovell Minnick and Mizuho, as well as Mr. Matthews and Mr. Headley, are members of the Board of Directors of Matthews. Because of their ownership of, or positions with, Matthews, each of RBC, Lovell Minnick, Mizuho, Mr. Matthews and Mr. Headley may, for certain purposes, be deemed to be affiliated with Matthews. For these reasons, each of Mr. Matthews and Mr. Headley may be deemed to be affiliated persons of the Funds.

2. Effective immediately, the following disclosure is added to the paragraph appearing under the heading “Investment Advisor, Underwriter and Other Service Providers – Custodian” on page 74:

Although the Trust no longer has in effect a committed line of credit for purposes of funding proceeds for redemptions, a Fund might be able to use an overdraft from the custodian if needed under certain circumstances for temporary or emergency purposes. Any overdraft made available by the custodian would be in the discretion of the custodian, may not be available when needed by a Fund and would likely be more expensive than a comparable borrowing under a formal line of credit.

3. Effective immediately, the following disclosure replaces the first paragraph on page 8:

Each of the Funds, other than the Matthews Asia Strategic Income Fund, the Matthews Asia Credit Opportunities Fund and the Matthews Asian Growth and Income Fund, may invest no more than 20% of its total assets in debt securities, including securities issued by government entities and their political subdivisions. The Matthews Asia Strategic Income Fund, the Matthews Asia Credit Opportunities Fund and the Matthews Asian Growth and Income Fund are permitted to invest in debt securities of any quality, including high yield debt securities rated below investment grade (commonly referred to as “junk bonds”) and unrated debt securities. The Matthews Asia Strategic Income Fund may invest up to 50% of its total assets in securities of issuers from a single country (including the government of that country, its agencies, instrumentalities and political subdivisions), and up to 25% of its total assets may be invested in the securities issued by any one Asian government (including its agencies, instrumentalities and political subdivisions). The Matthews Asia Credit Opportunities Fund may invest 25% or more of its total assets in securities of issuers from a single country (including the government of that country, its agencies, instrumentalities and political subdivisions), and up to 25% of its total assets may be invested in the securities issued by any one Asian government (including its agencies, instrumentalities and political subdivisions).

Please retain this Supplement with your records.