UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number

811-08510

 

Matthews International Funds

(Exact name of registrant as specified in charter)

 

Four Embarcadero Center, Suite 550
San Francisco, CA 94111

(Address of principal executive offices) (Zip code)

 

William J. Hackett, President

Four Embarcadero Center, Suite 550

San Francisco, CA 94111

(Name and address of agent for service)

 

Registrant’s telephone number, including area code:

415-788-7553

 

 

Date of fiscal year end:

December 31

 

 

Date of reporting period:

December 31, 2013

 

 

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

 

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

 



 

Item 1. Reports to Stockholders.

 

The Report to Shareholders is attached herewith.

 


 


 

GRAPHIC

 


 


Performance and Expenses

       

Average Annual Total Return

      2013
Annual
     
   

1 year

 

5 years

 

10 years

  Since
Inception
  Inception
Date
  Operating
Expenses
  Prospectus
Expense Ratios*
 

Matthews Asia Strategic Income Fund

 

Investor Class (MAINX)

   

-0.50

%

   

n.a.

     

n.a.

     

5.80

%

   

11/30/11

     

1.28

%

   

1.85

%

 

After Fee Waiver and Reimbursement/After Voluntary Fee Waiver and Expense Reimbursement

                 

   

n.a./1.20%2

     

1.40%1/1.17%2

   

Institutional Class (MINCX)

   

-0.20

%

   

n.a.

     

n.a.

     

6.01

%

   

11/30/11

     

1.09

%

   

1.70

%

 

After Fee Waiver and Reimbursement/After Voluntary Fee Waiver and Expense Reimbursement

                                           

n.a./1.00%2

     

1.25%1/1.00%2

   

Matthews Asian Growth and Income Fund

 

Investor Class (MACSX)

   

4.83

%

   

14.92

%

   

11.12

%

   

10.74

%

   

9/12/94

     

1.08

%

   

1.11

%

 

Institutional Class (MICSX)

   

5.04

%

   

n.a.

     

n.a.

     

6.58

%

   

10/29/10

     

0.93

%

   

0.97

%

 

Matthews Asia Dividend Fund

 

Investor Class (MAPIX)

   

11.27

%

   

17.16

%

   

n.a.

     

10.77

%

   

10/31/06

     

1.06

%

   

1.09

%

 

Institutional Class (MIPIX)

   

11.43

%

   

n.a.

     

n.a.

     

7.49

%

   

10/29/10

     

0.93

%

   

0.97

%

 

Matthews China Dividend Fund

 

Investor Class (MCDFX)

   

13.35

%

   

n.a.

     

n.a.

     

11.26

%

   

11/30/09

     

1.24

%

   

1.47

%

 

After Fee Waiver, Reimbursement and Recapture

                       

1.34

%

   

1.50

%3

 

Institutional Class (MICDX)

   

13.72

%

   

n.a.

     

n.a.

     

8.53

%

   

10/29/10

     

1.08

%

   

1.29

%

 

Matthews Asia Focus Fund

 

Investor Class (MAFSX)

   

n.a.

     

n.a.

     

n.a.

     

-2.63

%4

   

4/30/13

     

3.50

%

   

2.38

%

 

After Fee Waiver and Reimbursement/After Voluntary Fee Waiver and Expense Reimbursement

                       

1.92%5/1.71%6

     

1.91%5/1.70%6

   

Institutional Class (MIFSX)

   

n.a.

     

n.a.

     

n.a.

     

-2.48

%4

   

4/30/13

     

3.32

%

   

2.22

%

 

After Fee Waiver and Reimbursement/After Voluntary Fee Waiver and Expense Reimbursement

                                           

1.75%5/1.50%6

     

1.75%5/1.50%6

   

Matthews Asia Growth Fund

 

Investor Class (MPACX)

   

19.35

%

   

17.59

%

   

10.39

%

   

10.55

%

   

10/31/03

     

1.12

%

   

1.16

%

 

Institutional Class (MIAPX)

   

19.63

%

   

n.a.

     

n.a.

     

7.67

%

   

10/29/10

     

0.93

%

   

0.98

%

 

Matthews Pacific Tiger Fund

 

Investor Class (MAPTX)

   

3.63

%

   

18.96

%

   

12.68

%

   

8.89

%

   

9/12/94

     

1.09

%

   

1.11

%

 

Institutional Class (MIPTX)

   

3.78

%

   

n.a.

     

n.a.

     

3.74

%

   

10/29/10

     

0.92

%

   

0.95

%

 

Matthews Emerging Asia Fund

 

Investor Class (MEASX)

   

n.a.

     

n.a.

     

n.a.

     

-0.61

%4

   

4/30/13

     

2.39

%

   

2.83

%

 

After Fee Waiver and Reimbursement/After Voluntary Fee Waiver and Expense Reimbursement

                       

2.18%5/1.98%6

     

2.16%5/1.95%6

   

Institutional Class (MIASX)

   

n.a.

     

n.a.

     

n.a.

     

-0.55

%4

   

4/30/13

     

2.21

%

   

2.67

%

 

After Fee Waiver and Reimbursement/After Voluntary Fee Waiver and Expense Reimbursement

                                           

2.00%5/1.75%6

     

2.00%5/1.75%6

   

Matthews China Fund

 

Investor Class (MCHFX)

   

6.84

%

   

14.89

%

   

12.27

%

   

10.76

%

   

2/19/98

     

1.08

%

   

1.12

%

 

Institutional Class (MICFX)

   

6.97

%

   

n.a.

     

n.a.

     

-1.31

%

   

10/29/10

     

0.91

%

   

0.91

%

 

Matthews India Fund

 

Investor Class (MINDX)

   

-5.90

%

   

15.50

%

   

n.a.

     

8.62

%

   

10/31/05

     

1.13

%

   

1.18

%

 

Institutional Class (MIDNX)

   

-5.67

%

   

n.a.

     

n.a.

     

-7.72

%

   

10/29/10

     

0.95

%

   

0.98

%

 

Matthews Japan Fund

 

Investor Class (MJFOX)

   

34.03

%

   

12.01

%

   

3.96

%

   

5.53

%

   

12/31/98

     

1.10

%

   

1.20

%

 

Institutional Class (MIJFX)

   

34.27

%

   

n.a.

     

n.a.

     

13.51

%

   

10/29/10

     

0.96

%

   

1.04

%

 

Matthews Korea Fund

 

Investor Class (MAKOX)

   

10.11

%

   

20.46

%

   

12.20

%

   

6.23

%

   

1/3/95

     

1.13

%

   

1.16

%

 

Institutional Class (MIKOX)

   

9.87

%

   

n.a.

     

n.a.

     

10.96

%

   

10/29/10

     

0.97

%

   

1.00

%

 

Matthews Asia Small Companies Fund

 

Investor Class (MSMLX)

   

7.19

%

   

23.92

%

   

n.a.

     

17.12

%

   

9/15/08

     

1.47

%

   

1.50

%

 

Institutional Class (MISMX)7

   

7.36

%

   

23.96

%

   

n.a.

     

17.15

%

   

4/30/13

     

1.25

%

   

1.36

%

 

Matthews China Small Companies Fund

 

Investor Class (MCSMX)

   

28.85

%

   

n.a.

     

n.a.

     

0.15

%

   

5/31/11

     

2.04

%

   

3.26

%

 

After Fee Waiver and Reimbursement

                                           

2.00

%8

   

2.00

%8

 

Matthews Asia Science and Technology Fund

 

Investor Class (MATFX)

   

35.61

%

   

21.92

%

   

10.14

%

   

2.11

%

   

12/27/99

     

1.18

%

   

1.18

%

 

Institutional Class (MITEX)7

   

35.75

%

   

21.95

%

   

10.15

%

   

2.12

%

   

4/30/13

     

1.00

%

   

1.02

%

 

*  These figures are from the Fund's prospectus dated as of April 30, 2013 and may differ from the actual expense ratios for fiscal year 2013, as shown in the Financial Highlights section of this report, and may not reflect actual expense ratios for the newer Funds or Classes that commenced operations in 2013.

1  Matthews has contractually agreed to waive fees and reimburse expenses until August 31, 2014 to the extent needed to limit Total Annual Fund Operating Expenses to 1.25% for the Institutional Class and agreed to reduce the expense ratio by an equal amount for the Investor Class. Because certain expenses of the Investor Class are higher than the Institutional Class, the Total Annual Fund Operating Expenses After Fee Waiver and Expense Reimbursement for the Investor Class may exceed 1.25%. The amounts of the waivers and reimbursements are based on estimated Fund expenses. The fee waivers and expense reimbursements may be terminated at any time by the Board of Trustees or the Trust on behalf of the Fund on 60 days' written notice.

2  Matthews has also agreed to waive fees and reimburse additional expenses for the Institutional Class of the Fund on a voluntary basis if its expense ratio exceeds 1.00%. Furthermore, any amounts voluntarily waived by Matthews in respect of the Institutional Class, excluding any voluntary waiver of class-specific shareholder servicing fees, may also be waived for the Investor Class. These voluntary waivers and/or reimbursements may be terminated at any time in the sole and absolute discretion of Matthews, subject to prior notice to the Board of Trustees.

3  The Advisor has contractually agreed to waive the Fund's fees and reimburse expenses until at least August 31, 2014 to the extent needed to limit total annual operating expenses to 1.50%. The amounts of the waivers and reimbursements are based on estimated Fund expenses. The fee waivers and expense reimbursements may be terminated at any time by the Board of Trustees or the Trust on behalf of the Fund on 60 days' written notice.

4  Actual return, not annualized.

5  Matthews has contractually agreed to waive fees and reimburse expenses until August 31, 2015 to the extent needed to limit Total Annual Fund Operating Expenses to 1.75% for the Institutional Class of the Asia Focus Fund and to 2.00% for the Institutional Class of the Emerging Asia Fund, and agreed to reduce the expense ratio by an equal amount for the corresponding Investor Class of each Fund. Because certain expenses of the Investor Class are higher than the Institutional Class, the Total Annual Fund Operating Expenses After Fee Waiver and Expense Reimbursement for the Investor Class may exceed 1.75% or 2.00%, respectively. The amounts of the waivers and reimbursements are based on estimated Fund expenses. The fee waivers and expense reimbursements may be terminated at any time by the Board of Trustees or the Trust on behalf of the Fund on 60 days' written notice.

6  Matthews has also agreed to waive fees and reimburse additional expenses for the Institutional Class of each Fund on a voluntary basis if its expense ratio exceeds 1.50% for the Asia Focus Fund and 1.75% for the Emerging Asia Fund. Furthermore, any amounts voluntarily waived by Matthews in respect of an Institutional Class, excluding any voluntary waiver of class-specific shareholder servicing fees, may also be waived for its corresponding Investor Class. These voluntary waivers and/or reimbursements may be terminated at any time in the sole and absolute discretion of Matthews, subject to prior notice to the Board of Trustees.

7  Institutional Class Shares were first offered on April 30, 2013. For performance since that date, please see each Fund's performance table in the report. Performance for the Institutional Class Shares prior to its inception is based on the performance of the Investor Class. Performance differences between the Institutional Class and Investor Class may arise due to differences in fees charged to each class.

8  The Advisor has contractually agreed to waive the Fund's fees and reimburse expenses until at least August 31, 2014 to the extent needed to limit total annual operating expenses to 2.00%. The amounts of the waivers and reimbursements are based on estimated Fund expenses. The fee waivers and expense reimbursements may be terminated at any time by the Board of Trustees or the Trust on behalf of the Fund on 60 days' written notice.

Past Performance: All performance quoted in this report is past performance and is no guarantee of future results. Investment return and principal value will fluctuate with changing market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the returns quoted. If certain of the Funds' fees and expenses had not been waived, returns would have been lower. For the Funds' most recent month-end performance, please call 800.789.ASIA (2742) or visit matthewsasia.com.




Contents

Message from the President of the Matthews Asia Funds

   

2

 

Message to Shareholders

    4    

Manager Commentaries, Fund Characteristics and Schedules of Investments:

 

ASIA FIXED INCOME STRATEGY

 

Matthews Asia Strategic Income Fund

    6    

ASIA GROWTH AND INCOME STRATEGIES

 

Matthews Asian Growth and Income Fund

    12    

Matthews Asia Dividend Fund

    17    

Matthews China Dividend Fund

    22    

ASIA GROWTH STRATEGIES

 

Matthews Asia Focus Fund

    27    

Matthews Asia Growth Fund

    31    

Matthews Pacific Tiger Fund

    36    

Matthews Emerging Asia Fund

    41    

Matthews China Fund

    46    

Matthews India Fund

    51    

Matthews Japan Fund

    55    

Matthews Korea Fund

    60    

ASIA SMALL COMPANY STRATEGIES

 

Matthews Asia Small Companies Fund

    65    

Matthews China Small Companies Fund

    70    

ASIA SPECIALTY STRATEGY

 

Matthews Asia Science and Technology Fund

    75    

Disclosures

    79    

Index Definitions

    79    

Disclosure of Fund Expenses

    80    

Statements of Assets and Liabilities

    82    

Statements of Operations

    90    

Statements of Changes in Net Assets

    94    

Financial Highlights

    102    

Notes to Financial Statements

    117    

Report of Independent Registered Public Accounting Firm

    134

 

Tax Information

    135

 

Approval of Investment Advisory Agreement

    138    

Trustees and Officers of the Funds

    143    

Cover photo: Jinnamgwan Pavilion, the largest single-story pavilion in Korea

This report has been prepared for Matthews Asia Funds shareholders. It is not authorized for distribution to prospective investors unless accompanied or preceded by a current Matthews Asia Funds prospectus, which contains more complete information about the Funds' investment objectives, risks and expenses. Additional copies of the prospectus or summary prospectus may be obtained at matthewsasia.com. Please read the prospectus carefully before you invest or send money.

The views and opinions in this report were current as of December 31, 2013. They are not guarantees of performance or investment results and should not be taken as investment advice. Investment decisions reflect a variety of factors, and the managers reserve the right to change their views about individual stocks, sectors and the markets at any time. As a result, the views expressed should not be relied upon as a forecast of a Fund's future investment intent. Current and future portfolio holdings are subject to risk.

Statements of fact are from sources considered reliable, but neither the Funds nor the Investment Advisor makes any representation or guarantee as to their completeness or accuracy.

Investment Risk: Mutual fund shares are not deposits or obligations of, or guaranteed by, any depositary institution. Shares are not insured by the FDIC, Federal Reserve Board or any government agency and are subject to investment risks, including possible loss of principal amount invested. Investing in international and emerging markets may involve additional risks, such as social and political instability, market illiquidity, exchange-rate fluctuations, a high level of volatility and limited regulation. Fixed income investments are subject to additional risks, including, but not limited to, interest rate, credit and inflation risks. In addition, single-country and sector funds may be subject to a higher degree of market risk than diversified funds because of concentration in a specific industry, sector or geographic location. Investing in small and mid-size companies is more risky than investing in large companies as they may be more volatile and less liquid than larger companies. Please see the Funds' prospectus and Statement of Additional Information for more risk disclosure.



Message to Shareholders from the President of the Matthews Asia Funds

Dear Fellow Shareholders,

As President of the Matthews Asia Funds and CEO of Matthews International Capital Management, LLC (advisor to the Matthews Asia Funds), I am delighted to offer an annual review of the Funds for the year ended 2013. In what was a challenging time for global markets in which sentiment toward Asia was muted, I am pleased with the results that have been achieved for our shareholders. Some of our Funds continued to experience significant interest from shareholders with long-term investment horizons who understand that short-term volatility with respect to investing in Asia is to be expected. Fortunately, many of our investors also appear to equally anticipate long-term prospects for growth and sustainable wealth creation in the region.

Not All Emerging Markets are the Same

In 2013, we saw a change in investor sentiment toward emerging markets as the potential effect of higher U.S. interest rates combined with slower growth in China began to negatively impact financial markets. Given this more challenging environment, it was a year in which the phrase "not all emerging markets are the same" became increasingly commonplace. While Asia is not immune to the challenges now facing emerging markets, I believe there is some comfort in knowing that the region has reached a point in its development whereby the majority of countries in Asia are fundamentally much stronger on a relative basis compared to other emerging market regions. At Matthews Asia, we aim to filter out the market "noise" and avoid predicting the unpredictable. Instead, we focus on what we can influence—identifying quality companies that we believe can add value for investors over the long term. The ability to be selective, whether at a country or company level, is one that we can bring to a portfolio as active investors, and this approach is one that I believe will be even more important over the coming years.

Performance

I am pleased to report that against this background, the vast majority our Funds continued to deliver strong absolute and relative performance in 2013. While we saw largely negative newsflow on Asia during the year, some markets performed well. It was particularly gratifying to see our three China-focused Funds all deliver positive returns. While we do not measure success over the short term, the results highlight the importance of rising above near-term challenges faced by some countries, and focusing instead on events at a company level.

Continued Interest from Investors

We continued to witness strong inflows into our Funds throughout 2013. Serving a growing number of shareholders who recognize the potential benefits of investing in Asia and entrust their assets to us is particularly pleasing. However, strong inflows into our Funds can also be challenging. We made the decision to soft-close two Funds—Matthews Asia Dividend and Matthews Pacific Tiger—to new investors during the year in order to slow the pace of inflows. Throughout our history, we have endeavored to keep the interests of shareholders at the forefront of our actions. We believe that restricting access to the Funds is a prudent step toward maintaining the integrity of our investment

2 MATTHEWS ASIA FUNDS



process and is consistent with our approach to deal with these issues in a timely fashion that benefits existing shareholders over the long term. We will continue to closely monitor the capacity of all our Funds and act accordingly to preserve the interests of our shareholders.

New Fund Launches

As we see Asia continuing to develop, albeit at a slightly slower pace, new opportunities present themselves to investors. It is against this backdrop that we launched two new Funds during the course of the year: the Matthews Emerging Asia Fund, which is focused on the fast-growing markets in frontier and emerging Asia and the Matthews Asia Focus Fund, which takes advantage of the many strong companies with healthy balance sheets and good management teams that now exist in the region. In some respects, the launch of these two Funds highlights the remarkable pace at which the region has developed. As we look to celebrate the 20th anniversary this year of our two Funds—Matthews Asian Growth and Income and Matthews Pacific Tiger—that laid the foundations for the Matthews Asia Fund family, we are reminded that while the journey isn't always smooth, we believe the long-term outlook for the region is bright and we remain optimistic.

Finally, thank you for your continued confidence in Matthews Asia Funds and as always, we welcome your comments.

William Hackett
President of the Matthews Asia Funds
Chief Executive Officer, Matthews International Capital Management, LLC

matthewsasia.com | 800.789.ASIA 3



Message to Shareholders
from the Chief Investment Officer

Dear Fellow Shareholders,

Last year began with concerns over China, which quickly spread to worries over the entire emerging market universe. By mid-year, investors started to fret over the deleterious effects of tighter U.S. monetary policy on Asian and Latin American economies. Asia, excluding Japan, muddled through and ended with price-to-earnings ratios somewhat lower than they were at the end of 2012, and dividend yields slightly raised.

