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 H. 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, 2014

 

 

Date of reporting period:

September 30, 2014

 

 



 

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:

 



 

2014 Third Quarter Report

September 30, 2014 (unaudited)

 

Portfolio of Investments

Morgan Stanley China A Share Fund, Inc.

 

 

 

Shares

 

Value
(000)

 

Common Stocks (101.0%)

 

 

 

 

 

Automobiles (3.9%)

 

 

 

 

 

SAIC Motor Corp., Ltd., Class A

 

7,450,294

 

$

21,940

 

 

 

 

 

 

 

Banks (10.1%)

 

 

 

 

 

China Construction Bank Corp., Class A

 

47,459,044

 

31,462

 

China Merchants Bank Co., Ltd., Class A

 

15,234,880

 

25,782

 

 

 

 

 

57,244

 

Beverages (7.4%)

 

 

 

 

 

Kweichow Moutai Co., Ltd., Class A

 

343,018

 

9,058

 

Tsingtao Brewery Co., Ltd., Class A

 

3,816,684

 

24,319

 

Wuliangye Yibin Co., Ltd., Class A

 

2,808,383

 

8,449

 

 

 

 

 

41,826

 

Capital Markets (5.0%)

 

 

 

 

 

CITIC Securities Co., Ltd., Class A

 

13,139,644

 

28,507

 

 

 

 

 

 

 

Construction & Engineering (5.9%)

 

 

 

 

 

China Railway Construction Corp., Ltd., Class A

 

13,125,768

 

11,181

 

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

 

39,732,824

 

21,939

 

 

 

 

 

33,120

 

Construction Materials (1.5%)

 

 

 

 

 

Anhui Conch Cement Co., Ltd., Class A

 

3,127,848

 

8,753

 

 

 

 

 

 

 

Food & Staples Retailing (3.0%)

 

 

 

 

 

Zhongbai Holdings Group Co., Ltd., Class A

 

11,789,085

 

16,744

 

 

 

 

 

 

 

Health Care Providers & Services (4.3%)

 

 

 

 

 

Shanghai Pharmaceuticals Holding Co., Ltd., Class A

 

10,031,192

 

24,263

 

 

 

 

 

 

 

Hotels, Restaurants & Leisure (1.0%)

 

 

 

 

 

Tsui Wah Holdings Ltd. (a)

 

15,098,000

 

5,619

 

 

 

 

 

 

 

Household Durables (6.8%)

 

 

 

 

 

Qingdao Haier Co., Ltd., Class A

 

14,928,667

 

38,419

 

 

 

 

 

 

 

Insurance (12.0%)

 

 

 

 

 

China Life Insurance Co., Ltd., Class A

 

22,414,232

 

56,771

 

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

 

3,585,372

 

11,335

 

 

 

 

 

68,106

 

Media (0.9%)

 

 

 

 

 

Bona Film Group Ltd. ADR (b)

 

858,302

 

5,159

 

 

 

 

 

 

 

Metals & Mining (4.0%)

 

 

 

 

 

Baoshan Iron & Steel Co., Ltd., Class A

 

23,708,496

 

16,759

 

Zhongjin Gold Co. Ltd.

 

4,339,810

 

6,044

 

 

 

 

 

22,803

 

Oil, Gas & Consumable Fuels (9.6%)

 

 

 

 

 

China Petroleum & Chemical Corp., Class A

 

42,661,188

 

36,828

 

 



 

China Shenhua Energy Co., Ltd., Class A

 

6,810,530

 

17,261

 

 

 

 

 

54,089

 

Pharmaceuticals (9.9%)

 

 

 

 

 

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

 

15,587,452

 

55,830

 

 

 

 

 

 

 

Real Estate Management & Development (3.9%)

 

 

 

 

 

China Overseas Grand Oceans Group Ltd. (a)

 

9,120,000

 

5,168

 

China Vanke Co., Ltd., Class A

 

11,410,471

 

17,061

 

 

 

 

 

22,229

 

Semiconductors & Semiconductor Equipment (0.9%)

 

 

 

 

 

Sanan Optoelectronics Co. Ltd.

