UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

FORM N-Q

 

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED
MANAGEMENT INVESTMENT COMPANY

 

Investment Company Act file number

811-21926

 

Morgan Stanley China A Share Fund, Inc.

(Exact name of registrant as specified in charter)

 

522 Fifth Avenue, New York, New York

 

10036

(Address of principal executive offices)

 

(Zip code)

 

John Gernon

522 Fifth Avenue, New York, New York 10036

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

212-296-0289

 

 

Date of fiscal year end:

December 31, 2013

 

 

Date of reporting period:

September 30, 2013

 

 



 

Item 1.  Schedule of Investments.

 

The Fund’s schedule of investments as of the close of the reporting period prepared pursuant to Rule 12-12 of Regulation S-X is as follows:

 


 


 

Morgan Stanley China A Share Fund, Inc.

Portfolio of Investments

Third Quarter Report

September 30, 2013 (unaudited)

 

 

 

Shares

 

Value
(000)

 

Common Stocks (98.2%)

 

 

 

 

 

Automobiles (9.6%)

 

 

 

 

 

SAIC Motor Corp., Ltd., Class A

 

22,740,941

 

$

50,268

 

 

 

 

 

 

 

Beverages (4.1%)

 

 

 

 

 

Tsingtao Brewery Co., Ltd., Class A

 

3,091,542

 

21,626

 

 

 

 

 

 

 

Capital Markets (4.1%)

 

 

 

 

 

CITIC Securities Co., Ltd., Class A

 

10,840,944

 

21,788

 

 

 

 

 

 

 

Commercial Banks (10.6%)

 

 

 

 

 

China Construction Bank Corp., Class A

 

49,610,844

 

34,835

 

China Merchants Bank Co., Ltd., Class A

 

11,054,414

 

19,700

 

China Merchants Bank Co., Ltd. H Shares (a)

 

657,957

 

1,197

 

 

 

 

 

55,732

 

Construction & Engineering (4.0%)

 

 

 

 

 

China State Construction Engineering Corp., Ltd., Class A

 

39,732,824

 

20,903

 

 

 

 

 

 

 

Construction Materials (5.7%)

 

 

 

 

 

Anhui Conch Cement Co., Ltd.

 

12,400,148

 

30,254

 

 

 

 

 

 

 

Electrical Equipment (1.5%)

 

 

 

 

 

TBEA Co., Ltd., Class A

 

4,019,869

 

7,931

 

 

 

 

 

 

 

Food & Staples Retailing (4.0%)

 

 

 

 

 

Zhongbai Holdings Group Co., Ltd., Class A

 

20,083,785

 

21,066

 

 

 

 

 

 

 

Health Care Providers & Services (2.4%)

 

 

 

 

 

Shanghai Pharmaceuticals Holding Co., Ltd., Class A

 

5,030,580

 

12,797

 

 

 

 

 

 

 

Hotels, Restaurants & Leisure (1.8%)

 

 

 

 

 

Hangzhou Songcheng Tourism Development Co., Ltd.

 

2,867,926

 

9,588

 

 

 

 

 

 

 

Household Durables (4.8%)

 

 

 

 

 

Gree Electric Appliances, Inc., Class A

 

2,352,221

 

10,211

 

Qingdao Haier Co., Ltd.

 

7,905,397

 

15,277

 

 

 

 

 

25,488

 

Information Technology Services (2.5%)

 

 

 

 

 

Hand Enterprise Solutions Co., Ltd.

 

4,715,685

 

12,998

 

 

 

 

 

 

 

Insurance (10.0%)

 

 

 

 

 

China Pacific Insurance Group Co., Ltd., Class A

 

18,340,072

 

52,591

 

 

 

 

 

 

 

Internet Software & Services (1.4%)

 

 

 

 

 

NetEase, Inc. ADR

 

102,900

 

7,472

 

 

 

 

 

 

 

Media (1.7%)

 

 

 

 

 

Bona Film Group Ltd. ADR (b)

 

1,705,800

 

8,955

 

 

 

 

 

 

 

Oil, Gas & Consumable Fuels (3.9%)

 

 

 

 

 

China Shenhua Energy Co., Ltd., Class A

 

7,462,931

 

20,312

 

 

 

 

 

 

 

Pharmaceuticals (9.9%)

 

 

 

 

 

China Resources Sanjiu Medical & Pharmaceutical Co., Ltd., Class A

 

12,840,559

 

51,954

 

 



 

Real Estate Management & Development (4.9%)

 

 

 

 

 

China Vanke Co., Ltd., Class A

 

14,469,114

 

21,535

 

Shanghai Shimao Co., Ltd., Class A

 

2,564,149

 

4,345

 

 

 

 

 

25,880

 

Software (5.7%)

 

 

 

 

 

Yonyou Software Co., Ltd., Class A

 

13,436,754

 

30,156

 

 

 

 

 

 

 

Specialty Retail (0.7%)

 

 

 

 

 

Suning Commerce Group Co., Ltd., Class A

 

1,789,896

 

3,752

 

 

 

 

 

 

 

Textiles, Apparel & Luxury Goods (2.1%)

 

 

 

 

 

XTEP International Holdings (a)

 

22,902,000

 

10,792

 

 

 

 

 

 

 

Transportation Infrastructure (2.8%)

 

 

 

 

 

Jiangsu Expressway Co., Ltd.