The discourse over China has been lively and sometimes illuminating. But a lot of it has been somewhat crude—with people dismissing China's economy as "fake," describing its property market as being in a bubble and predicting the imminent collapse of its banking system. Often, I think, this is a symptom of seeing the problems of others through one's own lens. Indeed, it has not been uncommon to hear of China's "subprime" issue when in fact the country really doesn't have a subprime mortgage market at all. What the discussion has lacked, I believe, is nuance. For sure, there are issues in China's economy. Take, for example, its property market, where there is too little low-income housing. Or credit growth, where concerns are more about an overly rapid pace of growth than the actual level of debt, which does not seem unusual for a country with such a high savings rate. Or let us consider China's banking system, which is inefficient and in need of reform and perhaps capital injections, but nevertheless does not seem to threaten economic collapse because it is, to a certain extent, a closed system.

But if anything brought the lack of nuance in the "China debate" into sharp relief, it was the Communist Party's own reflections on its policy meeting at year end. The new administration, obviously confident in its own power, published a comprehensive piece of reform rhetoric. Asian markets rebounded sharply, and this showed a lack of nuance too. Was it worth the sharp rebound? It was only rhetoric after all! The hard slog of legislation and implementation is yet to come. However, these developments did return to people's consciousness the thought that China's growth story, if it is anything, is a dynamic one. It also demonstrated that the growth story is transitioning and evolving from one economic system to another and embracing new reforms in a thoughtful, pragmatic way. By the end of the year, optimism had crept in to sweeten up the sour mood—but was it realistic optimism?

U.S. Federal Reserve tapering of quantitative easing policies was a big topic as well. And again, I think the implications for Asia were perhaps misconstrued: the correlation between Asian stock market performance and U.S. Federal interest rates is not at all clear in the short course of a year. The correlation between Asia's stock market performance and growth is much stronger. Indeed, in the past, you would probably have had a better chance of forecasting the future direction of U.S. interest rates by using Asia's stock market performance as a leading indicator than you would the other way around. It is nominal GDP growth (growth plus inflation) that seems to matter for Asia's stock market performance. This point appeared to have been reinforced recently, when the Federal Reserve's actual tapering announcement was couched in language that revealed it expected future growth to improve and was prepared to keep monetary policy loose if it did not. Instead of falling, markets rallied on the news. So, if tapering is to happen—particularly since rates are currently close to zero and developed economies are depressed—I suspect it merely signals faster

4 MATTHEWS ASIA FUNDS



future growth rates, which would actually be benign for Asian markets. In the meantime, Japan's monetary experiment continued and by year-end there was evidence that employment, growth rates and even some wages were all rising.

Finally, we had the usual lumping together of Asia and other "emerging" markets and some people writing off emerging markets altogether as they trailed the performance of the U.S. As if they didn't matter! Asia, for example, accounts for roughly 60% of the world's population. If we have a framework of analysis that allows us to cavalierly dismiss over half the world's productive labor in a single stroke, we probably need a new framework. Or, at the very least, we should be careful how we use the existing one. Asia is at least one part of the world that continues to close the income gap between rich nations and poor ones and improve the lives of its citizens. So, I would rather divide the world up into countries that have put in place the right kind of incentives and institutions to grow; and those that have not. In addition, if one looks at the longer term, the difference in equity performance between countries within Asia tends to narrow. On the one hand, this encourages people to focus on the year-to-year occurrences because the differences there are greatest and getting those right consistently would surely add value. On the other hand, we take a different view, feeling that short-term fluctuations in a country's fortunes are hard to forecast. Over the long term, we believe that the best businesses, however, will steadily increase their advantage over competitors. So, we seek to examine a different question. What are the elements that determine the success of businesses over the long term? Here, we have a clear set of principles to follow. Over the long term, it is the growth in cash flows and book values of businesses that determine returns. These arise from a business' competitive advantage and the competitive landscape in which it operates. These can be enhanced and nurtured by a quality management team—that is, one that allocates capital sensibly. Minority shareholders will share in this growth to the extent to which management teams are incentivized and willing to allow them. These returns tend to be earned by companies that have strong balance sheets and stable and reasonable rates of growth. The key then is to invest in such companies at a reasonable valuation.

I suspect it is this last component that will require particular attention in the year ahead. Many of the qualities that we admire in businesses tend to attract a premium. But in many instances this premium has widened over the last few years. So even when Asia's aggregate valuations are below average—i.e., a dividend yield of about 2.5% and price-to-forward earnings ratio of about 11x (for the Asia Pacific universe as defined by FactSet)—it is still crucial to judge where companies are adequately appreciated for their future growth and where they may not be. The most compelling future returns may come from identifying those businesses with long-term prospects that have been overwhelmed by shorter-term macroeconomic concerns. That remains the job for our investment team in 2014.

Robert Horrocks, PhD
Chief Investment Officer
Matthews International Capital Management, LLC

*  Forward earnings are calculated by dividing market price per share by expected earnings per share.

matthewsasia.com | 800.789.ASIA 5




ASIA FIXED INCOME STRATEGY

PORTFOLIO MANAGERS

Teresa Kong, CFA

 

Gerald M. Hwang, CFA

 

 

 

Lead Manager

 

Co-Manager

 

 

 

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

 

MAINX

 

MINCX

 

CUSIP

 

577125503

 

577125602

 

Inception

 

11/30/11

 

11/30/11

 

NAV

  $10.42   $10.42  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  1.28%   1.09%  
After fee waiver and
Reimbursement2
 

n.a.

 

n.a.

 
After Voluntary Fee
Waiver and Expense
Reimbursement3
  1.20%   1.00%  

Portfolio Statistics

Total # of Positions

 

50

 

Net Assets

  $45.7 million  

Modified Duration

 

3.74

 

Portfolio Turnover

  48.71%5  

Benchmarks

HSBC Asian Local Bond Index

J.P. Morgan Asia Credit Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Total return over the long term with an emphasis on income.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total assets, which include borrowings for investment purposes, in income-producing securities including, but not limited to, debt and debt-related instruments issued by governments, quasi-governmental entities, supra-national institutions, and companies in Asia. Asia consists of all countries and markets in Asia and includes developed, emerging, and frontier countries and markets in the Asian region. Investments may be denominated in any currency, and may represent any part of a company's capital structure from debt to equity or with features of both.

1  Actual 2013 expense ratios.

2  Matthews has contractually agreed to waive fees and reimburse expenses until August 31, 2014 to the extent needed to limit Total Annual Fund Operating Expenses to 1.25% for the Institutional Class and agreed to reduce the expense ratio by an equal amount for the Investor Class. Because certain expenses of the Investor Class are higher than the Institutional Class, the Total Annual Fund Operating Expenses After Fee Waiver and Expense Reimbursement for the Investor Class may exceed 1.25%. The amounts of the waivers and reimbursements are based on estimated Fund expenses. The fee waivers and expense reimbursements may be terminated at any time by the Board of Trustees or the Trust on behalf of the Fund on 60 days' written notice.

3  Matthews has also agreed to waive fees and reimburse additional expenses for the Institutional Class of the Fund on a voluntary basis if its expense ratio exceeds 1.00%. Furthermore, any amounts voluntarily waived by Matthews in respect of the Institutional Class, excluding any voluntary waiver of class-specific shareholder servicing fees, may also be waived for the Investor Class. These voluntary waivers and/or reimbursements may be terminated at any time in the sole and absolute discretion of Matthews, subject to prior notice to the Board of Trustees.

4  Modified duration measures the percent change in value of the fixed income portion of the portfolio in response to a 1% change in interest rates. In a multi-currency denominated portfolio with sensitivities to different interest rate regimes, modified duration will not accurately reflect the change in value of the overall portfolio from a change in any one interest rate regime.

5  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews Asia Strategic Income Fund

Portfolio Manager Commentary

For the year ending December 31, 2013, the Mathews Asia Strategic Income Fund returned –0.50% (Investor Class) and –0.20% (Institutional Class) while its primary benchmark, the HSBC Asian Local Bond Index, and its secondary benchmark, the J.P. Morgan Asia Credit Index, returned –5.72% and –1.37%, respectively. For the fourth quarter of 2013, the Mathews Asia Strategic Income Fund returned 2.15% (Investor Class) and 2.22% (Institutional Class), while its primary and secondary indices returned –0.26% and 1.57%, respectively.

The year was among some of the toughest for fixed income markets globally. The market began to price in an increasing likelihood of a U.S. Federal Reserve tapering in May, which led to a substantial rise in both the level and volatility of interest rates in the U.S. through the summer. The implications of a repricing of interest rates in the U.S. reverberated across global markets, driving up yields and volatility. As U.S. rates and volatility rose, most global currencies, including the majority of Asia's currencies, depreciated versus the U.S. dollar. With headwinds on both the rates and currencies front, most fixed income asset classes saw negative returns. For example, the Barclays Capital U.S. Aggregate Bond Index returned –2.02 %, Barclays Capital Global Aggregate Bond Index returned –2.60% and the J.P. Morgan Emerging Market Bond Index returned –6.58%.

Within this context, the Fund proved relatively resilient. The Fund outperformed its benchmarks through: increasing its allocation to U.S. dollar-denominated debt versus local-denominated debt; increasing its allocation to lower rated, but improving corporate credits that were less sensitive to interest rate volatility; and increasing its U.S. interest rate hedge.

The Fund's top contributor to performance for the year was Home Inns & Hotels convertible bonds. The Home Inns Bonds best exemplify the type of convertibles that we actively seek out for this portfolio—the "busted" convertible with a deep "out of the money" call option on the equity. When we started the position in the bond in 2012, the market was focused on the downside risks. We, on the other hand, saw the positive asymmetries working for us in this bond—even if all the negatives were to play out, we did not see much more downside as the bonds were trading very close to the bond floor, which in this case, was not theoretical, but one backed by strong fixed charge coverage and low leverage. However, in our view, if any one of the negative trends were to reverse, we anticipated substantial upside from the rising sensitivity of the bond to the price of the stock. As it turned out, company fundamentals improved while the macroeconomic and regulatory backdrop became more benign than the market had initially anticipated.

Rounding out the top three contributors to return were our holdings in Korea Treasury bonds and Sri Lankan government bonds . The South Korean won was one of the few Asian currencies that appreciated versus the U.S. dollar through the year. Despite a depreciating currency from an export rival (the Japanese yen), Korea's strong current account and fiscal surpluses provided ample support for the currency. Sri Lankan bonds also produced high total returns as the high yield on the bonds offset the small depreciation in the currency. The limited foreign participation in the local bond market also helped to shelter it from the sell-off experienced by other countries with negative current and fiscal accounts.

(continued)

6 MATTHEWS ASIA FUNDS



PERFORMANCE AS OF DECEMBER 31, 2013

     

  Average Annual
Total Returns
 

 

 

3 Months

 

1 Year

  Since
Inception
  Inception
Date
 

Investor Class (MAINX)

   

2.15

%

   

-0.50

%

   

5.80

%

 

11/30/11

 

Institutional Class (MINCX)

   

2.22

%

   

-0.20

%

   

6.01

%

 

11/30/11

 

HSBC Asian Local Bond Index6

   

-0.26

%

   

-5.72

%

   

1.65

%

         

J.P. Morgan Asia Credit Index6

   

1.57

%

   

-1.37

%

   

6.36

%

         

Lipper Emerging Markets Hard Currency Debt Category Average7

   

0.77

%

   

-5.83

%

   

5.81

%

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance visit matthewsasia.com.

INCOME DISTRIBUTION HISTORY

   

2013

 

2012

 
   

Q1

 

Q2

 

Q3

 

Q4

 

Total

 

Q1

 

Q2

 

Q3

 

Q4

 

Total

 

Investor (MAINX)

 

$

0.11

   

$

0.10

   

$

0.03

   

$

0.11

   

$

0.35

   

$

0.09

   

$

0.07

   

$

0.11

   

$

0.15

   

$

0.42

   

Institutional (MINCX)

 

$

0.12

   

$

0.11

   

$

0.03

   

$

0.12

   

$

0.38

   

$

0.10

   

$

0.07

   

$

0.12

   

$

0.15

   

$

0.44

   

Note: This table does not include capital gains distributions. Totals may differ by $0.01 due to rounding. For income distribution history, visit matthewsasia.com.

30-DAY YIELD:

Investor Class: 3.95% (3.46% excluding expense waiver)

Inst'l Class: 4.18% (3.74% excluding expense waiver)

The 30-Day Yield represents net investment income earned by the Fund over the 30-day period ended 12/31/13, expressed as an annual percentage rate based on the Fund's share price at the end of the 30-day period. The 30-Day Yield should be regarded as an estimate of the Fund's rate of investment income, and it may not equal the Fund's actual income distribution rate.

Source: BNY Mellon Investment Servicing (US) Inc.

YIELD TO WORST:

5.84%

Yield to worst is the lowest yield that can be received on a bond assuming that the issuer does not default. It is calculated by utilizing the worst case assumptions for a bond with respect to certain income-reducing factors, including prepayment, call or sinking fund provisions. It does not represent the yield that an investor should expect to receive. Past yields are no guarantee of future yields.

Source: FactSet Research Systems

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted monthly. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

6  It is not possible to invest directly in an index. Source: Index data from HSBC, J.P. Morgan and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definitions.

7  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN POSITIONS8

   

Sector

 

Currency

 

% of Net Assets

 

Home Inns & Hotels Management, Inc., Cnv., 2.000%, 12/15/2015

 

Consumer Discretionary

 

U.S. Dollar

   

6.4

%

 

Global Logistic Properties, Ltd., 3.375%, 5/11/2016

 

Financials

 

Chinese Renminbi

   

4.5

%

 

KWG Property Holding, Ltd., 12.500%, 8/18/2017

 

Financials

 

U.S. Dollar

   

4.3

%

 

MCE Finance, Ltd., 5.000%, 2/15/2021

 

Consumer Discretionary

 

U.S. Dollar

   

4.3

%

 

Shimao Property Holdings, Ltd., 6.625%, 1/14/2020

 

Financials

 

U.S. Dollar

   

4.2

%

 

United Overseas Bank, Ltd., 3.150%, 7/11/2022

 

Financials

 

Singapore Dollar

   

3.5

%

 

Korea Treasury Bond, 2.750%, 9/10/2017

 

Foreign Government Bonds

 

Korean Won

   

3.3

%

 

Malaysian Government Bond, 3.492%, 3/31/2020

 

Foreign Government Bonds

 

Malaysian Ringgit

   

3.2

%

 

Sri Lanka Government Bond, 8.500%, 6/1/2018

 

Foreign Government Bonds

 

Sri Lankan Rupee

   

3.2

%

 

ICICI Bank, Ltd., 6.375%, 4/30/2022

 

Financials

 

U.S. Dollar

   

3.1

%

 

% OF ASSETS IN TOP TEN

     

   

40.0

%

 

8  Holdings may combine more than one security from same issuer and related depositary receipts.

matthewsasia.com | 800.789.ASIA 7



CURRENCY ALLOCATION (%)9,10

U.S. Dollar (USD)

   

52.2

   

Singapore Dollar (SGD)

   

9.4

   

Korean Won (KRW)

   

7.7

   

Sri Lanka Rupee (LKR)

   

6.3

   

Chinese Renminbi (CNY)

   

5.6

   

Malaysian Ringgit (MYR)

   

5.5

   

Thai Baht (THB)

   

4.2

   

Australian Dollar (AUD)

   

2.9

   

Philippine Peso (PHP)

   

2.1

   

Indonesian Rupiah (IDR)

   

1.6

   

Hong Kong Dollar (HKD)

   

1.0

   

Cash and Other Assets, Less Liabilities

   

1.5

   

COUNTRY ALLOCATION (%)10,11

China/Hong Kong

   

28.6

   

Singapore

   

11.2

   

Indonesia

   

8.8

   

Australia

   

7.8

   

South Korea

   

7.7

   

Malaysia

   

7.7

   

India

   

6.4

   

Sri Lanka

   

6.3

   

Thailand

   

5.5

   

Philippines

   

4.5

   

United Kingdom

   

2.4

   

Japan

   

1.6

   

Cash and Other Assets, Less Liabilities

   

1.5

   

SECTOR ALLOCATION (%)10

Financials

   

46.7

   

Government Bonds

   

25.3

   

Consumer Discretionary

   

15.9

   

Telecommunication Services

   

5.2

   

Utilities

   

2.5

   

Industrials

   

2.4

   

Energy

   

0.5

   

Cash and Other Assets, Less Liabilities

   

1.5

   

ASSET TYPE BREAKDOWN (%)9,10

Non-Convertible Corporate Bonds

   

61.5

   

Government Bonds

   

25.3

   

Common Equities and ADRs

   

6.4

   

Convertible Corporate Bonds

   

5.3

   

Cash and Other Assets, Less Liabilities

   

1.5

   

9  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

10  Cash and other assets may include forward currency exchange contracts and certain derivative instruments that have been marked-to-market.

11  Not all countries where the Fund may invest are included in the benchmark index.

Matthews Asia Strategic Income Fund

Portfolio Manager Commentary (continued)

The top detractor to Fund performance was our basket of currency forwards. In the first half of the year, we held a small basket of forwards whereby we were long on currencies that we believed were undervalued and short on ones that were overvalued. This basket underperformed as the market volatility spiked and technical factors such as liquidity and market positioning overwhelmed fundamentals. Since the higher volatility persisted through the summer instead of subsiding, we unwound the basket and closed out the position. The other detractors to performance included our positions in local currency Indonesia government bonds and Malaysia government bonds. Even though we maintained a less than 2% position in Indonesian government bonds, the almost 20% depreciation of the currency hurt this position. The sell-off in Malaysian government bonds was in line with other local government bonds, but because of our relatively high allocation, our exposure to Malaysia also detracted from performance. The small magnitude of these losses is testimony to the tight controls and strong risk management we exercise in portfolio management.

Looking forward, a stronger global backdrop, backed by recovery in the U.S. and stabilization in Europe should provide an additional boost to Asia's export growth. Asia has proved its resilience since the global financial crisis by relying primarily on local consumption, government investment, and intra-regional trade. Recovery in demand from the U.S. and Europe will provide an additional source of growth to Asian economies and companies. While rising U.S. interest rates might pose a headwind to Asian rates, we see much of that already priced into the current level of interest rates. This is evidenced by almost no change in interest rates since the Fed announced tapering in December. Asian currencies on the other hand, will see a tale of two cities. While currencies like the Singaporean dollar and Chinese renminbi with strong fiscal and current accounts will likely continue to appreciate, others with negative current and fiscal accounts will likely continue to depreciate relative to the dollar. Finally, we still see attractive return potential from credit overall. This is due to the overall benign credit cycle and high recoveries we are still experiencing across global markets. However, we still need to be very judicious in security selection as some countries are over-extended in their credit and we do expect defaults to go up. Overall, we expect Asian bonds, especially U.S. dollar-denominated, higher yielding bonds, to outperform most other fixed income asset classes. This includes government, investment grade credit and emerging market bonds from Latin America, Eastern Europe, the Middle East and Africa.