 

2,117,653

 

5,326

 

 

 

 

 

 

 

Software (4.4%)

 

 

 

 

 

Yonyou Software Co., Ltd., Class A

 

9,121,652

 

24,797

 

 

 

 

 

 

 

Specialty Retail (1.4%)

 

 

 

 

 

Suning Commerce Group Co., Ltd., Class A (b)

 

5,788,796

 

8,071

 

 

 

 

 

 

 

Textiles, Apparel & Luxury Goods (1.4%)

 

 

 

 

 

XTEP International Holdings Ltd. (a)

 

17,425,000

 

7,899

 

 

 

 

 

 

 

Transportation Infrastructure (3.7%)

 

 

 

 

 

Shanghai International Airport Co., Ltd., Class A

 

8,439,674

 

20,702

 

Total Common Stocks (Cost $536,901)

 

 

 

571,446

 

 

 

 

 

 

 

Short-Term Investment (0.1%)

 

 

 

 

 

Investment Company (0.1%)

 

 

 

 

 

Morgan Stanley Institutional Liquidity Funds - Money Market Portfolio - Institutional Class (c) (Cost $456)

 

456,302

 

456

 

Total Investments (101.1%) (Cost $537,357) +

 

 

 

571,902

 

Liabilities in Excess of Other Assets (-1.1%)

 

 

 

(6,298

)

Net Assets (100.0%)

 

 

 

$

565,604

 

 


(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.

+                                         At September 30, 2014, the U.S. Federal income tax cost basis of investments was approximately $537,357,000 and, accordingly, net unrealized appreciation for U.S. Federal income tax purposes was approximately $34,545,000 of which approximately $49,094,000 related to appreciated securities and approximately $14,549,000 related to depreciated securities.

ADR                     American Depositary Receipt.

 



 

Morgan Stanley China A Share Fund, Inc.

 

Notes to the Portfolio of Investments · September 30, 2014 (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 (“OTC”) market quotations are readily available are valued at its latest reported sales price. 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”) or Morgan Stanley Investment Management Company (“MSIM Company”) (the “Sub-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, 2014.

 

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

 

$

21,940

 

$

 

$

 

$

21,940

 

Banks

 

57,244

 

 

 

57,244

 

Beverages

 

41,826

 

 

 

41,826

 

Capital Markets

 

28,507

 

 

 

28,507

 

Construction & Engineering

 

33,120

 

 

 

33,120

 

Construction Materials

 

8,753

 

 

 

8,753

 

Food & Staples Retailing

 

16,744

 

 

 

16,744

 

Health Care Providers & Services

 

24,263

 

 

 

24,263

 

Hotels, Restaurants & Leisure

 

5,619

 

 

 

5,619

 

Household Durables

 

38,419

 

 

 

38,419

 

Insurance

 

68,106

 

 

 

68,106

 

Media

 

5,159

 

 

 

5,159

 

Metals & Mining

 

22,803

 

 

 

22,803

 

Oil, Gas & Consumable Fuels

 

54,089

 

 

 

54,089

 

Pharmaceuticals

 

55,830

 

 

 

55,830

 

Real Estate Management & Development

 

22,229

 

 

 

22,229

 

Semiconductors & Semiconductor Equipment

 

5,326

 

 

 

5,326

 

Software

 

24,797

 

 

 

24,797

 

Specialty Retail

 

8,071

 

 

 

8,071

 

Textiles, Apparel & Luxury Goods

 

7,899

 

 

 

7,899

 

Transportation Infrastructure

 

20,702

 

 

 

20,702

 

Total Common Stocks

 

571,446

 

 

 

571,446

 

Short-Term Investment

 

 

 

 

 

 

 

 

 

Investment Company

 

456

 

 

 

456

 

Total Assets

 

$

571,902

 

$

 

$

 

$

571,902

 

 

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, 2014, the Fund did not have any investments transfer between investment levels.

 



 

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 H. Gernon

 

John H. Gernon

 

Principal Executive Officer

 

November 19, 2014

 

 

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 H. Gernon

 

John H. Gernon

 

Principal Executive Officer

 

November 19, 2014

 

 

 

/s/ Francis Smith

 

Francis Smith

 

Principal Financial Officer

 

November 19, 2014