 

5,798,434

 

5,337

 

Shanghai International Airport Co., Ltd.

 

3,897,312

 

9,636

 

 

 

 

 

14,973

 

Total Common Stocks (Cost $496,230)

 

 

 

517,276

 

 

 

 

 

 

 

Short-Term Investment (0.0%)

 

 

 

 

 

Investment Company (0.0%)

 

 

 

 

 

Morgan Stanley Institutional Liquidity Funds - Money Market Portfolio - Institutional Class (c) (Cost $77)

 

76,739

 

77

 

Total Investments (98.2%) (Cost $496,307) (d)+

 

 

 

517,353

 

Other Assets in Excess of Liabilities (1.8%)

 

 

 

9,246

 

Net Assets (100.0%)

 

 

 

$

526,599

 

 


(a)                                Security trades on the Hong Kong exchange.

(b)                                Non-income producing security.

(c)                                 The Fund invests in the Morgan Stanley Institutional Liquidity Funds - Money Market Portfolio - Institutional Class (the “Liquidity Funds”), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to the advisory and administrative service fees paid by the Liquidity Funds with respect to assets invested by the Fund in the Liquidity Funds.

(d)                                The approximate fair value and percentage of net assets, $448,895,000 and 85.2%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in the Notes to the Portfolio of Investments.

+                                        At September 30, 2013, the U.S. Federal income tax cost basis of investments was approximately $496,307,000 and, accordingly, net unrealized appreciation for U.S. Federal income tax purposes was approximately $21,046,000 of which approximately $41,772,000 related to appreciated securities and approximately $20,726,000 related to depreciated securities.

 

ADR                    American Depositary Receipt.

 


 


 

Morgan Stanley China A Share Fund, Inc.

 

Notes to the Portfolio of Investments · September 30, 2013 (unaudited)

 

Security Valuation: (1) An equity portfolio security listed or traded on an exchange is valued at its latest reported sales price (or at the exchange official closing price if such exchange reports an official closing price), if there were no sales on a given day, the security is valued at the mean between the last reported bid and asked prices; (2) all other equity portfolio securities for which over-the-counter market quotations are readily available are valued at the mean between the last reported bid and asked prices. In cases where a security is traded on more than one exchange, the security is valued on the exchange designated as the primary market; (3) when market quotations are not readily available, including circumstances under which Morgan Stanley Investment Management Inc. (the “Adviser”) determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of a security’s market value, portfolio securities are valued at their fair value as determined in good faith under procedures established by and under the general supervision of the Fund’s Board of Directors (the “Directors”). Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange (“NYSE”). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (4) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; (5) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value as of the close of each business day; and (6) short-term debt securities with remaining maturities of 60 days or less at the time of purchase may be valued at amortized cost, unless the Adviser determines such valuation does not reflect the securities’ market value, in which case these securities will be valued at their fair market value determined by the Adviser.

 

Under procedures approved by the Directors, the Fund’s Adviser has formed a Valuation Committee. The Valuation Committee provides administration and oversight of the Fund’s valuation policies and procedures, which are reviewed at least annually by the Directors. These procedures allow the Fund to utilize independent pricing services, quotations from securities and financial instrument dealers, and other market sources to determine fair value.

 

The Fund has procedures to determine the fair value of securities and other financial instruments for which market prices are not readily available. Under these procedures, the Valuation Committee convenes on a regular and ad hoc basis to review such securities and considers a number of factors, including valuation methodologies and significant unobservable valuation inputs, when arriving at fair value. The Valuation Committee may employ a market-based approach which may use related or comparable assets or liabilities, recent transactions, market multiples, book values, and other relevant information for the investment to determine the fair value of the investment. An income-based valuation approach may also be used in which the anticipated future cash flows of the investment are discounted to calculate fair value. Discounts may also be applied due to the nature or duration of any restrictions on the disposition of the investments. Due to the inherent uncertainty of valuations of such investments, the fair values may differ significantly from the values that would have been used had an active market existed. The Valuation Committee employs various methods for calibrating these valuation approaches including a regular review of valuation methodologies, key inputs and assumptions, transactional back-testing or disposition analysis, and reviews of any related market activity.