Fixed income investments are subject to additional risks, including, but not limited to, interest rate, credit and inflation risks. Investing in emerging markets involves different and greater risks, as these countries are substantially smaller, less liquid and more volatile than securities markets in more developed markets.

8 MATTHEWS ASIA FUNDS



Matthews Asia Strategic Income Fund  December 31, 2013

Schedule of Investmentsa

NON-CONVERTIBLE CORPORATE BONDS: 61.5%

   

Face Amount*

 

Value

 

CHINA/HONG KONG: 21.2%

 
KWG Property Holding, Ltd.
12.500%, 08/18/17
   

1,800,000

   

$

1,980,000

   
MCE Finance, Ltd.
5.000%, 02/15/21
   

2,000,000

     

1,950,000

   
Shimao Property Holdings, Ltd.
6.625%, 01/14/20
   

2,000,000

     

1,942,500

   
FPT Finance, Ltd.
6.375%, 09/28/20
   

1,050,000

     

1,081,500

   
Longfor Properties Co., Ltd.
9.500%, 04/07/16
   

1,000,000

     

1,061,250

   
Golden Eagle Retail Group, Ltd.
4.625%, 05/21/23b
   

1,000,000

     

852,960

   
Wheelock Finance, Ltd.
4.500%, 09/02/21
 

SGD

750,000

     

596,066

   
Beijing Enterprises Water Group, Ltd.
3.750%, 06/30/14
 

CNY

1,500,000

     

247,723

   

Total China/Hong Kong

       

9,711,999

   

SINGAPORE: 8.9%

 
Global Logistic Properties, Ltd.
3.375%, 05/11/16
 

CNY

12,500,000

     

2,060,013

   
United Overseas Bank, Ltd.
3.150%c, 07/11/22
 

SGD

2,000,000

     

1,609,527

   
Oversea-Chinese Banking Corp., Ltd.
3.750%c, 11/15/22
   

400,000

     

411,541

   

Total Singapore

       

4,081,081

   

AUSTRALIA: 7.8%

 
Macquarie Bank, Ltd.
6.625%, 04/07/21
   

1,100,000

     

1,215,081

   
Lend Lease Financial International, Ltd.
4.625%, 07/24/17
 

SGD

1,250,000

     

1,033,991

   
SPI Electricity & Gas Australia
Holdings Pty, Ltd.
5.750%, 06/28/22
 

AUD

1,000,000

     

872,785

   
Crown Group Finance, Ltd.
5.750%, 07/18/17
 

AUD

500,000

     

459,580

   

Total Australia

       

3,581,437

   

INDONESIA: 7.2%

 
Alam Synergy Pte, Ltd.
6.950%, 03/27/20b
   

1,500,000

     

1,327,500

   
Theta Capital Pte, Ltd.
7.000%, 05/16/19
   

1,000,000

     

996,833

   
TBG Global Pte, Ltd.
4.625%, 04/03/18b
   

1,000,000

     

967,500

   

Total Indonesia

       

3,291,833

   

INDIA: 6.4%

 
ICICI Bank, Ltd.
6.375%c, 04/30/22
   

1,500,000

     

1,436,250

   
Axis Bank, Ltd.
7.250%c, 08/12/21
   

1,000,000

     

995,260

   
Bank of Baroda
6.625%c, 05/25/22
   

500,000

     

481,444

   

Total India

       

2,912,954

   
   

Face Amount*

 

Value

 

PHILIPPINES: 2.4%

 
Alliance Global Group, Inc.
6.500%, 08/18/17
   

1,050,000

   

$

1,107,750

   

Total Philippines

       

1,107,750

   

UNITED KINGDOM: 2.4%

 
Jaguar Land Rover Automotive PLC
7.750%, 05/15/18b
   

500,000

     

538,125

   
Jaguar Land Rover PLC, Reg S
7.750%, 05/15/18
   

500,000

     

538,125

   

Total United Kingdom

       

1,076,250

   

MALAYSIA: 2.2%

 
Malayan Banking BHD
3.250%c, 09/20/22
   

1,000,000

     

986,500

   

Total Malaysia

       

986,500

   

JAPAN: 1.6%

 
Softbank Corp.
4.500%, 04/15/20b
   

500,000

     

487,500

   
ORIX Corp.
4.000%, 11/29/14
 

CNY

1,500,000

     

249,329

   

Total Japan

       

736,829

   

THAILAND: 1.4%

 
Bangkok Bank Public Co., Ltd.
9.025%, 03/15/29
   

500,000

     

616,349

   

Total Thailand

       

616,349

   

TOTAL NON-CONVERTIBLE CORPORATE BONDS

       

28,102,982

   

(Cost $28,987,072)

         

FOREIGN GOVERNMENT OBLIGATIONS: 25.3%

SOUTH KOREA: 7.7%

 
Korea Treasury Bond
2.750%, 09/10/17
 

KRW

1,600,000,000

     

1,507,400

   
Korea Treasury Bond
3.500%, 09/10/16
 

KRW

1,000,000,000

     

967,425

   
Korea Treasury Bond
3.250%, 12/10/14
 

KRW

500,000,000

     

478,825

   
Korea Treasury Bond
4.000%, 09/10/15
 

KRW

300,000,000

     

291,416

   
Korea Treasury Bond
3.250%, 06/10/15
 

KRW

300,000,000

     

287,788

   

Total South Korea

       

3,532,854

   

SRI LANKA: 6.3%

 
Sri Lanka Government Bond
8.500%, 06/01/18
 

LKR

200,000,000

     

1,459,510

   
Sri Lanka Government Bond
8.500%, 07/15/18
 

LKR

100,000,000

     

725,608

   
Sri Lanka Government Bond
8.000%, 11/15/18
 

LKR

100,000,000

     

710,716

   

Total Sri Lanka

       

2,895,834

   

matthewsasia.com | 800.789.ASIA 9



Matthews Asia Strategic Income Fund  December 31, 2013

Schedule of Investmentsa (continued)

FOREIGN GOVERNMENT OBLIGATIONS: (continued)

   

Face Amount*

 

Value

 

MALAYSIA: 4.6%

 
Malaysian Government Bond
3.492%, 03/31/20
 

MYR

5,000,000

   

$

1,483,398

   
Malaysian Government Bond
3.580%, 09/28/18
 

MYR

1,000,000

     

302,614

   
Malaysia Investment Issue
3.309%, 08/30/17
 

MYR

1,000,000

     

301,163

   

Total Malaysia

       

2,087,175

   

THAILAND: 3.0%

 
Thailand Government Bond
3.125%, 12/11/15
 

THB

45,000,000

     

1,381,792

   

Total Thailand

       

1,381,792

   

PHILIPPINES: 2.1%

 
Republic of Philippines
6.250%, 01/14/36
 

PHP

40,000,000

     

955,331

   

Total Philippines

       

955,331

   

INDONESIA: 1.6%

 
Indonesia Government Bond
8.250%, 07/15/21
 

IDR

9,000,000,000

     

730,486

   

Total Indonesia

       

730,486

   

TOTAL FOREIGN GOVERNMENT OBLIGATIONS

       

11,583,472

   

(Cost $12,178,306)

         

CONVERTIBLE CORPORATE BONDS: 6.4%

CHINA/HONG KONG: 6.4%

 
Home Inns & Hotels Management, Inc., Cnv.
2.000%, 12/15/15
   

2,800,000

     

2,922,500

   

Total China/Hong Kong

       

2,922,500

   

TOTAL CONVERTIBLE CORPORATE BONDS

       

2,922,500

   

(Cost $2,550,569)

         

COMMON EQUITIES: 5.3%

   

Shares

     

SINGAPORE: 2.3%

 

StarHub, Ltd.

   

140,000

     

475,930

   

Ascendas REIT

   

170,000

     

296,367

   

Mapletree Logistics Trust, REIT

   

320,000

     

267,522

   

Total Singapore

       

1,039,819

   

THAILAND: 1.1%

 

Kasikornbank Public Co., Ltd.

   

60,000

     

286,802

   

PTT Exploration & Production Public Co., Ltd.

   

45,000

     

228,573

   

Total Thailand

       

515,375

   

CHINA/HONG KONG: 1.0%

 

HSBC Holdings PLC

   

40,000

     

436,053

   

Total China/Hong Kong

       

436,053

   
   

Shares

 

Value

 

MALAYSIA: 0.9%

 

Axiata Group BHD

   

200,000

   

$

421,310

   

Total Malaysia

       

421,310

   

TOTAL COMMON EQUITIES

       

2,412,557

   

(Cost $2,209,936)

         

TOTAL INVESTMENTS: 98.5%

       

45,021,511

   

(Cost $45,925,883d)

 
CASH AND OTHER ASSETS,
LESS LIABILITIES: 1.5%
       

691,373

   

NET ASSETS: 100.0%

     

$

45,712,884

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. The security may be resold in transactions exempt from registration normally to qualified institutional buyers. The security has been determined to be liquid in accordance with procedures adopted by the Fund's Board of Directors.

c  Variable rate security. The rate represents the rate in effect at December 31, 2013.

d  Cost for federal income tax purposes is $45,944,227 and net unrealized depreciation consists of:

Gross unrealized appreciation  

$

1,144,791

   

Gross unrealized depreciation

   

(2,067,507

)

 
Net unrealized depreciation  

($

922,716

)

 

*  All values are in USD unless otherwise noted.

AUD  Australian Dollar

BHD  Berhad

Cnv.  Convertible

CNY  Chinese Renminbi (Yuan)

IDR  Indonesian Rupiah

JPY  Japanese Yen

KRW  Korean Won

LKR  Sri Lanka Rupee

MYR  Malaysian Ringgit

PHP  Philippine Peso

REIT  Real Estate Investment Trust

SGD  Singapore Dollar

THB  Thai Baht

USD  U.S. Dollar

10 MATTHEWS ASIA FUNDS



Matthews Asia Strategic Income Fund  December 31, 2013

Schedule of Investmentsa (continued)

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS:

   

Currency Purchased

 

Currency Sold

 

Counterparty

 

Settlement Date

  Unrealized
Appreciation
 

SHORT

 

USD

500,000

   

JPY

48,694,000

   

Brown Brothers Harriman

 

01/08/14

 

$

37,595

   

FINANCIAL FUTURES CONTRACTS SOLD SHORT AS OF DECEMBER 31, 2013 WERE AS FOLLOWS:

Contracts

 

Issue

 

Exchange

 

Expiration

 

Notional Value

  Unrealized
Appreciation
 
 

30

   

U.S. Treasury Notes (10 Year)

 

Chicago Board of Trade

 

March, 2014

 

$

3,691,406

   

$

64,922

   

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 11



ASIA GROWTH AND INCOME STRATEGIES

PORTFOLIO MANAGERS

Robert J. Horrocks, PhD

Lead Manager

Kenneth Lowe, CFA

Co-Manager

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

 

MACSX

 

MICSX

 

CUSIP

 

577130206

 

577130842

 

Inception

 

9/12/94

 

10/29/10

 

NAV

  $18.91   $18.90  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  1.08%   0.93%  

Portfolio Statistics

Total # of Positions

 

59

 

Net Assets

  $4.4 billion  

Weighted Average Market Cap

  $30.3 billion  

Portfolio Turnover

  15.27%2  

Benchmark

MSCI AC Asia ex Japan Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long-term capital appreciation. The Fund also seeks to provide some current income.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in dividend-paying common stock, preferred stock and other equity securities, and convertible securities as well as fixed-income securities, of any duration or quality, of companies located in Asia, which consists of all countries and markets in Asia, including developed, emerging and frontier countries and markets in the Asian region.

1  Actual 2013 expense ratios.

2  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews Asian Growth and Income Fund

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews Asian Growth and Income Fund gained 4.83% (Investor Class) and 5.04% (Institutional Class) whilst its benchmark, the MSCI All Country Asia ex Japan Index gained 3.34%. For the fourth quarter of the year, the Fund returned 1.10% (Investor Class) and 1.17% (Institutional Class) versus 3.42% for the Index.

The year 2013 was yet again driven by macroeconomic events, with varying monetary policy changes and politics taking center stage over the bottom-up fundamentals of companies. This included the decision to begin a "tapering" of quantitative easing by the Federal Reserve in the U.S., where we saw an initial reduction in the monthly purchases of assets by the Treasury. That, in turn, caused long-term bond yields to back up and helped to spark panic over the future cost of capital in many emerging markets. We also witnessed the start to "Abenomics," the economic policies advocated by Prime Minister Shinzo Abe in Japan—one of the most aggressively targeted quantitative easing experiments in history. Additionally, November saw the much-vaunted Third Plenary meeting of the Communist Party occur in Beijing with the new Chinese government laying out its plans to resume their path toward reforms. All of these issues, in one way or another, helped drive North Asian markets higher as their cheaper valuations and larger exposure to a Western recovery proved more alluring relative to the more volatile and smaller Southeast Asian economies that broadly struggled as currencies were sold off.

As bottom-up stock pickers, we try to avoid the "noise" of backdrops like this and focus on fundamental analysis. We are, however, always aware of how these issues may affect our holdings. In that sense, 2013 can be viewed as a reasonable year for the Fund as stock selection was the primary driver of both our positive absolute and relative returns. The largest contributor to performance came through our holdings within South Korea, via both preferred stock and equities. These preferred shares range from automaker Hyundai Motor to Samsung Fire and Marine, a domestic non-life insurer. The primary driver of their performance were valuations, with many of these preferred shares trading at hefty discounts to the underlying equities whilst also offering a very attractive yield enhancement and throughout the year some of this valuation discount began to narrow. Additionally, our holding in GS Home Shopping performed well as management of this retailing platform continues to deliver operationally. The company has benefited from rational competition, keeping the costs of system operators' commissions contained in conjunction with gaining traction in increasing their sales through mobile devices and improving their product mix to enhance margins.

The Fund also benefited from our exposure to Japanese equities as the domestic stock market rallied over 30% during the year. Whilst we did not invest in our Japanese holdings with a view to the changing political and monetary backdrop, Fund performance benefited from this market rally. Domestically oriented companies like Japan Real Estate Investment Trust and Lawson, a major convenience store chain, both showed meaningful increases. The belief that quantitative easing can help to end Japanese deflation and boost asset prices and wages has helped drive these stocks higher.

(continued)

12 MATTHEWS ASIA FUNDS



PERFORMANCE AS OF DECEMBER 31, 2013

     

 

Average Annual Total Returns

 

 

 

3 Months

 

1 Year

 

3 Years

 

5 Years

 

10 Years

  Since
Inception
  Inception
Date
 

Investor Class (MACSX)

   

1.10

%

   

4.83

%

   

5.94

%

   

14.92

%

   

11.12

%

   

10.74

%

 

9/12/94

 

Institutional Class (MICSX)

   

1.17

%

   

5.04

%

   

6.09

%

   

n.a.

     

n.a.

     

6.58

%

 

10/29/10

 

MSCI AC Asia ex Japan Index3

   

3.42

%

   

3.34

%

   

1.69

%

   

16.82

%

   

10.97

%

   

4.10

%4

         

Lipper Pacific Region Funds Category Average5

   

0.68

%

   

9.24

%

   

4.28

%

   

13.36

%

   

7.76

%

   

4.32

%4

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

INCOME DISTRIBUTION HISTORY

   

2013

 

2012

 
   

June

 

December

 

Total

 

June

 

December

 

Total

 

Investor (MACSX)

 

$

0.24

   

$

0.22

   

$

0.46

   

$

0.20

   

$

0.27

   

$

0.47

   

Institutional (MICSX)

 

$

0.26

   

$

0.24

   

$

0.50

   

$

0.21

   

$

0.28

   

$

0.49

   

Note: This table does not include capital gains distributions. Totals may differ by $0.01 due to rounding. For income distribution history, visit matthewsasia.com.

30-DAY YIELD:

0.31% (Investor Class) 0.47% (Institutional Class)

The 30-Day Yield represents net investment income earned by the Fund over the 30-day period ended 12/31/13, expressed as an annual percentage rate based on the Fund's share price at the end of the 30-day period. The 30-Day Yield should be regarded as an estimate of the Fund's rate of investment income, and it may not equal the Fund's actual income distribution rate.

Source: BNY Mellon Investment Servicing (US) Inc.

DIVIDEND YIELD: 3.31%

The dividend yield (trailing) for the portfolio is the weighted average sum of the dividend paid per share during the last 12 months divided by the current price. The annualized dividend yield for the Fund is for the equity-only portion of the portfolio. Please note that this is based on gross equity portfolio holdings and does not reflect the actual yield an investor in the Fund would receive. Past yields are no guarantee of future yields.

Source: FactSet Research Systems, Bloomberg, MICM

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted monthly. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

3  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

4  Calculated from 8/31/94.

5  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS6

   

Sector

 

Country

 

% of Net Assets

 

Singapore Technologies Engineering, Ltd.

 

Industrials

 

Singapore

   

3.4

%

 

AIA Group, Ltd.

 

Financials

 

China/Hong Kong

   

3.4

%

 

Taiwan Semiconductor Manufacturing Co., Ltd.

 

Information Technology

 

Taiwan

   

3.1

%

 

Jardine Matheson Holdings, Ltd.

 

Industrials

 

China/Hong Kong

   

2.9

%

 

AMMB Holdings BHD

 

Financials

 

Malaysia

   

2.8

%

 

Keppel Corp., Ltd.

 

Industrials

 

Singapore

   

2.6

%

 

United Overseas Bank, Ltd.

 

Financials

 

Singapore

   

2.5

%

 

Japan Tobacco, Inc.

 

Consumer Staples

 

Japan

   

2.4

%

 

China Petroleum & Chemical Corp. (Sinopec), Cnv., 0.000%, 4/24/2014

 

Energy

 

China/Hong Kong

   

2.4

%

 

Hong Kong Exchanges and Clearing, Ltd., Cnv., 0.500%, 10/23/2017

 

Financials

 

China/Hong Kong

   

2.3

%

 

% OF ASSETS IN TOP TEN

     

   

27.8

%

 

6  Holdings may combine more than one security from same issuer and related depositary receipts.

matthewsasia.com | 800.789.ASIA 13



COUNTRY ALLOCATION (%)7

China/Hong Kong

   

29.5

   

Singapore

   

16.2

   

South Korea

   

10.8

   

Japan

   

7.8

   

Malaysia

   

7.3

   

Australia

   

6.9

   

Taiwan

   

4.0

   

Thailand

   

3.9

   

Indonesia

   

2.6

   

India

   

2.3

   

United Kingdom

   

1.8

   

Philippines

   

1.7

   

New Zealand

   

1.5

   

Vietnam

   

1.3

   

Cash and Other Assets, Less Liabilities

   

2.4

   

SECTOR ALLOCATION (%)

Financials

   

23.2

   

Industrials

   

15.4

   

Consumer Staples

   

14.4

   

Consumer Discretionary

   

13.3

   

Telecommunication Services

   

9.3

   

Utilities

   

5.9

   

Information Technology

   

4.8

   

Energy

   

4.1

   

Materials

   

4.0

   

Health Care

   

3.2

   

Cash and Other Assets, Less Liabilities

   

2.4

   

MARKET CAP EXPOSURE (%)8

Large Cap (over $5B)

   

71.7

   

Mid Cap ($1B–$5B)

   

25.9

   

Small Cap (under $1B)

   

0.0

   

Cash and Other Assets, Less Liabilities

   

2.4

   

ASSET TYPE BREAKDOWN (%)9

Common Equities and ADRs

   

80.3

   

Convertible Corporate Bonds

   

11.5

   

Preferred Equities

   

5.8

   

Cash and Other Assets, Less Liabilities

   

2.4

   

7  Not all countries where the Fund may invest are included in the benchmark index.

8  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

9  Bonds are not included in the MSCI All Country Asia ex Japan Index.

Matthews Asian Growth and Income Fund

Portfolio Manager Commentary (continued)

The main detractors to performance through the year arose from Australia and Thailand, with both suffering currency drops and some stock-specific weakness. In Australia, the worst performer was bottler Coca-Cola Amatil, which struggled as the carbonated soft drink market in the country has started to decline following a more health conscious trend amongst consumers keen on reducing their sugar intake. Further, the company has begun to endure increasing pricing pressure from its largest peer, Pepsi-Schweppes, despite what should be an attractive market duopoly. These factors have caused multiple reductions in guidance from a well-respected management team. In the case of Thailand, television operator BEC World and oil and gas major PTT Public stuttered. Whilst much of this weakness can be attributed to the political turmoil that is underway with a military coup looking ever more likely, stock-specific factors were also to blame. BEC World has suffered from the threat of increasing competition as the free-to-air operator will have to contend with digital television peers from 2015. For PTT, there has been increasing regulatory uncertainty over previously mooted price reforms that would have helped to reduce subsidy burdens for the company.

