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SEC Company Response from TAIWAN FUND INC (TWN) (CIK 0000804123) (TWN) — Mar 12, 2020

TAIWAN FUND INC (TWN) (CIK 0000804123)
Date: March 12, 2020 · CIK: 0000804123 · Accession: 0001193125-20-071508

AI Filing Summary & Sentiment

File numbers found in text: 811-04893

Date
March 12, 2020
Author
/s/ Leonard B. Mackey, Jr.
Form
CORRESP
Company
TAIWAN FUND INC (TWN) (CIK 0000804123)

Letter

VIA EDGAR CORRESPONDENCE Securities and Exchange Commission Division of Investment Management Washington, DC 20549 (202) 551-6769 Re: The Taiwan Fund, Inc. (“Registrant”) (File No. 811-04893)

Dear Ms. O’Neal:

This letter is in response to the comments that you provided on March 9, 2020 regarding the preliminary proxy statement for the above-referenced Registrant, which was filed on Schedule 14A with the Securities and Exchange Commission (“SEC”) on March 2, 2020 (the “proxy statement”). The comments of the SEC Staff (the “Staff”) and the Registrant’s responses are listed below and are also reflected in a definitive proxy statement filed with the SEC today. The Registrant respectfully requests confirmation that the Staff has no further comments on the preliminary proxy statement. Defined terms used but not defined herein are intended to have the meaning ascribed to them in the proxy statement.

1. Comment: Please confirm that the proxy statement complies with all of the applicable requirements set forth in Item 22 of Schedule 14A.

Response: The Registrant informs the Staff supplementally that it has complied with all of the applicable requirements set forth in Item 22 of Schedule 14A.

2. Comment: Under the “PROPOSAL 2 – APPROVAL OF AN AGREEMENT OF MERGER REINCORPORATING THE FUND UNDER THE LAWS OF THE STATE OF MARYLAND” section, please provide a summary of the differences of the rights of stockholders of the Registrant and Taiwan-Maryland.

Response: The Registrant has included additional disclosure as follows under the heading “COMPARISON OF RIGHTS OF STOCKHOLDERS OF TAIWAN-DELAWARE AND TAIWAN-MARYLAND”:

As described in additional detail below, the only significant difference of the rights of stockholders of Taiwan-Delaware and Taiwan-Maryland is that the Maryland Charter provides that stockholders will not be entitled to exercise appraisal rights.

If you have any further comments or questions, please contact me at (212) 878-8489.

Sincerely,
/s/ Leonard B. Mackey, Jr.

Show Raw Text
CORRESP
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filename1.htm

SEC Response Letter

 March 12, 2020

VIA EDGAR CORRESPONDENCE

 Ms. Deborah O’Neal

 Securities and Exchange Commission

 Division of Investment
Management

 100 F. Street, N.E.

 Washington, DC 20549

(202) 551-6769

Re:
 The Taiwan Fund, Inc. (“Registrant”)

 (File No. 811-04893)

Dear Ms. O’Neal:

 This letter is in
response to the comments that you provided on March 9, 2020 regarding the preliminary proxy statement for the above-referenced Registrant, which was filed on Schedule 14A with the Securities and Exchange Commission (“SEC”) on
March 2, 2020 (the “proxy statement”). The comments of the SEC Staff (the “Staff”) and the Registrant’s responses are listed below and are also reflected in a definitive proxy statement filed with the SEC today. The
Registrant respectfully requests confirmation that the Staff has no further comments on the preliminary proxy statement. Defined terms used but not defined herein are intended to have the meaning ascribed to them in the proxy statement.

1.    Comment: Please confirm that the proxy statement complies with all of the applicable requirements set forth in Item 22
of Schedule 14A.

 Response: The Registrant informs the Staff supplementally that it has complied with all of the applicable requirements set forth
in Item 22 of Schedule 14A.

 2.    Comment: Under the “PROPOSAL 2 – APPROVAL OF AN AGREEMENT OF MERGER
REINCORPORATING THE FUND UNDER THE LAWS OF THE STATE OF MARYLAND” section, please provide a summary of the differences of the rights of stockholders of the Registrant and Taiwan-Maryland.

Response: The Registrant has included additional disclosure as follows under the heading “COMPARISON OF RIGHTS OF STOCKHOLDERS OF TAIWAN-DELAWARE
AND TAIWAN-MARYLAND”:

 As described in additional detail below, the only significant difference of the rights of stockholders of
Taiwan-Delaware and Taiwan-Maryland is that the Maryland Charter provides that stockholders will not be entitled to exercise appraisal rights.

 If you have
any further comments or questions, please contact me at (212) 878-8489.

Sincerely,

/s/ Leonard B. Mackey, Jr.

Leonard B. Mackey, Jr.

Clifford Chance US LLP

Cc:
 Brian F. Link

Secretary

 The Taiwan Fund, Inc.