 

Fair Value Measurement: Financial Accounting Standards Board (“FASB”) Accounting Standards CodificationTM (“ASC”) 820, “Fair Value Measurements and Disclosures” (“ASC 820”), defines fair value as the value that the Fund would receive to sell an investment or pay to transfer a liability in a timely transaction with an independent buyer in the principal market, or in the absence of a principal market the

 



 

most advantageous market for the investment or liability. ASC 820 establishes a three-tier hierarchy to distinguish between (1) inputs that reflect the assumptions market participants would use in valuing an asset or liability developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in valuing an asset or liability developed based on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund’s investments. The inputs are summarized in the three broad levels listed below.

 

· Level 1 — unadjusted quoted prices in active markets for identical investments

 

· Level 2 — other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

 

· Level 3 — significant unobservable inputs including the Fund’s own assumptions in determining the fair value of investments.  Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, or the appropriate stock exchange (for exchange-traded securities), analysis of the issuer’s financial statements or other available documents and, if necessary, available information concerning other securities in similar circumstances

 

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities and the determination of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to each security.

 

The following is a summary of the inputs used to value the Fund’s investments as of September 30, 2013.

 

Investment Type

 

Level 1
Unadjusted
quoted
prices
(000)

 

Level 2
Other
significant
observable
inputs
(000)

 

Level 3
Significant
unobservable
inputs
(000)

 

Total
(000)

 

Assets:

 

 

 

 

 

 

 

 

 

Common Stocks

 

 

 

 

 

 

 

 

 

Automobiles

 

$

 

$

50,268

 

$

 

$

50,268

 

Beverages

 

 

21,626

 

 

21,626

 

Capital Markets

 

 

21,788

 

 

21,788

 

Commercial Banks

 

 

55,732

 

 

55,732

 

Construction & Engineering

 

 

20,903

 

 

20,903

 

Construction Materials

 

 

30,254

 

 

30,254

 

Electrical Equipment

 

 

7,931

 

 

7,931

 

Food & Staples Retailing

 

 

21,066

 

 

21,066

 

Health Care Providers & Services

 

 

12,797

 

 

12,797

 

Hotels, Restaurants & Leisure

 

 

9,588

 

 

9,588

 

Household Durables

 

 

25,488

 

 

25,488

 

Information Technology Services

 

 

12,998

 

 

12,998

 

Insurance

 

 

52,591

 

 

52,591

 

Internet Software & Services

 

7,472

 

 

 

7,472

 

Media

 

8,955

 

 

 

8,955

 

Oil, Gas & Consumable Fuels

 

 

20,312

 

 

20,312

 

Pharmaceuticals

 

51,954

 

 

 

51,954

 

Real Estate Management & Development

 

 

25,880

 

 

25,880

 

Software

 

 

30,156

 

 

30,156

 

Specialty Retail

 

 

3,752

 

 

3,752

 

Textiles, Apparel & Luxury Goods

 

 

10,792

 

 

10,792

 

Transportation Infrastructure

 

 

14,973

 

 

14,973

 

Total Common Stocks

 

68,381

 

448,895

 

 

517,276

 

Short-Term Investment - Investment Company

 

77

 

 

 

77

 

Total Assets

 

$

68,458

 

$

448,895

 

$

 

$

517,353

 

 

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment’s valuation changes. The Fund recognizes transfers between the levels as of the end of the period. As of September 30, 2013, securities with a total value of approximately $51,954,000 transferred from Level 2 to Level 1. At December 31, 2012, the fair value of certain securities were adjusted due to developments which occurred between the time of the close of the foreign markets on which they trade and the close of business on the NYSE which resulted in their Level 2 classification.

 


 


 

Item 2.  Controls and Procedures.

 

(a) The Fund’s principal executive officer and principal financial officer have concluded that the Fund’s disclosure controls and procedures are sufficient to ensure that information required to be disclosed by the Fund in this Form N-Q was recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, based upon such officers’ evaluation of these controls and procedures as of a date within 90 days of the filing date of the report.

 

(b)  There were no changes in the Fund’s internal control over financial reporting that occurred during the registrant’s fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Fund’s internal control over financial reporting.

 

Item 3.  Exhibits.

 

(a) A separate certification for each principal executive officer and principal financial officer of the registrant 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.

 

Morgan Stanley China A Share Fund, Inc.

 

 

 

/s/ John Gernon

 

John Gernon

 

Principal Executive Officer

 

November 12, 2013

 

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

/s/ John Gernon

 

John Gernon

 

Principal Executive Officer

 

November 12, 2013

 

 

 

/s/ Francis Smith

 

Francis Smith

 

Principal Financial Officer

 

November 12, 2013