During the fourth quarter, we made some small changes to the portfolio, adding New Zealand pay T.V. operator SKY Network Television. The company is essentially a monopoly business that generates very healthy returns and cash flow. Further, we believe that there is still attractive growth available for the company through new subscriber growth and also via existing subscribers as they trade up to high-definition channels and their MYSKY digital video recording offerings. Despite this, we were able to purchase the stock at an appealing 4.5% dividend yield. This purchase was funded by the sale of Chinese composite insurer China Pacific Insurance Company and Thai property developer Land & Houses.

Looking toward 2014, many obstacles can be seen on the horizon as the macroeconomic issues of 2013 persist. As time progresses we will no doubt better understand the commitment of both Abe and the BOJ to such a large and arguably risky monetary experiment, with the upcoming year being key to understanding whether wage inflation will actually come to fruition from such policies. Further, during the year of the horse on the Chinese lunar calendar—China will need to make some headway down its path of reform. The Communist Party has aspirations to encourage markets to play a more active role in resource allocation, increase private investment into state-owned entities, and liberalize the capital account and interest rates, amongst other things, by 2020. Progress in these aims whilst also managing an ever-expanding debt pile and still producing economic growth, will be critical for the region at large. Such an environment will no doubt prove volatile, but some comfort should be taken from valuations that look fairly attractive at about 13x forward earnings* and 1.7x book value (for the Asia Pacific ex Japan universe as defined by FactSet). In addition, these are even more interesting when viewed in relation to U.S. market valuations or cyclically adjusted price-to-earnings ratios. During these more volatile times, the Fund will keep trying to strike a balance between risk and return, long-term growth and current income, maintaining a keen eye on capital preservation.

*  Forward earnings are calculated by dividing market price per share by expected earnings per share.

14 MATTHEWS ASIA FUNDS



Matthews Asian Growth and Income Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: 80.3%

   

Shares

 

Value

 

CHINA/HONG KONG: 22.2%

 

AIA Group, Ltd.

   

29,573,600

   

$

148,858,357

   

Jardine Matheson Holdings, Ltd.

   

2,402,000

     

125,648,620

   

CLP Holdings, Ltd.

   

11,771,700

     

93,106,549

   

HSBC Holdings PLC ADR

   

1,679,433

     

92,587,141

   

China Mobile, Ltd. ADR

   

1,555,700

     

81,347,553

   

Vitasoy International Holdings, Ltd.†

   

51,771,000

     

79,825,797

   

Hang Lung Properties, Ltd.

   

24,970,920

     

79,155,040

   

VTech Holdings, Ltd.

   

5,860,700

     

76,128,415

   

Television Broadcasts, Ltd.

   

10,328,300

     

69,182,993

   
CITIC Telecom International
Holdings, Ltd.†
   

191,298,250

     

61,589,634

   

Cafe' de Coral Holdings, Ltd.

   

18,352,000

     

59,228,216

   
China Pacific Insurance Group Co., Ltd.
H Shares
   

1,983,600

     

7,803,207

   

Total China/Hong Kong

       

974,461,522

   

SINGAPORE: 14.3%

 

Singapore Technologies Engineering, Ltd.

   

48,017,125

     

150,677,772

   

Keppel Corp., Ltd.

   

12,825,900

     

113,730,196

   

United Overseas Bank, Ltd.

   

6,487,000

     

109,183,312

   

Ascendas REIT

   

53,925,000

     

94,009,271

   

SIA Engineering Co., Ltd.

   

18,588,000

     

74,531,701

   

ARA Asset Management, Ltd.

   

31,219,210

     

46,014,288

   

Singapore Post, Ltd.

   

38,209,000

     

40,118,012

   

Total Singapore

       

628,264,552

   

JAPAN: 7.8%

 

Japan Tobacco, Inc.

   

3,264,600

     

106,226,032

   

Lawson, Inc.

   

1,333,600

     

99,801,213

   

Hisamitsu Pharmaceutical Co., Inc.

   

1,515,200

     

76,354,429

   

Japan Real Estate Investment Corp., REIT

   

11,180

     

59,813,740

   

Total Japan

       

342,195,414

   

MALAYSIA: 7.3%

 

AMMB Holdings BHD

   

56,073,200

     

123,941,373

   

Genting Malaysia BHD

   

75,188,700

     

100,542,362

   

Axiata Group BHD

   

29,634,423

     

62,426,353

   

Telekom Malaysia BHD

   

20,245,551

     

34,304,017

   

British American Tobacco Malaysia BHD

   

85,300

     

1,669,802

   

Total Malaysia

       

322,883,907

   

AUSTRALIA: 6.9%

 

Orica, Ltd.

   

4,431,561

     

94,412,291

   

Coca-Cola Amatil, Ltd.

   

6,909,102

     

74,214,471

   

Woolworths, Ltd.

   

2,378,518

     

71,889,668

   

CSL, Ltd.

   

1,044,381

     

64,306,901

   

Total Australia

       

304,823,331

   

SOUTH KOREA: 5.0%

 

GS Home Shopping, Inc.

   

298,935

     

87,545,794

   

KT&G Corp.

   

1,104,197

     

78,399,175

   

S1 Corp.

   

771,922

     

55,062,286

   

Total South Korea

       

221,007,255

   
   

Shares

 

Value

 

TAIWAN: 4.0%

 
Taiwan Semiconductor
Manufacturing Co., Ltd.
   

20,673,187

   

$

73,180,037

   
Taiwan Semiconductor
Manufacturing Co., Ltd. ADR
   

3,558,724

     

62,064,147

   

Chunghwa Telecom Co., Ltd. ADR

   

1,277,525

     

39,552,174

   

Total Taiwan

       

174,796,358

   

THAILAND: 3.9%

 

PTT Public Co., Ltd.

   

8,719,200

     

76,049,537

   

BEC World Public Co., Ltd.

   

30,807,800

     

47,491,896

   

Glow Energy Public Co., Ltd.

   

21,887,400

     

47,092,736

   

Total Thailand

       

170,634,169

   

INDONESIA: 2.6%

 

PT Perusahaan Gas Negara Persero

   

159,343,000

     

58,735,871

   

PT Telekomunikasi Indonesia Persero ADR

   

1,544,000

     

55,352,400

   

Total Indonesia

       

114,088,271

   

UNITED KINGDOM: 1.8%

 

BHP Billiton PLC

   

2,588,378

     

80,109,924

   

Total United Kingdom

       

80,109,924

   

PHILIPPINES: 1.7%

 

Globe Telecom, Inc.

   

2,065,510

     

76,467,848

   

Total Philippines

       

76,467,848

   

NEW ZEALAND: 1.5%

 

Sky Network Television, Ltd.

   

13,327,439

     

64,009,393

   

Total New Zealand

       

64,009,393

   

VIETNAM: 1.3%

 

Vietnam Dairy Products JSC

   

9,093,802

     

58,196,884

   

Total Vietnam

       

58,196,884

   

TOTAL COMMON EQUITIES

       

3,531,938,828

   

(Cost $2,844,124,815)

         

PREFERRED EQUITIES: 5.8%

SOUTH KOREA: 5.8%

 

Hyundai Motor Co., Ltd., Pfd.

   

673,649

     

80,329,555

   

Hyundai Motor Co., Ltd., 2nd Pfd.

   

612,366

     

76,239,504

   
Samsung Fire & Marine Insurance
Co., Ltd., Pfd.
   

515,311

     

70,005,766

   

LG Household & Health Care, Ltd., Pfd.

   

121,855

     

26,464,984

   

Total South Korea

       

253,039,809

   

TOTAL PREFERRED EQUITIES

       

253,039,809

   

(Cost $79,401,075)

         

matthewsasia.com | 800.789.ASIA 15



Matthews Asian Growth and Income Fund  December 31, 2013

Schedule of Investmentsa (continued)

CONVERTIBLE CORPORATE BONDS: 11.5%

   

Face Amount*

 

Value

 

CHINA/HONG KONG: 7.3%

 
China Petroleum & Chemical Corp.
(Sinopec), Cnv.
0.000%, 04/24/14
 

HKD

676,210,000

   

$

104,950,638

   
Hong Kong Exchanges and
Clearing, Ltd., Cnv.
0.500%, 10/23/17
   

96,000,000

     

102,000,000

   
Power Regal Group, Ltd., Cnv.
2.250%, 06/02/14
 

HKD

234,020,000

     

53,221,344

   
Hengan International
Group Co., Ltd., Cnv.
0.000%, 06/27/18
 

HKD

265,000,000

     

36,225,062

   
PB Issuer No. 2, Ltd., Cnv.
1.750%, 04/12/16
   

21,820,000

     

23,227,390

   

Total China/Hong Kong

       

319,624,434

   

INDIA: 2.3%

 
Tata Power Co., Ltd., Cnv.
1.750%, 11/21/14
   

56,200,000

     

60,162,100

   
Larsen & Toubro, Ltd., Cnv.
3.500%, 10/22/14
   

41,200,000

     

41,282,400

   

Total India

       

101,444,500

   

SINGAPORE: 1.9%

 
CapitaLand, Ltd., Cnv.
1.950%, 10/17/23
 

SGD

110,250,000

     

86,054,321

   

Total Singapore

       

86,054,321

   

TOTAL CONVERTIBLE CORPORATE BONDS

       

507,123,255

   

(Cost $496,489,436)

         

TOTAL INVESTMENTS: 97.6%

       

4,292,101,892

   

(Cost $3,420,015,326b)

 
CASH AND OTHER ASSETS,
LESS LIABILITIES: 2.4%
       

106,701,918

   

NET ASSETS: 100.0%

     

$

4,398,803,810

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Cost for federal income tax purposes is $3,446,146,834 and net unrealized appreciation consists of:

Gross unrealized appreciation  

$

944,534,220

   
Gross unrealized depreciation    

(98,579,162

)

 
Net unrealized appreciation  

$

845,955,058

   

†  Affiliated Issuer, as defined under the Investment Company Act of 1940 (ownership of 5% or more of the outstanding voting securities of this issuer)

*  All values are in USD unless otherwise noted.

ADR  American Depositary Receipt

BHD  Berhad

Cnv.  Convertible

HKD  Hong Kong Dollar

JSC  Joint Stock Co.

Pfd.  Preferred

REIT  Real Estate Investment Trust

SGD  Singapore Dollar

USD  U.S. Dollar

See accompanying notes to financial statements.

16 MATTHEWS ASIA FUNDS



ASIA GROWTH AND INCOME STRATEGIES

PORTFOLIO MANAGERS

Yu Zhang, CFA

Lead Manager

Robert Horrocks, PhD

Lead Manager

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

 

MAPIX

 

MIPIX

 

CUSIP

 

577125107

 

577130750

 

Inception

 

10/31/06

 

10/29/10

 

NAV

  $15.60   $15.59  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  1.06%   0.93%  

Portfolio Statistics

Total # of Positions

 

61

 

Net Assets

  $5.8 billion  

Weighted Average Market Cap

  $27.7 billion  

Portfolio Turnover

  14.06%2  

Benchmark

MSCI AC Asia Pacific Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Total return with an emphasis on providing current income.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in dividend-paying equity securities of companies located in Asia. Asia consists of all countries and markets in Asia, and includes developed, emerging and frontier countries and markets in the Asian region. The Fund may also invest in convertible debt and equity securities.

1  Actual 2013 expense ratios.

2  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews Asia Dividend Fund*

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews Asia Dividend Fund rose 11.27% (Investor Class) and 11.43% (Institutional Class) while its benchmark, the MSCI All Country Asia Pacific Index, rose 12.19%. For the fourth quarter of the year, the Fund returned 0.18% (Investor Class) and 0.22% (Institutional Class) versus 2.31% for the Index.

The Fund began 2013 with a share price of US$14.58, and shareholders who were invested throughout the year would have received income distributions totaling approximately 60.39 cents per share (Investor Class), or 4.14%.

Two main narratives drove the Asia Pacific equity markets in 2013: the resurgence of Japan and decisions by the U.S. Federal Reserve over tapering its quantitative easing policies. In May, initial comments by the Federal Reserve rattled global equity markets. For Asia, such concerns over tapering were intensified by the fact that many emerging Asian economies were already experiencing an economic slowdown and China was seeing its GDP growth rate moderate further. Other emerging economies in the region—especially those with weak current accounts and those reliant on external funding, such as India and Indonesia—saw an aggressive sell-off of their currencies. Investors viewed those markets as vulnerable to foreign capital withdrawal. As a result, the Indonesian rupiah ended the year down 20% while the Indian rupee showed a 11% decline. As the tapering debate continued for much of the year, equity markets in emerging Asia demonstrated rather subdued performance in U.S. dollar terms—even as markets held up in local currency terms.

Japan's equity market, on the other hand, staged an impressive bull-market rally in 2013—up about 54% in local currency terms and trouncing all other Asian markets. The bold economic policies promoted by the Prime Minister Shinzo Abe, dubbed "Abenomics," have been credited for pulling Japan out of its two decades of deflation and appears to be reviving its economy. The Bank of Japan, under the lead of a new governor installed by the Abe government, launched a US$1.4 trillion quantitative easing program, devaluing Japan's yen. Whether "Abenomics" can lead to a sustainable improvement of Japan's GDP trend growth rate is still unclear. However, an asset reflation theme backed by ultra-easy monetary policy led to a rally in risk assets, such as equities.

During the year, the Fund continued to take a cautious view on some of the traditionally stable, high dividend yielders. We felt that the compressed yield on offer from names which had been bid up aggressively by yield-seeking investors would not offer a sufficient margin of safety. As a result, the Fund reduced its weighting in utilities. We took profits on Cheung Kong Infrastructure and also trimmed our exposure to real estate investment trusts.

Since 2012, the Fund has invested in companies that may have a relatively modest current dividend payout, but have a much better dividend growth outlook. While the debate over U.S. Federal Reserve tapering disrupted Asian markets in 2013, investors should not overlook another important implication of tapering: a sustainable U.S. economic recovery would benefit Asian exporters. In such a scenario, cyclical companies could enjoy certain tailwinds in their business operations. During the fourth quarter, the Fund

*  Closed to most new investors as of June 14, 2013.

(continued)

matthewsasia.com | 800.789.ASIA 17



PERFORMANCE AS OF DECEMBER 31, 2013

       

 

Average Annual Total Returns

     

 

3 Months

 

1 Year

 

3 Years

 

5 Years

  Since
Inception
  Inception
Date
 

Investor Class (MAPIX)

   

0.18

%

   

11.27

%

   

6.79

%

   

17.16

%

   

10.77

%

 

10/31/06

 

Institutional Class (MIPIX)

   

0.22

%

   

11.43

%

   

6.90

%

   

n.a.

     

7.49

%

 

10/29/10

 

MSCI AC Asia Pacific Index3

   

2.31

%

   

12.19

%

   

3.77

%

   

12.55

%

   

3.58

%4

         

Lipper Pacific Region Funds Category Average5

   

0.68

%

   

9.24

%

   

4.28

%

   

13.36

%

   

4.23

%4

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

INCOME DISTRIBUTION HISTORY

   

2013

 

2012

 

 

Q1

 

Q2

 

Q3

 

Q4

 

Total

 

Q1

 

Q2

 

Q3

 

Q4

 

Total

 

Investor (MAPIX)

 

$

0.14

   

$

0.13

   

$

0.12

   

$

0.22

   

$

0.61

   

$

0.06

   

$

0.14

   

$

0.13

   

$

0.23

   

$

0.56

   

Institutional (MIPIX)

 

$

0.14

   

$

0.14

   

$

0.12

   

$

0.22

   

$

0.62

   

$

0.06

   

$

0.14

   

$

0.13

   

$

0.23

   

$

0.56

   

Note: This table does not include capital gains distributions. Totals may differ by $0.01 due to rounding. For income distribution history, visit matthewsasia.com.

30-DAY YIELD:

1.71% (Investor Class) 1.86% (Institutional Class)

The 30-Day Yield represents net investment income earned by the Fund over the 30-day period ended 12/31/13, expressed as an annual percentage rate based on the Fund's share price at the end of the 30-day period. The 30-Day Yield should be regarded as an estimate of the Fund's rate of investment income, and it may not equal the Fund's actual income distribution rate.

Source: BNY Mellon Investment Servicing (US) Inc.

DIVIDEND YIELD: 3.02%

The dividend yield (trailing) for the portfolio is the weighted average sum of the dividend paid per share during the last 12 months divided by the current price. The annualized dividend yield for the Fund is for the equity-only portion of the portfolio. Please note that this is based on gross equity portfolio holdings and does not reflect the actual yield an investor in the Fund would receive. Past yields are no guarantee of future yields.

Source: FactSet Research Systems, Bloomberg, MICM.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted monthly. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

3  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

4  Calculated from 10/31/06.

5  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS6

   

Sector

 

Country

 

% of Net Assets

 

ORIX Corp.

 

Financials

 

Japan

   

5.0

%

 

ITOCHU Corp.

 

Industrials

 

Japan

   

4.0

%

 

Japan Tobacco, Inc.

 

Consumer Staples

 

Japan

   

3.5

%

 

China Mobile, Ltd.

 

Telecommunication Services

 

China/Hong Kong

   

3.4

%

 

HSBC Holdings PLC

 

Financials

 

China/Hong Kong

   

3.3

%

 

Ansell, Ltd.

 

Health Care

 

Australia

   

3.1

%

 

Dongfeng Motor Group Co., Ltd.

 

Consumer Discretionary

 

China/Hong Kong

   

2.8

%

 

Pigeon Corp.

 

Consumer Staples

 

Japan

   

2.5

%

 

Shenzhou International Group Holdings, Ltd.

 

Consumer Discretionary

 

China/Hong Kong

   

2.4

%

 

Primary Health Care, Ltd.

 

Health Care

 

Australia

   

2.4

%

 

% OF ASSETS IN TOP TEN

     

   

32.4

%

 

6  Holdings may combine more than one security from same issuer and related depositary receipts.

18 MATTHEWS ASIA FUNDS



Matthews Asia Dividend Fund

Portfolio Manager Commentary (continued)

initiated positions in a few Chinese small- and mid-cap names, including department store operator Springland International and financial leasing firm Far East Horizon. Despite the modest dividend payout for some of these firms, we believe their underlying businesses are well-positioned to deliver better dividend growth.

Not surprisingly, the Fund's Japanese holdings were the top performance contributors in 2013. Holdings, such as ORIX and Pigeon, saw significant appreciation in their share prices, as they continued to deliver solid operational results. In the past, Japan has helped to limit draw-downs when Asia's markets have fallen hard. Japan also is an increasingly interesting economy in which to scout for good dividend growers due to improving shareholder return policies among Japanese firms. If inflation becomes persistent, excess cash on balance sheets may be seen as less attractive. Instead, companies could be incentivized to either reinvest in their business, or pay out more dividends to shareholders.

As Japan's macroeconomic outlook turns more positive, the Fund's investment process in Japan remains very much driven by a bottom-up approach. We used the market rally early in the year as an opportunity to exit some Japanese holdings whose strong stock price had, in our view, run ahead of the potential for improvement in business fundamentals. During the course of the year, we also initiated positions in several Japanese companies that have strong business fundamentals, improving shareholder return policies and attractive valuations. During the fourth quarter, we added Japanese information technology firm Hoya. The firm is currently transitioning its focus from IT components to life sciences and medical device products. This shift may position Hoya for better earnings stability and potential growth. Hoya has a net-cash balance sheet and also generates very strong free cash flow. It therefore has a potential to pay higher dividends and/or buy back shares.

During the year, the top detractors to Fund performance were China Shenhua Energy and United Tractors, mainly due to a depressed coal price. However, both of these companies have a dominant market share and have more diversified businesses than their competitors, making their earnings more resilient. With valuation becoming cheaper, we believe the risk-reward proposition remains attractive. During the fourth quarter, the Fund exited QBE Group, the Australian general insurance company, after the company issued another earnings downgrade and disclosed a sizeable goodwill write-off in its North America operations. While QBE's business should benefit from rising interest rates and a weakening Australian dollar, our initial assessment on QBE's global operations, complicated by its past acquisition-led growth strategy, proved to be wrong. As the company is focusing on repairing its balance sheet, it no longer meets our dividend growth requirement.

Looking ahead into 2014, many uncertainties remain in Asia. In addition, a U.S. monetary regime change poses another challenge to dividend investors globally. However, as bottom-up, patient and long-term investors, we remain optimistic on Asia's dividend growth outlook. The Fund's total-return approach has offered us flexibility to better position the portfolio for a potentially rising interest rate environment. The sell-off in emerging Asia has also opened up opportunities to own quality businesses at attractive valuations. We believe that Asia continues to represent some of the most exciting opportunities for investors looking for both attractive dividend yield and a robust dividend growth.

COUNTRY ALLOCATION (%)7

China/Hong Kong

   

33.0

   

Japan

   

25.0

   

Australia

   

8.8

   

Singapore

   

7.6

   

Taiwan

   

5.7

   

Indonesia

   

5.5

   

South Korea

   

4.5

   

Malaysia

   

2.2

   

India

   

1.8

   

Thailand

   

1.5

   

Philippines

   

1.0

   

Vietnam

   

0.8

   

Cash and Other Assets, Less Liabilities

   

2.6

   

SECTOR ALLOCATION (%)

Consumer Staples

   

20.3

   

Financials

   

18.4

   

Consumer Discretionary

   

18.4

   

Industrials

   

11.3

   

Telecommunication Services

   

8.8

   

Health Care

   

8.2

   

Information Technology

   

3.8

   

Materials

   

3.5

   

Utilities

   

2.5

   

Energy

   

2.2

   

Cash and Other Assets, Less Liabilities

   

2.6

   

MARKET CAP EXPOSURE (%)8

Large Cap (over $5B)

   

63.8

   

Mid Cap ($1B–$5B)

   

27.3

   

Small Cap (under $1B)

   

6.3

   

Cash and Other Assets, Less Liabilities

   

2.6

   

7  Not all countries where the Fund may invest are included in the benchmark index.

8  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

matthewsasia.com | 800.789.ASIA 19



Matthews Asia Dividend Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: 95.0%

   

Shares

 

Value

 

CHINA/HONG KONG: 33.0%

 

China Mobile, Ltd. ADR

   

3,713,600

   

$

194,184,144

   

HSBC Holdings PLC ADR

   

3,451,391

     

190,275,186

   
Dongfeng Motor Group Co., Ltd.
H Shares
   

101,940,000

     

160,094,507

   
Shenzhou International Group
Holdings, Ltd.
   

37,691,000

     

141,735,717

   
China Shenhua Energy Co., Ltd.
H Shares
   

40,491,500

     

128,146,013

   

Television Broadcasts, Ltd.

   

18,932,500

     

126,817,289

   

Minth Group, Ltd.†

   

59,807,000

     

124,452,171

   

Yum! Brands, Inc.

   

1,594,000

     

120,522,340

   

Jiangsu Expressway Co., Ltd. H Shares†

   

75,782,000

     

93,135,739

   

Guangdong Investment, Ltd.

   

92,676,000

     

90,664,779

   

Haitian International Holdings, Ltd.

   

37,823,000

     

85,456,967

   

Greatview Aseptic Packaging Co., Ltd.†

   

107,945,000

     

63,810,998

   
Xingda International Holdings, Ltd.
H Shares†
   

104,704,000

     

62,653,697

   

Springland International Holdings, Ltd.

   

115,950,000

     

59,662,445

   

Cheung Kong Holdings, Ltd.

   

3,678,000

     

58,188,816

   

Yuexiu Transport Infrastructure, Ltd.†

   

110,490,000

     

57,917,162

   

Cafe' de Coral Holdings, Ltd.

   

16,750,000

     

54,058,011

   

The Link REIT

   

10,597,000

     

51,396,072

   

Far East Horizon, Ltd.

   

54,138,000

     

46,362,746

   

Total China/Hong Kong

       

1,909,534,799

   

JAPAN: 25.0%

 

ORIX Corp.

   

16,347,200

     

287,250,869

   

ITOCHU Corp.

   

18,693,000

     

231,094,785

   

Japan Tobacco, Inc.

   

6,270,700

     

204,040,795

   

Pigeon Corp.†

   

3,003,600

     

145,673,254

   

Suntory Beverage & Food, Ltd.

   

4,148,300

     

132,339,546

   

Hoya Corp.

   

4,116,600

     

114,490,441

   

Toyo Suisan Kaisha, Ltd.

   

3,370,000

     

101,237,427

   

NTT DoCoMo, Inc.

   

4,425,000

     

72,863,313

   

Miraca Holdings, Inc.

   

1,326,500

     

62,579,359

   

Lawson, Inc.

   

815,100

     

60,998,777

   

EPS Corp.†

   

29,184

     

38,281,342

   

Total Japan

       

1,450,849,908

   

AUSTRALIA: 8.8%

 

Ansell, Ltd.†

   

9,815,000

     

181,147,416

   

Primary Health Care, Ltd.†

   

31,495,465

     

139,204,921

   

Coca-Cola Amatil, Ltd.

   

11,229,895

     

120,626,489

   

Breville Group, Ltd.†

   

8,427,453

     

67,196,888

   

Total Australia

       

508,175,714

   

SINGAPORE: 7.6%

 

Singapore Technologies Engineering, Ltd.

   

30,906,000

     

96,983,050

   

United Overseas Bank, Ltd.

   

5,669,000

     

95,415,476

   

Ascendas REIT

   

43,912,000

     

76,553,271

   

CapitaRetail China Trust, REIT†

   

50,392,400

     

53,109,784

   

ARA Asset Management, Ltd.

   

29,964,660

     

44,165,195

   

Super Group, Ltd.

   

14,023,000

     

42,226,237

   

Ascendas India Trust†

   

55,065,000

     

29,671,699

   

Total Singapore

       

438,124,712

   
   

Shares

 

Value

 

TAIWAN: 5.7%

 

Chunghwa Telecom Co., Ltd. ADR

   

4,164,401

   

$

128,929,855

   
Taiwan Semiconductor
Manufacturing Co., Ltd. ADR
   

4,005,040

     

69,847,898

   

St. Shine Optical Co., Ltd.

   

1,911,000

     

54,566,108

   

Johnson Health Tech Co., Ltd.†

   

17,014,539

     

44,415,291

   

TXC Corp.

   

14,239,524

     

17,247,867

   
Taiwan Semiconductor
Manufacturing Co., Ltd.
   

4,646,469

     

16,447,816

   

Total Taiwan

       

331,454,835

   

INDONESIA: 5.5%

 

PT Indofood Sukses Makmur

   

203,052,000

     

110,347,094

   

PT United Tractors

   

59,840,000

     

93,666,352

   

PT Perusahaan Gas Negara Persero

   

142,302,000

     

52,454,340

   

PT Telekomunikasi Indonesia Persero ADR

   

795,834

     

28,530,649

   

PT Telekomunikasi Indonesia Persero

   

159,556,000

     

28,239,641

   

PT Bank Rakyat Indonesia Persero

   

6,846,500

     

4,092,294

   

Total Indonesia

       

317,330,370

   

MALAYSIA: 2.2%

 

AMMB Holdings BHD

   

57,950,000

     

128,089,757

   

Total Malaysia

       

128,089,757

   

SOUTH KOREA: 2.1%

 

KT&G Corp.

   

1,707,000

     

121,198,837

   

Total South Korea

       

121,198,837

   

INDIA: 1.8%

 

Tata Motors, Ltd. DVR A Shares

   

33,695,515

     

104,891,624

   

Titan Co., Ltd.

   

627,643

     

2,328,738

   

Total India

       

107,220,362

   

THAILAND: 1.5%

 

Thai Beverage Public Co., Ltd.

   

207,530,000

     

88,803,994

   

Total Thailand

       

88,803,994

   

PHILIPPINES: 1.0%

 

Globe Telecom, Inc.

   

1,503,820

     

55,673,358

   

Total Philippines

       

55,673,358

   

VIETNAM: 0.8%

 

Vietnam Dairy Products JSC

   

7,423,510

     

47,507,649

   

Total Vietnam

       

47,507,649

   

TOTAL COMMON EQUITIES

       

5,503,964,295

   

(Cost $4,616,964,392)

         

20 MATTHEWS ASIA FUNDS



Matthews Asia Dividend Fund  December 31, 2013

Schedule of Investmentsa (continued)

PREFERRED EQUITIES: 2.4%

   

Shares

 

Value

 

SOUTH KOREA: 2.4%

 

LG Chem, Ltd., Pfd.

   

949,641

   

$

138,156,493

   

Total South Korea

       

138,156,493

   

TOTAL PREFERRED EQUITIES

       

138,156,493

   

(Cost $83,412,440)

         

TOTAL INVESTMENTS: 97.4%

       

5,642,120,788

   

(Cost $4,700,376,832b)

 
CASH AND OTHER ASSETS,
LESS LIABILITIES: 2.6%
       

151,783,145

   

NET ASSETS: 100.0%

     

$

5,793,903,933

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Cost for federal income tax purposes is $4,869,616,106 and net unrealized appreciation consists of:

Gross unrealized appreciation  

$

958,585,482

   
Gross unrealized depreciation    

(186,080,800

)

 
Net unrealized appreciation  

$

772,504,682

   

†  Affiliated Issuer, as defined under the Investment Company Act of 1940 (ownership of 5% or more of the outstanding voting securities of this issuer)

ADR  American Depositary Receipt

BHD  Berhad

DVR  Differential Voting Right

JSC  Joint Stock Co.

Pfd.  Preferred

REIT  Real Estate Investment Trust

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 21



ASIA GROWTH AND INCOME STRATEGIES

PORTFOLIO MANAGER

Yu Zhang, CFA

Lead Manager

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

 

MCDFX

 

MICDX

 

CUSIP

 

577125305

 

577130735

 

Inception

 

11/30/09

 

10/29/10

 

NAV

  $13.74   $13.74  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  1.24%   1.08%  
After Fee Waiver,
Reimbursement
and Recapture2
  1.34%  

n.a.

 

Portfolio Statistics

Total # of Positions

 

38

 

Net Assets

  $150.8 million  

Weighted Average Market Cap

  $19.2 billion  

Portfolio Turnover

  20.52%3  

Benchmark

MSCI China Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Total return with an emphasis on providing current income.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in dividend-paying equity securities of companies located in China. China includes its administrative and other districts, such as Hong Kong. The Fund may also invest in convertible debt and equity securities.

1  Actual 2013 expense ratios.

2  The Advisor has contractually agreed to waive the Fund's fees and reimburse expenses until at least August 31, 2014 to the extent needed to limit total annual operating expenses to 1.50%. The amounts of the waivers and reimbursements are based on estimated Fund expenses. The fee waivers and expense reimbursements may be terminated at any time by the Board of Trustees or the Trust on behalf of the Fund on 60 days' written notice.

3  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews China Dividend Fund

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews China Dividend Fund gained 13.35% (Investor Class) and 13.72% (Institutional Class), outperforming its benchmark, the MSCI China Index, which returned 3.96%. For the fourth quarter of the year, the Fund rose 5.69% (Investor Class) and 5.70% (Institutional Class) versus 3.81% for the Index.

In 2013, China's equity markets remained challenging and equity performance was poorer compared to other regional markets in Asia, amid much market volatility. The market experienced sharp downside volatility in both June and in December, triggered by a liquidity crunch. While China's markets recovered swiftly on both occasions once its central bank provided funding relief, these two incidents highlighted a key question regarding the Chinese equity market: do Beijing's policymakers have sufficient willingness and ability to rein in the excessive credit expansion seen since 2009 while at the same time managing a soft landing of its economy? In addition, can China's financial system withstand such deleveraging efforts without suffering systemic problems? As the Chinese equity market as a whole continued to be de-rated much pessimism was built into the market.

The Fund's small- and mid-capitalization holdings delivered the biggest contributions to Fund performance during the year. Among the top five individual contributors, four were mid- to small-cap names with market capitalizations of less than US$5 billion. These included Haitian International, a manufacturer of plastic injection molding machines; Minth Group, an auto parts firm; St. Shine Optical, a contact lens manufacturer; and Sporton International of Taiwan, an electronic product testing service provider. While these companies work in very different industries that face disparate business dynamics, they exhibit some common attributes: leading market positions within their respective industries; strong balance sheets; cash flow-generative business models; and relatively concentrated shareholding structures with original founders still retaining a large stake in the listed company. The first three attributes help support what we categorize as a company's ability to pay dividends. The fourth crucial attribute is that they provide the incentives for paying dividends, or what we often describe as a company's willingness to pay dividends. The rationale being that the main shareholder, or founder, is self-motivated to exact cash flow from the listed company in the form of dividends. Despite the growth nature of their underlying businesses, these four companies either already had a significant dividend payout in place, or had been steadily growing the proportion of earnings paid out in dividends.

At the sector level, the Fund's holdings in industrials and consumer discretionary, both cyclical sectors, were top performance contributors. The Fund's low exposure to mainland Chinese banks and residential real estate developers also contributed positively to the Fund's relative performance. In November, the Communist Party held its Third Plenum meeting, which outlined a blueprint for many highly anticipated reforms, such as financial sector reform. Some planned initiatives include the establishment of a deposit insurance program, liberalizing bank deposit rates, curbing irregularities in trust products and wealth management products, and allowing private players to enter China's banking industry. If implemented successfully, these changes could meaningfully improve China's financial system. We continue to be cautious over the long-term

(continued)

22 MATTHEWS ASIA FUNDS



PERFORMANCE AS OF DECEMBER 31, 2013

       

  Average Annual
Total Returns
     

 

3 Months

 

1 Year

 

3 Years

  Since
Inception
  Inception
Date
 

Investor Class (MCDFX)

   

5.69

%

   

13.35

%

   

7.42

%

   

11.26

%

 

11/30/09

 

Institutional Class (MICDX)

   

5.70

%

   

13.72

%

   

7.65

%

   

8.53

%

 

10/29/10

 

MSCI China Index3

   

3.81

%

   

3.96

%

   

1.52

%

   

2.40

%4

         

Lipper China Region Funds Category Average5

   

6.52

%

   

11.73

%

   

1.35

%

   

5.14

%4

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

INCOME DISTRIBUTION HISTORY

   

2013

 

2012

 
   

June

 

December

 

Total

 

June

 

December

 

Total

 

Investor (MCDFX)

 

$

0.18

   

$

0.05

   

$

0.23

   

$

0.22

     

0.23

   

$

0.45

   

Institutional (MICDX)

 

$

0.20

   

$

0.06

   

$

0.26

   

$

0.23

     

0.25

   

$

0.48

   

Note: This table does not include capital gains distributions. Totals may differ by $0.01 due to rounding. For income distribution history, visit matthewsasia.com.

30-DAY YIELD:

1.79% (Investor Class) 1.84% (Institutional Class)

The 30-Day Yield represents net investment income earned by the Fund over the 30-day period ended 12/31/13, expressed as an annual percentage rate based on the Fund's share price at the end of the 30-day period. The 30-Day Yield should be regarded as an estimate of the Fund's rate of investment income, and it may not equal the Fund's actual income distribution rate.

Source: BNY Mellon Investment Servicing (US) Inc.

DIVIDEND YIELD: 3.24%

The dividend yield (trailing) for the portfolio is the weighted average sum of the dividend paid per share during the last 12 months divided by the current price. The annualized dividend yield for the Fund is for the equity-only portion of the portfolio. Please note that this is based on gross equity portfolio holdings and does not reflect the actual yield an investor in the Fund would receive. Past yields are no guarantee of future yields.

Source: FactSet Research Systems, Bloomberg, MICM.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted monthly. The performance data does not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

3  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

4  Calculated from 11/30/09.

5  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS6

   

Sector

 

% of Net Assets

 

Minth Group, Ltd.

 

Consumer Discretionary

   

3.9

%

 

Dongfeng Motor Group Co., Ltd.

 

Consumer Discretionary

   

3.7

%

 

Shenzhou International Group Holdings, Ltd.

 

Consumer Discretionary

   

3.6

%

 

Guangdong Investment, Ltd.

 

Utilities

   

3.5

%

 

Haitian International Holdings, Ltd.

 

Industrials

   

3.5

%

 

HSBC Holdings PLC

 

Financials

   

3.4

%

 

Shanghai Jinjiang International Hotels Development Co., Ltd.

 

Consumer Discretionary

   

3.3

%

 

China Shenhua Energy Co., Ltd.

 

Energy

   

3.2

%

 

Springland International Holdings, Ltd.

 

Consumer Discretionary

   

3.2

%

 

Sporton International, Inc.

 

Industrials

   

3.1

%

 

% OF ASSETS IN TOP TEN

 

   

34.4

%

 

6  Holdings may combine more than one security from same issuer and related depositary receipts.

matthewsasia.com | 800.789.ASIA 23



COUNTRY ALLOCATION (%)7

China/Hong Kong

   

76.4

   

Taiwan

   

15.8

   

Singapore

   

2.4

   

Cash and Other Assets, Less Liabilities

   

5.4

   

SECTOR ALLOCATION (%)

Consumer Discretionary

   

32.1

   

Industrials

   

17.7

   

Financials

   

13.2

   

Health Care

   

7.5

   

Consumer Staples

   

5.3

   

Telecommunication Services

   

4.9

   

Information Technology

   

4.3

   

Utilities

   

3.5

   

Energy

   

3.2

   

Materials

   

2.9

   

Cash and Other Assets, Less Liabilities

   

5.4

   

MARKET CAP EXPOSURE (%)8

Large Cap (over $5B)

   

30.9

   

Mid Cap ($1B–$5B)

   

35.9

   

Small Cap (under $1B)

   

27.8

   

Cash and Other Assets, Less Liabilities

   

5.4

   

7  Not all countries where the Fund may invest are included in the benchmark index.

8  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

Matthews China Dividend Fund

Portfolio Manager Commentary (continued)

growth prospects for Chinese banks as their profit margins are likely to be squeezed further amid industry deregulation. However, potential investment opportunities could emerge within both banking and non-banking financial industries.

During the year, the Fund further increased its overweight position in the consumer discretionary sector by adding several companies that we believe may enjoy the long-term benefits of China's shift toward an economic growth model, which places more emphasis on consumption-led growth. We also trimmed our exposure in energy-related companies. During the fourth quarter, we added Airmate International, a Taiwanese home appliance maker of products such as electric fans, heaters and air purifiers, which has its entire operations based in mainland China. Traditionally an original equipment manufacturer supplier with an overseas export focus, Airmate has rapidly increased its own-branded business and now sells directly within mainland China. We were impressed by Airmate's product quality and management caliber during visits to its production base. We believe the company may have just begun to scratch the surface of its potential market size in China as it continues to expand its product portfolio. The management team and insiders own a significant stake in the company and we believe dividends should also track its business growth.

During the year, Yantai Changyu Pioneer Wine and China Shenhua Energy were the largest performance detractors. Depressed coal prices continued to hurt Shenhua Energy's coal mining business, as it is the largest coal company in China. Yantai Changyu Pioneer Wine—a firm that distills, produces and distributes products including wine, brandy and sparkling wine—saw its grape wine sales slump amid a government campaign in China to curb official spending on excesses and battle corruption, which tempered demand for wine consumption. While both firms face strong headwinds in their underlying businesses, each company still represents a quality franchise. As valuations have come off aggressively, we believe the current risk-reward opportunities remain attractive.

Looking ahead, 2014 may be a pivotal year for China's economic reform. How much Beijing's new leadership can successfully implement its bold reform agenda will be closely watched by all investors. We believe Chinese equities are attractively priced at the moment. From a total-return perspective we remain convinced that despite its headline risk, China is a fertile ground for dividend investors looking for both attractive dividend yields and robust dividend growth.

24 MATTHEWS ASIA FUNDS



Matthews China Dividend Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: 94.6%

   

Shares

 

Value

 

CONSUMER DISCRETIONARY: 32.1%

 

Hotels, Restaurants & Leisure: 8.4%

 
Shanghai Jinjiang International Hotels
Development Co., Ltd. B Shares
   

3,121,990

   

$

4,962,565

   

Yum! Brands, Inc.

   

58,800

     

4,445,868

   

Cafe' de Coral Holdings, Ltd.

   

1,006,000

     

3,246,708

   
         

12,655,141

   

Auto Components: 6.0%

 

Minth Group, Ltd.

   

2,858,000

     

5,947,202

   
Xingda International Holdings, Ltd.
H Shares
   

5,108,000

     

3,056,570

   
         

9,003,772

   

Automobiles: 3.7%

 

Dongfeng Motor Group Co., Ltd. H Shares

   

3,580,000

     

5,622,310

   

Textiles, Apparel & Luxury Goods: 3.6%

 
Shenzhou International Group
Holdings, Ltd.
   

1,431,000

     

5,381,226

   

Multiline Retail: 3.2%

 

Springland International Holdings, Ltd.

   

9,322,000

     

4,796,665

   

Media: 2.9%

 

Television Broadcasts, Ltd.

   

646,600

     

4,331,180

   

Household Durables: 2.6%

 

Airmate Cayman International Co., Ltd.

   

1,418,000

     

3,968,030

   

Leisure Equipment & Products: 1.7%

 

Johnson Health Tech Co., Ltd.

   

1,018,953

     

2,659,907

   

Total Consumer Discretionary

       

48,418,231

   

INDUSTRIALS: 17.7%

 

Machinery: 3.5%

 

Haitian International Holdings, Ltd.

   

2,339,000

     

5,284,717

   

Transportation Infrastructure: 3.1%

 

Yuexiu Transport Infrastructure, Ltd.

   

4,874,000

     

2,554,876

   

Jiangsu Expressway Co., Ltd. H Shares

   

1,752,000

     

2,153,200

   
         

4,708,076

   

Professional Services: 3.1%

 

Sporton International, Inc.

   

1,013,030

     

4,673,667

   

Road & Rail: 2.9%

 

Guangshen Railway Co., Ltd. H Shares

   

7,710,000

     

3,579,014

   

Guangshen Railway Co., Ltd. ADR

   

32,900

     

759,990

   
         

4,339,004

   

Electrical Equipment: 2.6%

 

Boer Power Holdings, Ltd.

   

4,225,000

     

3,888,797

   

Air Freight & Logistics: 2.5%

 

Shenzhen Chiwan Petroleum B Shares

   

1,861,968

     

3,829,505

   

Total Industrials

       

26,723,766

   
   

Shares

 

Value

 

FINANCIALS: 13.2%

 

Real Estate Investment Trusts: 4.6%

 

CapitaRetail China Trust, REIT

   

3,370,800

   

$

3,552,569

   

Yuexiu, REIT

   

4,117,000

     

2,008,647

   

The Link REIT

   

273,000

     

1,324,066

   
         

6,885,282

   

Commercial Banks: 3.4%

 

HSBC Holdings PLC ADR

   

91,600

     

5,049,908

   

Diversified Financial Services: 2.8%

 

Far East Horizon, Ltd.

   

4,972,000

     

4,257,926

   

Real Estate Management & Development: 2.4%

 

Cheung Kong Holdings, Ltd.

   

229,000

     

3,622,958

   

Total Financials

       

19,816,074

   

HEALTH CARE: 7.5%

 

Health Care Equipment & Supplies: 5.0%

 

Pacific Hospital Supply Co., Ltd.

   

1,313,000

     

4,370,279

   

St. Shine Optical Co., Ltd.

   

108,811

     

3,106,956

   
         

7,477,235

   

Pharmaceuticals: 2.5%

 
Tianjin ZhongXin Pharmaceutical
Group Corp., Ltd. S Shares
   

3,571,000

     

3,856,680

   

Total Health Care

       

11,333,915

   

CONSUMER STAPLES: 5.3%

 

Food Products: 2.8%

 

Vitasoy International Holdings, Ltd.

   

2,744,000

     

4,230,978

   

Beverages: 2.5%

 
Yantai Changyu Pioneer Wine Co., Ltd.
B Shares
   

1,131,747

     

3,765,533

   

Total Consumer Staples

       

7,996,511

   

TELECOMMUNICATION SERVICES: 4.9%

 

Wireless Telecommunication Services: 2.5%

 

China Mobile, Ltd. ADR

   

71,130

     

3,719,388

   

Diversified Telecommunication Services: 2.4%

 

Chunghwa Telecom Co., Ltd. ADR

   

119,404

     

3,696,748

   

Total Telecommunication Services

       

7,416,136

   

INFORMATION TECHNOLOGY: 4.3%

 

Internet Software & Services: 2.6%

 

Pacific Online, Ltd.

   

8,139,000

     

3,908,848

   

Semiconductors & Semiconductor Equipment: 1.0%

 
Taiwan Semiconductor
Manufacturing Co., Ltd.
   

424,000

     

1,500,897

   

Software: 0.7%

 

Boyaa Interactive International, Ltd.b

   

1,088,000

     

1,116,862

   

Total Information Technology

       

6,526,607

   

matthewsasia.com | 800.789.ASIA 25



Matthews China Dividend Fund  December 31, 2013

Schedule of Investmentsa (continued)

COMMON EQUITIES (continued)

   

Shares

 

Value

 

UTILITIES: 3.5%

 

Water Utilities: 3.5%

 

Guangdong Investment, Ltd.

   

5,402,000

   

$

5,284,768

   

Total Utilities

       

5,284,768

   

ENERGY: 3.2%

 

Oil, Gas & Consumable Fuels: 3.2%

 

China Shenhua Energy Co., Ltd. H Shares

   

1,524,000

     

4,823,099

   

Total Energy

       

4,823,099

   

MATERIALS: 2.9%

 

Containers & Packaging: 2.9%

 

Greatview Aseptic Packaging Co., Ltd.

   

7,278,000

     

4,302,343

   

Total Materials

       

4,302,343

   

TOTAL INVESTMENTS: 94.6%

       

142,641,450

   

(Cost $125,883,735c)

 
CASH AND OTHER ASSETS,
LESS LIABILITIES: 5.4%
       

8,112,975

   

NET ASSETS: 100.0%

     

$

150,754,425

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Non-income producing security.

c  Cost for federal income tax purposes is $126,321,354 and net unrealized appreciation consists of:

Gross unrealized appreciation  

$

21,347,977

   
Gross unrealized depreciation    

(5,027,881

)

 
Net unrealized appreciation  

$

16,320,096

   

ADR  American Depositary Receipt

REIT  Real Estate Investment Trust

See accompanying notes to financial statements.

26 MATTHEWS ASIA FUNDS




ASIA GROWTH STRATEGIES

PORTFOLIO MANAGERS

Kenneth Lowe, CFA

 

 

 

 

 

Lead Manager

 

 

 

 

 

J. Michael Oh, CFA

 

Sharat Shroff, CFA

 

 

 

Co-Manager

 

Co-Manager

 

 

 

FUND FACTS

   

Investor

 

Institutional

 

Ticker

 

MAFSX

 

MIFSX

 

CUSIP

 

577125701

 

577125800

 

Inception

 

4/30/13

 

4/30/13

 

NAV

  $9.66   $9.66  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  3.50%   3.32%  
After Fee Waiver and
Reimbursement2
  1.92%   1.75%  
After Voluntary Fee
Waiver and Expense
Reimbursement3
  1.71%   1.50%  

Portfolio Statistics

Total # of Positions

 

31

 

Net Assets

  $8.4 million  

Weighted Average Market Cap

  $45.5 billion  

Portfolio Turnover

  16.23%4  

Benchmark

MSCI AC Asia ex Japan Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long term capital appreciation.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total assets, which include borrowings for investment purposes, in the common and preferred stocks of companies located in Asia excluding Japan, but including all other developed, emerging and frontier countries and markets in the Asian region.

1  Actual 2013 expense ratios.

2  Matthews has contractually agreed to waive fees and reimburse expenses until August 31, 2015 to the extent needed to limit Total Annual Fund Operating Expenses to 1.75% for the Institutional Class and agreed to reduce the expense ratio by an equal amount for the Investor Class. Because certain expenses of the Investor Class are higher than the Institutional Class, the Total Annual Fund Operating Expenses After Fee Waiver and Expense Reimbursement for the Investor Class may exceed 1.75%. The amounts of the waivers and reimbursements are based on estimated Fund expenses. The fee waivers and expense reimbursements may be terminated at any time by the Board of Trustees or the Trust on behalf of the Fund on 60 days' written notice.

3  Matthews has also agreed to waive fees and reimburse additional expenses for the Institutional Class of the Fund on a voluntary basis if its expense ratio exceeds 1.50%. Furthermore, any amounts voluntarily waived by Matthews in respect of the Institutional Class, excluding any voluntary waiver of class-specific shareholder servicing fees, may also be waived for the Investor Class. These voluntary waivers and/or reimbursements may be terminated at any time in the sole and absolute discretion of Matthews, subject to prior notice to the Board of Trustees.

4  The Fund commenced operations on April 30, 2013. The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews Asia Focus Fund

Portfolio Manager Commentary

The Matthews Asia Focus Fund was launched on April 30, 2013. For the period ending December 31, 2013, the Fund declined –2.63% (Investor class) and –2.48% (Institutional Class) whilst its benchmark, the MSCI All Country Asia ex Japan Index gained 1.97% over that time period. For the fourth quarter of the year, the Fund returned 1.96% (Investor Class) and 2.11% (Institutional class) versus 3.42% for the Index.

Despite the Fund's relatively short existence, it has already witnessed multiple policy and political changes and fears that have driven markets globally. Broadly speaking, 2013 can be viewed as a year of thematics, including the start of tapering by the Federal Reserve in the U.S.; "Abenomics" in Japan; the renewed promise of reform in China; and political wrangling in countries such as India and Thailand. During the year, all of these factors have meaningfully impacted global equity markets in one way or another, making short-term performance somewhat challenging for bottom-up stock pickers such as ourselves. The "taper tantrum" in particular helped spark outperformance of more export-oriented and superficially cheaper North Asian markets, such as South Korea and China, against the more volatile and externally funded economies of South Asia, whose markets have lagged badly. This is particularly true in U.S. dollar terms as certain currencies such as the Indonesian rupiah, Thai baht and the Indian rupee dropped double-digit percentage points against the dollar.

Amid the backdrop of volatility, it is no wonder that the largest detractor to performance for the Fund during the course of the year was through movements in exchange rates. In particular, the 25% drop in the Indonesian rupiah and 14% drop in Australian dollar were challenging for the Fund. In the former's case, the tighter liquidity conditions from U.S. tapering and the ensuing increase in cost of capital caused some investors to panic and withdraw their funds from the market. This caused a troubling fallout as Indonesia remains a country that requires external capital to function due to its current account and fiscal deficits. Our holding in Bank Rakyat Indonesia, the country's largest micro-financier, was particularly impacted by this as rate-sensitive stocks sold off with Bank Indonesia raising interest rates in an attempt to counter these outflows and protect the currency. Despite a large drop in the company's share price, we remain comfortable holders of this stock as we believe that whilst Indonesia's macroeconomic landscape may have its challenges, the company will remain strong and deliver resilient loan growth, net interest margins and asset quality. Furthermore, it is in the enviable position of having best-in-class capital and liquidity metrics. Australia, on the other hand, had seen a very large appreciation in its currency during the last decade due to its mining boom and a healthy domestic economy. More recently, however, it has seen some of this reverse as these two factors have slowed.

During the year, one of the largest detractors to performance came from our position in Jardine Matheson, the Hong Kong-based conglomerate. The year was tough for the group, which forecast flat net profits as a number of its operating entities suffered short-term issues. For example, its Indonesian auto subsidiary, Astra International, is seeing increasing competition and labor cost issues, whilst margins of its retail behemoth, Dairy Farm, have been under pressure from increasing marketing costs. Although a difficult environment, we believe that the firm's seasoned management team has a great long-term track record of adding value for

(continued)

matthewsasia.com | 800.789.ASIA 27



PERFORMANCE AS OF DECEMBER 31, 2013

 

Actual Returns, Not Annualized

 

 

 

3 Months

  Since
Inception
  Inception
Date
 

Investor Class (MAFSX)

   

1.96

%

   

-2.63

%

 

4/30/13

 

Institutional Class (MIFSX)

   

2.11

%

   

-2.48

%

 

4/30/13

 

MSCI AC Asia ex Japan Index5

   

3.42

%

   

1.97

%

         

Lipper Pacific ex Japan Funds Category Average6

   

3.35

%

   

-0.88

%

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance visit matthewsasia.com.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

The performance data does not reflect the deduction of taxes that a shareholder would pay on dividends, capital gain distributions or redemption of Fund shares. Values are in US$.

5  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

6  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS7

 

Sector

 

Country

 

% of Net Assets

 

AIA Group, Ltd.

 

Financials

 

China/Hong Kong

   

7.0

%

 

Jardine Matheson Holdings, Ltd.

 

Industrials

 

China/Hong Kong

   

6.1

%

 

Samsung Electronics Co., Ltd.

 

Information Technology

 

South Korea

   

5.3

%

 

Yum! Brands, Inc.

 

Consumer Discretionary

 

China/Hong Kong

   

4.8

%

 

Samsonite International SA

 

Consumer Discretionary

 

China/Hong Kong

   

4.3

%

 

Cie Financiere Richemont SA

 

Consumer Discretionary

 

Switzerland

   

4.1

%

 

Singapore Telecommunications, Ltd.

 

Telecommunication Services

 

Singapore

   

3.9

%

 

Mead Johnson Nutrition Co.

 

Consumer Staples

 

USA

   

3.9

%

 

Taiwan Semiconductor Manufacturing Co., Ltd.

 

Information Technology

 

Taiwan

   

3.8

%

 

Baidu, Inc.

 

Information Technology

 

China/Hong Kong

   

3.7

%

 

% OF ASSETS IN TOP TEN

                   

46.9

%

 

7  Holdings may combine more than one security from same issuer and related depositary receipts.

28 MATTHEWS ASIA FUNDS



Matthews Asia Focus Fund

Portfolio Manager Commentary (continued)

minority shareholders and generating attractive returns. This is exemplified by its year-over-year dividend increase of 6% in the first half of 2013 despite its challenges, as well as an increase in its stakes of certain subsidiaries to utilize its very strong balance sheet.

A couple of our consumer staples holdings also stuttered due to stock-specific reasons. Malaysian brewer Guinness Anchor in particular was weak, having delivered poor earnings in the first quarter of its fiscal calendar. This was predominantly due to weaker distributor stocking given previous stockpiling along with expected subsidy cuts and the proposed introduction of a general sales tax, both of which hampered consumer sentiment generally. These are issues that should not be dismissed; however, we believe that the firm has a strong management team and that the current duopoly market structure and track record of product innovation still provide ample opportunity for Guinness to deliver over the long term.

Although the Fund's first eight months coincided with a difficult period for Asian markets, we take some solace that our stock selection added value. Baidu, the Chinese Internet search engine, was the standout performer as mobile monetization has begun to ramp up faster than previously expected. The smartphone commoditization rollout that is taking place in China should provide Baidu with opportunities across not only search, but games, videos and location services, all of which may prove to be important profit centers in the future. Beyond this, we saw strong performance from holdings such as AIA Group, a pan-Asian life insurer; Compagnie Financière Richemont, the luxury watch and jewelry manufacturer; and Samsonite, the largest branded luggage manufacturer globally. The real commonality among these companies, as leaders in their respective industries, reflects what the Fund sets out to achieve—find leading firms that are trading at price points we believe are cheaper than their intrinsic value.

The upcoming year, much like 2013, may still hold a number of challenges. The most important of these will be the progress that China makes down its path of reform from now through 2020. The ultimate aim of this plan seems very ambitious with areas of focus including reducing corruption, encouraging markets to play a more decisive role in allocating resources, further integrating rural and urban development and liberalizing the capital account and interest rates. The timing of, sequencing of and commitment to these reforms will be pivotally important for the region, particularly in light of the debt pile that has been building over the last 5 to 10 years. Dealing with this balance of debt reduction and reform whilst also maintaining growth will no doubt prove challenging and be a real test for the new regime. Further, whilst some of the tapering talk and subsequent action from the U.S. Federal Reserve have been priced into markets, we still need to be cognizant of the implications that any increase in the speed of the removal of quantitative easing from the U.S. has on the cost of capital in the region. These issues present an environment in which the outlook for earnings is mixed, with some companies far better-placed than others to deliver over the long term.

The Matthews Asia Focus Fund was established with the aim of delivering attractive absolute risk-adjusted returns over the long-term through a high conviction portfolio of only 25 to 35 holdings in companies that we deem to have healthy balance sheets, good management teams, a strong and sustainable return profile and attractive growth profiles and valuations. Whilst a challenging environment, we believe that our select list of companies are still well-positioned to deliver on this objective through economic cycles.

COUNTRY ALLOCATION (%)8

China/Hong Kong

   

31.7

   

Australia

   

11.3

   

Malaysia

   

11.2

   

Singapore

   

9.5

   

Indonesia

   

7.5

   

Thailand

   

6.1

   

South Korea

   

5.3

   

Switzerland

   

4.1

   

United States

   

3.9

   

Taiwan

   

3.7

   

India

   

3.1

   

United Kingdom

   

2.6

   
Liabilities in Excess
of Cash and Other Assets
   

0.0

   

SECTOR ALLOCATION (%)

Financials

   

26.7

   

Consumer Discretionary

   

19.2

   

Consumer Staples

   

14.8

   

Information Technology

   

12.7

   

Industrials

   

8.7

   

Telecommunication Services

   

6.7

   

Health Care

   

5.9

   

Materials

   

5.3

   
Liabilities in Excess
of Cash and Other Assets
   

0.0

   

MARKET CAP EXPOSURE (%)9

Large Cap (over $5B)

   

81.3

   

Mid Cap ($1B–$5B)

   

18.7

   

Small Cap (under $1B)

   

0.0

   
Liabilities in Excess
of Cash and Other Assets
   

0.0

   

8  Not all countries where the Fund may invest are included in the benchmark index.

9  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

matthewsasia.com | 800.789.ASIA 29



Matthews Asia Focus Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: 100.0%

   

Shares

 

Value

 

CHINA/HONG KONG: 31.7%

 

AIA Group, Ltd.

   

116,400

   

$

585,898

   

Jardine Matheson Holdings, Ltd.

   

8,800

     

460,328

   

Yum! Brands, Inc.

   

5,350

     

404,513

   

Samsonite International SA

   

117,900

     

359,597

   

Baidu, Inc. ADRb

   

1,737

     

308,978

   

HSBC Holdings PLC

   

24,400

     

265,992

   

Hang Lung Group, Ltd.

   

43,000

     

217,525

   

Jardine Matheson Holdings, Ltd. ADR

   

1,000

     

52,810

   

Total China/Hong Kong

       

2,655,641

   

AUSTRALIA: 11.3%

 

Ansell, Ltd.

   

16,156

     

298,178

   

Orica, Ltd.

   

10,909

     

232,411

   

Insurance Australia Group, Ltd.

   

40,538

     

210,662

   

Coca-Cola Amatil, Ltd.

   

19,036

     

204,476

   

Total Australia

       

945,727

   

MALAYSIA: 11.2%

 

Guinness Anchor BHD

   

48,400

     

236,422

   

Genting Malaysia BHD

   

175,800

     

235,080

   

Axiata Group BHD

   

111,500

     

234,880

   

AMMB Holdings BHD

   

105,300

     

232,750

   

Total Malaysia

       

939,132

   

SINGAPORE: 9.5%

 

Singapore Telecommunications, Ltd.

   

113,000

     

327,731

   

United Overseas Bank, Ltd.

   

15,000

     

252,466

   

Singapore Technologies Engineering, Ltd.

   

68,000

     

213,384

   

United Overseas Bank, Ltd. ADR

   

200

     

6,724

   

Total Singapore

       

800,305

   

INDONESIA: 7.5%

 

PT Bank Rakyat Indonesia Persero

   

381,000

     

227,732

   

PT Indofood Sukses Makmur

   

372,000

     

202,161

   

PT Kalbe Farma

   

1,921,000

     

197,866

   

Total Indonesia

       

627,759

   

THAILAND: 6.1%

 

Thai Union Frozen Products Public Co., Ltd.

   

124,400

     

272,472

   

Kasikornbank Public Co., Ltd.

   

49,500

     

236,612

   

Total Thailand

       

509,084

   

SOUTH KOREA: 5.3%

 

Samsung Electronics Co., Ltd.

   

337

     

441,448

   

Total South Korea

       

441,448

   

SWITZERLAND: 4.1%

 

Cie Financiere Richemont SA

   

3,454

     

345,046

   

Total Switzerland

       

345,046

   

UNITED STATES: 3.9%

 

Mead Johnson Nutrition Co.

   

3,868

     

323,984

   

Total United States

       

323,984

   

   

Shares

 

Value

 

TAIWAN: 3.7%

 
Taiwan Semiconductor
Manufacturing Co., Ltd.
   

89,000

   

$

315,047

   

Total Taiwan

       

315,047

   

INDIA: 3.1%

 

Tata Motors, Ltd.

   

42,828

     

260,617

   

Total India

       

260,617

   

UNITED KINGDOM: 2.6%

 

BHP Billiton PLC

   

6,971

     

215,751

   

Total United Kingdom

       

215,751

   

TOTAL INVESTMENTS: 100.0%

       

8,379,541

   

(Cost $8,423,106c)

         
LIABILITIES IN EXCESS OF
CASH AND OTHER ASSETS: (0.0%)
       

(3,760

)

 

NET ASSETS: 100.0%

     

$

8,375,781

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Non-income producing security.

c  Cost for federal income tax purposes is $8,487,007 and net unrealized depreciation consists of:

Gross unrealized appreciation

 

$

512,356

   
Gross unrealized depreciation    

(619,822

)

 
Net unrealized depreciation  

($

107,466

)

 

ADR  American Depositary Receipt

BHD  Berhad

See accompanying notes to financial statements.

30 MATTHEWS ASIA FUNDS



ASIA GROWTH STRATEGIES

PORTFOLIO MANAGERS

Taizo Ishida

Lead Manager

Sharat Shroff, CFA

Co-Manager

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

  MPACX  

MIAPX

 

CUSIP

 

577130867

 

577130776

 

Inception

 

10/31/03

 

10/29/10

 

NAV

  $21.17   $21.26  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  1.12%   0.93%  

Portfolio Statistics

Total # of Positions

 

69

 

Net Assets

  $786.3 million  

Weighted Average Market Cap

  $32.0 billion  

Portfolio Turnover

  10.77%2  

Benchmark

MSCI AC Asia Pacific Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long-term capital appreciation.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in the common and preferred stocks of companies located in Asia. Asia consists of all countries and markets in Asia, and includes developed, emerging and frontier countries and markets in the Asian region. The Fund may also invest in the convertible securities, of any duration or quality, of Asian companies.

1  Actual 2013 expense ratios.

2  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews Asia Growth Fund

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews Asia Growth Fund rose 19.35% (Investor Class) and 19.63% (Institutional Class) while its benchmark, the MSCI All Country Asia Pacific Index, rose 12.19%. For the fourth quarter of the year, the Fund returned 1.79% (Investor Class) and 1.88% (Institutional Class) versus 2.31% for the Index.

Asia's equity markets saw sharp contrasts in 2013. Japan's market rallied strongly while many parts of emerging Asia were weak throughout much of the year. The volatility during the year was due to macroeconomic events that included investor reaction to U.S. Federal Reserve "tapering" of quantitative easing measures and weakness among currencies and investment flows for countries such as Thailand, Indonesia and India. Unfortunately, the trend continued throughout the year and most Asian currencies weakened significantly compared to 2012. Many governments of emerging Asian countries did not help to negate this trend by maintaining loose fiscal policies and allowing current account deficits to accumulate. The weaker global economy was partly to blame. In addition, there has been lingering weak demand for commodities among export-driven countries like Australia and Indonesia. On the other hand, we continue to see evidence of a rising middle class among emerging Asian economies, and believe this may lead to increased demand for imported goods as more affluence leads people to seek a better quality of life.

Despite the volatility in Asia's markets, the Fund performed well during the year, primarily due to our exposure to Japan and our stock selection in China. Several of our top contributors were China-related, consumer discretionary sector holdings that represent various business types, including casino gaming in Macau. We believe this illustrates how critical bottom-up stock selection is.

Sands China, a leading developer, owner and operator of resorts and casinos in Macau, was one of the largest contributors to Fund performance in 2013. The stock did well on the basis of growing casino revenues in Macau. While mainland China's economic growth appears to have slowed, improved infrastructure in Macau, which now has more hotels and better transportation access, has attracted more visitors. In 2013, Macau's casino revenue grew 19% to US$45 billion, outpacing Las Vegas revenues by seven-fold. In fact, Macau is the world's largest gaming market, measured by casino gaming revenue. China Lodging Group, a budget hotel chain in mainland China, also performed well because it has maintained high occupancy rates and steady average room prices.

During the year, India, Thailand, Indonesia and the Philippines were among the biggest detractors to Fund performance. In Thailand, SNC Former Public, a long-term portfolio holding, suffered after investors sold off the stock following acquisition delays. The firm, which makes components for major global air-conditioner companies, has been undergoing a transition and has sought to add more profitable auto-parts business to its lineup. Despite some execution delays, we continue to feel optimistic that SNC Former Public should be able to carry out its plans over the next few years. We believe SNC Former Public is among the top original equipment manufacturers in the business.

The Multi Commodity Exchange of India (MCX) was another firm that posed a drag on Fund performance during the year. The company holds

    (continued)

matthewsasia.com | 800.789.ASIA 31



PERFORMANCE AS OF DECEMBER 31, 2013

   

 

Average Annual Total Returns

 

 

 

3 Months

 

1 Year

 

3 Years

 

5 Years

 

10 Years

  Since
Inception
  Inception
Date
 

Investor Class (MPACX)

   

1.79

%

   

19.35

%

   

6.97

%

   

17.59

%

   

10.39

%

   

10.55

%

 

10/31/03

 

Institutional Class (MIAPX)

   

1.88

%

   

19.63

%

   

7.15

%

   

n.a.

     

n.a.

     

7.67

%

 

10/29/10

 

MSCI AC Asia Pacific Index3

   

2.31

%

   

12.19

%

   

3.77

%

   

12.55

%

   

7.56

%

   

7.91

%4

         

Lipper Pacific Region Funds Category Average5

   

0.68

%

   

9.24

%

   

4.28

%

   

13.36

%

   

7.76

%

   

8.16

%4

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted monthly. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

3  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

4  Calculated from 10/31/03.

5  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS6

 

Sector

 

Country

 

% of Net Assets

 

ORIX Corp.

 

Financials

 

Japan

   

5.2

%

 

Toyota Motor Corp.

 

Consumer Discretionary

 

Japan

   

4.7

%

 

SoftBank Corp.

 

Telecommunication Services

 

Japan

   

3.8

%

 

Honda Motor Co., Ltd.

 

Consumer Discretionary

 

Japan

   

3.6

%

 

Mitsubishi UFJ Financial Group, Inc.

 

Financials

 

Japan

   

2.9

%

 

Sands China, Ltd.

 

Consumer Discretionary

 

China/Hong Kong

   

2.6

%

 

St. Shine Optical Co., Ltd.

 

Health Care

 

Taiwan

   

2.6

%

 

Sumitomo Mitsui Financial Group, Inc.

 

Financials

 

Japan

   

2.5

%

 

John Keells Holdings PLC

 

Industrials

 

Sri Lanka

   

2.4

%

 

Haitian International Holdings, Ltd.

 

Industrials

 

China/Hong Kong

   

2.4

%

 

% OF ASSETS IN TOP TEN

                   

32.7

%

 

6  Holdings may combine more than one security from same issuer and related depositary receipts.

32 MATTHEWS ASIA FUNDS



Matthews Asia Growth Fund

Portfolio Manager Commentary (continued)

more than 90% market share in commodities futures trading in India. However, it lost more than 70% of its value since July when its sister company, the National Spot Exchange, suspended trading following an investigation into dubious trading practices. Once investors gained clarity over the situation, the stock prices recovered somewhat toward the end of the year. We continue to hold our position in the company as we remain optimistic about the future of the exchange following our discussions with management in December.

During the year, Indonesia was among Asia's worst performing markets. The Indonesian Stock Exchange saw a net outflow of nearly US$2 billion—the highest level of outflows since 2005. While our overweight in Indonesia hurt Fund performance; good stock selection offset some of the negative market impact.

The most notable change to the portfolio during the year was our addition of three Japanese mega banks: Mitsubishi UFJ Financial Group, Sumitomo Mitsui Financial Group and Mizuho Financial Group. We were attracted to these companies as we found fundamentals to be improving and valuations compelling. Loan growth among these banks appears strong not only across Asia but also domestically within Japan. While the portfolio remains underweight in financials versus the benchmark, adding these positions marked a notable increase in our weighting in this sector.

Looking forward to 2014, Japan may not play as dominant a role in the mind of investors as it did last year, partly because of the already significant gains it made in 2013 and also because the economy appears to be headed in the right direction. Rather, investors may continue to track the trajectory of China's economy and expected reform efforts. In addition, there has some political turmoil in India and Thailand, with Thai elections looking uncertain to take place in the near term due to the political divide that may force incumbent Prime Minister Yingluck Shinawatra to step down from her post. However, it is important to keep in mind that turbulent times can create attractive opportunities for patient, long-term investors.

COUNTRY ALLOCATION (%)7

Japan

   

49.8

   

China/Hong Kong

   

13.0

   

Indonesia

   

6.5

   

India

   

5.0

   

Sri Lanka

   

4.6

   

Taiwan

   

4.1

   

Thailand

   

3.4

   

Australia

   

2.5

   

Malaysia

   

2.5

   

Philippines

   

2.4

   

Vietnam

   

2.2

   

Singapore

   

1.3

   

Cash and Other Assets, Less Liabilities

   

2.7

   

SECTOR ALLOCATION (%)

Financials

   

21.8

   

Consumer Discretionary

   

21.2

   

Consumer Staples

   

15.2

   

Industrials

   

13.9

   

Information Technology

   

8.4

   

Health Care

   

7.7

   

Telecommunication Services

   

3.8

   

Energy

   

2.8

   

Materials

   

2.5

   

Cash and Other Assets, Less Liabilities

   

2.7

   

MARKET CAP EXPOSURE (%)8

Large Cap (over $5B)

   

60.9

   

Mid Cap ($1B–$5B)

   

25.3

   

Small Cap (under $1B)

   

11.1

   

Cash and Other Assets, Less Liabilities

   

2.7

   

7  Not all countries where the Fund may invest are included in the benchmark index.

8  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

matthewsasia.com | 800.789.ASIA 33



Matthews Asia Growth Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: 97.2%

   

Shares

 

Value

 

JAPAN: 49.8%

 

ORIX Corp.

   

2,305,600

   

$

40,513,703

   

Toyota Motor Corp.

   

603,400

     

36,792,368

   

SoftBank Corp.

   

336,500

     

29,528,132

   

Honda Motor Co., Ltd.

   

684,300

     

28,245,939

   

Mitsubishi UFJ Financial Group, Inc.

   

3,464,100

     

22,999,534

   

Sumitomo Mitsui Financial Group, Inc.

   

373,000

     

19,397,262

   

Kakaku.com, Inc.

   

1,058,400

     

18,592,296

   

Sysmex Corp.

   

284,300

     

16,792,232

   

Mizuho Financial Group, Inc.

   

7,247,400

     

15,734,334

   

FANUC Corp.

   

81,400

     

14,915,790

   

Yokogawa Electric Corp.

   

950,000

     

14,606,066

   

Seven & I Holdings Co., Ltd.

   

344,600

     

13,720,741

   

Suntory Beverage & Food, Ltd.

   

418,200

     

13,341,465

   

Glory, Ltd.

   

480,100

     

12,459,550

   

Nidec Corp.

   

109,400

     

10,777,503

   

Komatsu, Ltd.

   

501,400

     

10,294,389

   

Nitto Denko Corp.

   

231,200

     

9,776,205

   

Rinnai Corp.

   

121,900

     

9,497,010

   

Unicharm Corp.

   

152,600

     

8,707,129

   

Bit-isle, Inc.

   

977,300

     

7,759,007

   

Tokio Marine Holdings, Inc.

   

216,400

     

7,242,840

   

Pigeon Corp.

   

145,400

     

7,051,835

   

Mitsui & Co., Ltd.

   

500,000

     

6,970,570

   

Calbee, Inc.

   

263,500

     

6,399,165

   

Fuji Heavy Industries, Ltd.

   

194,000

     

5,575,358

   

Benefit One, Inc.

   

462,600

     

4,181,970

   

Total Japan

       

391,872,393

   

CHINA/HONG KONG: 13.0%

 

Sands China, Ltd.

   

2,486,000

     

20,373,602

   

Haitian International Holdings, Ltd.

   

8,247,000

     

18,633,202

   

China Lodging Group, Ltd. ADSb

   

526,600

     

16,040,236

   
Shenzhou International Group
Holdings, Ltd.
   

3,408,000

     

12,815,667

   

Baidu, Inc. ADRb

   

61,300

     

10,904,044

   

Sinopharm Group Co., Ltd. H Shares

   

2,487,200

     

7,155,605

   

Dairy Farm International Holdings, Ltd.

   

727,554

     

6,911,763

   

Tingyi (Cayman Islands) Holding Corp.

   

1,888,000

     

5,463,781

   

Hang Lung Group, Ltd.

   

742,000

     

3,753,580

   

Qunar Cayman Islands, Ltd. ADRb

   

2,245

     

59,560

   

Autohome, Inc. ADRb

   

1,200

     

43,908

   

Total China/Hong Kong

       

102,154,948

   

INDONESIA: 6.5%

 

PT Indofood CBP Sukses Makmur

   

18,435,000

     

15,479,927

   

PT Astra International

   

22,448,500

     

12,572,369

   

PT Ace Hardware Indonesia

   

194,172,500

     

9,426,635

   

PT Bank Rakyat Indonesia Persero

   

13,407,000

     

8,013,640

   

PT Arwana Citramulia

   

79,852,000

     

5,380,332

   

Total Indonesia

       

50,872,903

   
   

Shares

 

Value

 

INDIA: 5.0%

 

Emami, Ltd.

   

1,551,001

   

$

11,886,703

   

HDFC Bank, Ltd.

   

1,007,795

     

10,848,602

   

Sun Pharmaceutical Industries, Ltd.

   

793,374

     

7,278,313

   

Castrol India, Ltd.

   

1,075,755

     

5,457,472

   

Multi Commodity Exchange of India, Ltd.

   

516,163

     

3,997,541

   

Total India

       

39,468,631

   

SRI LANKA: 4.5%

 

John Keells Holdings PLC

   

11,026,735

     

19,161,903

   

Sampath Bank PLC

   

7,050,493

     

9,265,900

   

Lanka Orix Leasing Co. PLCb

   

12,121,473

     

6,727,974

   

Total Sri Lanka

       

35,155,777

   

TAIWAN: 4.1%

 

St. Shine Optical Co., Ltd.

   

711,000

     

20,301,676

   

Gourmet Master Co., Ltd.

   

1,057,800

     

7,151,734

   

Synnex Technology International Corp.

   

3,133,000

     

4,972,265

   

Total Taiwan

       

32,425,675

   

THAILAND: 3.4%

 

SVI Public Co., Ltd.b

   

72,678,514

     

9,185,465

   

Major Cineplex Group Public Co., Ltd.

   

11,921,000

     

6,370,307

   

The Siam Commercial Bank Public Co., Ltd.

   

1,264,400

     

5,557,468

   

SNC Former Public Co., Ltd.

   

11,599,900

     

5,552,769

   

Total Thailand

       

26,666,009

   

AUSTRALIA: 2.5%

 

Oil Search, Ltd.

   

1,414,665

     

10,244,148

   

CSL, Ltd.

   

152,216

     

9,372,575

   

Total Australia

       

19,616,723

   

MALAYSIA: 2.5%

 

SapuraKencana Petroleum BHDb

   

7,729,800

     

11,563,432

   

Oldtown BHD

   

7,926,500

     

6,291,833

   

Parkson Holdings BHD

   

2,009,369

     

1,686,999

   

Total Malaysia

       

19,542,264

   

PHILIPPINES: 2.4%

 

Vista Land & Lifescapes, Inc.

   

100,543,200

     

11,798,388

   

Universal Robina Corp.

   

2,873,600

     

7,340,637

   

Total Philippines

       

19,139,025

   

VIETNAM: 2.2%

 

Vietnam Dairy Products JSC

   

2,682,647

     

17,167,923

   

Total Vietnam

       

17,167,923

   

SINGAPORE: 1.3%

 

Keppel Land, Ltd.

   

2,204,000

     

5,833,321

   

Goodpack, Ltd.

   

2,919,000

     

4,510,519

   

Total Singapore

       

10,343,840

   

TOTAL COMMON EQUITIES

       

764,426,111

   

(Cost $589,037,820)

         

34 MATTHEWS ASIA FUNDS



Matthews Asia Growth Fund  December 31, 2013

Schedule of Investmentsa (continued)

WARRANTS: 0.1%

   

Shares

 

Value

 

SRI LANKA: 0.1%

 

John Keells Holdings PLC, expires 11/11/16

   

490,094

   

$

354,082

   

John Keells Holdings PLC, expires 11/12/15

   

490,094

     

299,752

   

Total Sri Lanka

       

653,834

   

TOTAL WARRANTS

       

653,834

   

(Cost $0)

         

TOTAL INVESTMENTS: 97.3%

       

765,079,945

   

(Cost $589,037,820c)

 
CASH AND OTHER ASSETS,
LESS LIABILITIES: 2.7%
       

21,179,181

   

NET ASSETS: 100.0%

     

$

786,259,126

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Non-income producing security.

c  Cost for federal income tax purposes is $609,169,487 and net unrealized appreciation consists of:

Gross unrealized appreciation  

$

182,070,138

   
Gross unrealized depreciation    

(26,159,680

)

 
Net unrealized appreciation  

$

155,910,458

   

ADR  American Depositary Receipt

ADS  American Depositary Share

BHD  Berhad

JSC  Joint Stock Co.

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 35



ASIA GROWTH STRATEGIES

PORTFOLIO MANAGERS

Richard H. Gao

Lead Manager

Sharat Shroff, CFA

Lead Manager

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

 

MAPTX

 

MIPTX

 

CUSIP

 

577130107

 

577130834

 

Inception

 

9/12/94

 

10/29/10

 

NAV

  $24.99   $24.97  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  1.09%   0.92%  

Portfolio Statistics

Total # of Positions

 

67

 

Net Assets

  $7.6 billion  

Weighted Average Market Cap

  $23.5 billion  

Portfolio Turnover

  7.73%2  

Benchmark

MSCI AC Asia ex Japan Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long-term capital appreciation.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in the common and preferred stocks of companies located in Asia ex Japan, which consists of all countries and markets in Asia excluding Japan, but including all other developed, emerging and frontier countries and markets in the Asian region.

1  Actual 2013 expense ratios.

2  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews Pacific Tiger Fund*

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews Pacific Tiger Fund returned 3.63% (Investor Class) and 3.78% (Institutional Class) while its benchmark, the MSCI All Country Asia ex Japan Index, returned 3.34%. For the fourth quarter of the year, the Fund returned 3.04% (Investor Class) and 3.06% (Institutional Class) versus 3.42% for the Index.

The nearly flat performance of the Index masks the underlying volatility, and a sharp divergence between the equity performance in export-oriented economies like South Korea and Taiwan against economies driven more by consumption, such as India and Indonesia.

A core element of our investment philosophy is emphasizing domestic demand-led growth since we believe that to be sustainable. Starting in 2007, a combination of solid growth, which was domestically driven, and attractive valuations led us to increase our allocation to parts of the Association of Southeast Asian Nations (ASEAN) region, including Indonesia. However, the overweight hurt portfolio performance in 2013 in terms of a negative country allocation effect.

In considering India and Indonesia, both carry deficits on their fiscal and current accounts. As investors start pricing in a gradual return to improving economic conditions in the U.S., there is concern that capital flows that have helped finance the deficit may start to reverse. In spite of periodic outflows from the ASEAN region during periods of stress, the region has attracted significant inflows that continue to be of a long-term nature, such as foreign direct investments. Overseas businesses and longer-term capital continue to be attracted to the prospects of better growth in Asia, but these should be distinguished from portfolio flows that are seeking to arbitrage the differential between rates and returns. In our view, the concerns over these shorter-term sources of flow may be exaggerated, but they are already acting as a wake-up call for policymakers in some of the affected countries. The recent sharp depreciation in some currencies—such as the Indian rupee and the Indonesian rupiah—is forcing some difficult decisions like the reduction of wasteful energy subsidies. This is a start, but there is more that needs to be done, particularly in India and Indonesia, to accomplish sustained growth for the next several years.

For nearly two years, we have selectively trimmed our exposure to parts of ASEAN, believing that valuations may have been too high and that growth may moderate. While that still remains our bias, we are alert to the possibility of further broad-based sell-offs leading to attractive valuations, particularly in Thailand and the Philippines. Thailand is in the middle of a stalemate with its political parties holding public demonstrations instead of working out their differences within the Parliamentary process. The end game with the political process is unclear, but it is clear to us that Thailand's attraction, both for tourists and strategic investors, is unlikely to be dented in the long run.

While macroeconomic factors continued to hold significant influence on stock prices during the year, there was some noticeable divergence between stocks prices, particularly in China. The domestic Shanghai and Shenzhen A-share indices revealed widely different outcomes for 2013. The Shanghai A-share Index is dominated by financials and state-owned

*  Closed to most new investors as of October 25, 2013.

(continued)

36 MATTHEWS ASIA FUNDS



PERFORMANCE AS OF DECEMBER 31, 2013

   

 

Average Annual Total Returns

     

 

3 Months

 

1 Year

 

3 Years

 

5 Years

 

10 Years

  Since
Inception
  Inception
Date
 

Investor Class (MAPTX)

   

3.04

%

   

3.63

%

   

3.57

%

   

18.96

%

   

12.68

%

   

8.89

%

 

9/12/94

 

Institutional Class (MIPTX)

   

3.06

%

   

3.78

%

   

3.73

%

   

n.a.

     

n.a.

     

3.74

%

 

10/29/10

 

MSCI AC Asia ex Japan Index3

   

3.42

%

   

3.34

%

   

1.69

%

   

16.82

%

   

10.97

%

   

4.10

%4

         

Lipper Pacific ex Japan Funds Category Average5

   

3.35

%

   

2.11

%

   

1.04

%

   

16.40

%

   

10.55

%

   

4.25

%4

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted monthly. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

3  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

4  Calculated from 8/31/94.

5  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS6

 

Sector

 

Country

 

% of Net Assets

 

Delta Electronics, Inc.

 

Information Technology

 

Taiwan

   

3.4

%

 

Ping An Insurance Group Co. of China, Ltd.

 

Financials

 

China/Hong Kong

   

3.3

%

 

Amorepacific Corp.

 

Consumer Staples

 

South Korea

   

2.9

%

 

Naver Corp.

 

Information Technology

 

South Korea

   

2.8

%

 

Dongbu Insurance Co., Ltd.

 

Financials

 

South Korea

   

2.8

%

 

Tata Power Co., Ltd.

 

Utilities

 

India

   

2.4

%

 

Samsung Electronics Co., Ltd.

 

Information Technology

 

South Korea

   

2.3

%

 

President Chain Store Corp.

 

Consumer Staples

 

Taiwan

   

2.3

%

 

Cheil Worldwide, Inc.

 

Consumer Discretionary

 

South Korea

   

2.3

%

 

China Resources Enterprise, Ltd.

 

Consumer Staples

 

China/Hong Kong

   

2.2

%

 

% OF ASSETS IN TOP TEN

                   

26.7

%

 

6  Holdings may combine more than one security from same issuer and related depositary receipts.

matthewsasia.com | 800.789.ASIA 37



COUNTRY ALLOCATION (%)7

China/Hong Kong

   

28.4

   

South Korea

   

17.4

   

India

   

15.7

   

Taiwan

   

9.5

   

Indonesia

   

7.3

   

Thailand

   

5.5

   

Malaysia

   

5.3

   

Philippines

   

2.0

   

Singapore

   

2.0

   

Switzerland

   

1.8

   

Vietnam

   

1.6

   

Cash and Other Assets, Less Liabilities

   

3.5

   

SECTOR ALLOCATION (%)

Financials

   

26.5

   

Consumer Staples

   

18.1

   

Information Technology

   

17.5

   

Consumer Discretionary

   

10.9

   

Health Care

   

7.4

   

Utilities

   

6.7

   

Industrials

   

3.6

   

Telecommunication Services

   

2.7

   

Materials

   

1.6

   

Energy

   

1.5

   

Cash and Other Assets, Less Liabilities

   

3.5

   

MARKET CAP EXPOSURE (%)8

Large Cap (over $5B)

   

75.0

   

Mid Cap ($1B–$5B)

   

20.3

   

Small Cap (under $1B)

   

1.2

   

Cash and Other Assets, Less Liabilities

   

3.5

   

7  Not all countries where the Fund may invest are included in the benchmark index.

8  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

Matthews Pacific Tiger Fund

Portfolio Manager Commentary (continued)

enterprises. Meanwhile, the Shenzhen-A share index tends to be more diversified, including private sector, IT and consumer-oriented stocks. The divergence in stock prices is perhaps reflective of the government's efforts to strive for more balanced and profitable growth. Even as overall GDP growth in China has slowed, consumer spending and areas such as the Internet and tourism have held up relatively well. While the slowdown in growth in China is increasingly being accepted by the investment community, a possible improvement in the return on capital is not. As a result, scarcity of growth was an important factor driving stock prices which helped some of our Internet-related holdings like Baidu and Tencent.

One of the biggest contributors to the portfolio's performance during the year was a Korean Internet-related holding, Naver (previously NHN). The firm has been a long-term holding for the Fund, and is a rare example of a service-oriented business out of South Korea gaining traction with consumers outside of the country. Its recent traction in monetizing its mobile communication services is testament to the firm's investments in R&D, and a willingness to hire talent locally in places like Japan. We believe the expectations for their LINE platform are achievable, but the recent gains in valuations leave little room for mistakes.

During the year, we exited more holdings than we added, making the portfolio more concentrated. The exits were driven by the inability of newer positions to meet our milestones. The business environment in many parts of Asia has been difficult for the past few years, reflective of tougher lending conditions, and a moderation in growth. All this has translated into lower returns on equity (ROE) for many companies, and is one of the key reasons behind Asia's underperformance relative to many other parts of the world. Some of the decline in ROE is likely structural, as may be the case for the industrial sector in China. However, we also believe that with stabilizing sales growth and lower inputs costs, there is a possibility that margins may stabilize and start to recover over the next few years.

So as we look ahead, one of the key questions that we wrestle with is: does Asia deserve to trade at a significant discount to many other parts of the world? Without doubt overall growth has been disappointing these past few years leading to lower profitability. More importantly, growth is becoming more fragmented, and perhaps less visible in headline indices. As an example, we are more convinced about the favorable outlook for sectors like healthcare and consumer in China than about the pace of growth for the overall economy. Meanwhile, valuations particularly in China are at levels that are at historic lows relative to many parts of the world, and are not based on analyst expectations that look particularly ambitious. Liquidity and flow of capital may continue to test Asia's capital markets and political events in India and parts of ASEAN may pose as unquantifiable risks. However, the underlying virtuous cycle of savings led investment growth in Asia has not been altered. We would view any pickup in volatility as an opportunity to invest with businesses that continue to deliver secular growth.

38 MATTHEWS ASIA FUNDS



Matthews Pacific Tiger Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: 96.3%

   

Shares

 

Value

 

CHINA/HONG KONG: 28.4%

 
Ping An Insurance Group Co. of
China, Ltd. H Shares
   

28,166,000

   

$

253,047,066

   

China Resources Enterprise, Ltd.

   

51,384,000

     

170,942,268

   

Hang Lung Group, Ltd.

   

32,014,000

     

161,950,265

   

Baidu, Inc. ADRb

   

847,500

     

150,753,300

   
Dairy Farm International
Holdings, Ltd.
   

15,061,446

     

143,083,737

   

China Resources Land, Ltd.

   

54,976,000

     

136,777,733

   
Dongfeng Motor Group Co.,
Ltd. H Shares
   

82,940,000

     

130,255,429

   

Tencent Holdings, Ltd.

   

2,011,900

     

128,816,873

   

Hengan International Group Co., Ltd.

   

10,721,000

     

126,843,425

   

Sinopharm Group Co., Ltd. H Shares

   

43,788,000

     

125,976,856

   

Lenovo Group, Ltd.

   

97,092,000

     

118,357,268

   

China Mobile, Ltd. ADR

   

2,113,150

     

110,496,613

   
Tingyi (Cayman Islands) Holding
Corp.
   

36,846,000

     

106,630,551

   

China Vanke Co., Ltd. B Shares

   

48,875,258

     

76,311,647

   

Digital China Holdings, Ltd.†

   

61,422,000

     

72,537,177

   

Swire Pacific, Ltd. A Shares

   

5,683,500

     

66,779,186

   
Hong Kong Exchanges and
Clearing, Ltd.
   

3,664,500

     

61,253,346

   

Shangri-La Asia, Ltd.

   

13,575,333

     

26,506,162

   

Total China/Hong Kong

       

2,167,318,902

   

SOUTH KOREA: 17.4%

 

Amorepacific Corp.

   

228,241

     

217,529,044

   

Naver Corp.

   

311,015

     

215,462,140

   

Dongbu Insurance Co., Ltd.†

   

3,950,500

     

211,599,788

   

Samsung Electronics Co., Ltd.

   

136,754

     

179,139,008

   

Cheil Worldwide, Inc.b

   

6,561,880

     

172,198,037

   

Green Cross Corp.†

   

967,499

     

114,899,678

   

Yuhan Corp.

   

542,138

     

96,746,040

   

Hyundai Mobis

   

317,719

     

88,921,856

   

MegaStudy Co., Ltd.†

   

396,412

     

29,449,926

   

Total South Korea

       

1,325,945,517

   

INDIA: 15.7%

 

Tata Power Co., Ltd.†

   

126,160,510

     

186,319,014

   

GAIL India, Ltd.

   

24,682,108

     

136,588,563

   

Sun Pharmaceutical Industries, Ltd.

   

14,303,630

     

131,219,705

   

ITC, Ltd.

   

24,735,000

     

128,703,577

   

Kotak Mahindra Bank, Ltd.

   

10,218,688

     

120,309,749

   

Housing Development Finance Corp.

   

7,485,685

     

96,168,452

   

HDFC Bank, Ltd.

   

8,635,920

     

92,963,016

   

Titan Co., Ltd.

   

24,132,503

     

89,538,589

   

Container Corp. of India, Ltd.

   

6,536,886

     

77,141,701

   

Dabur India, Ltd.

   

25,308,038

     

69,698,881

   

Thermax, Ltd.

   

5,110,034

     

58,733,791

   

HDFC Bank, Ltd. ADR

   

319,500

     

11,003,580

   

Total India

       

1,198,388,618

   
   

Shares

 

Value

 

TAIWAN: 9.5%

 

Delta Electronics, Inc.

   

46,121,000

   

$

263,075,478

   

President Chain Store Corp.

   

25,075,608

     

173,741,777

   

Synnex Technology International Corp.†

   

84,022,354

     

133,348,679

   

Yuanta Financial Holding Co., Ltd.

   

133,911,782

     

79,978,181

   
Taiwan Semiconductor
Manufacturing Co., Ltd.
   

20,423,513

     

72,296,227

   

Total Taiwan

       

722,440,342

   

INDONESIA: 7.3%

 

PT Perusahaan Gas Negara Persero

   

345,321,500

     

127,289,928

   

PT Astra International

   

227,099,300

     

127,187,841

   

PT Indofood CBP Sukses Makmur

   

137,813,000

     

115,722,009

   

PT Bank Central Asia

   

115,688,500

     

91,516,248

   

PT Telekomunikasi Indonesia Persero

   

487,302,500

     

86,247,134

   
PT Telekomunikasi Indonesia Persero
ADR
   

375,700

     

13,468,845

   

Total Indonesia

       

561,432,005

   

THAILAND: 5.5%

 

Central Pattana Public Co., Ltd.

   

134,957,600

     

169,409,560

   
The Siam Cement Public Co., Ltd.
NVDR
   

9,753,500

     

119,094,474

   
PTT Exploration & Production Public
Co., Ltd.
   

23,423,867

     

118,979,195

   

Kasikornbank Public Co., Ltd. NVDR

   

1,500,000

     

7,170,052

   

Kasikornbank Public Co., Ltd.

   

385,000

     

1,840,313

   

Total Thailand

       

416,493,594

   

MALAYSIA: 5.1%

 

Genting BHD

   

49,665,500

     

155,569,541

   

Public Bank BHD

   

24,011,386

     

142,213,674

   

Top Glove Corp. BHD

   

25,175,960

     

43,272,983

   

IHH Healthcare BHDb

   

30,846,700

     

36,351,171

   

IHH Healthcare BHDb

   

11,543,000

     

13,720,433

   

Total Malaysia

       

391,127,802

   

PHILIPPINES: 2.0%

 

SM Prime Holdings, Inc.

   

414,449,271

     

137,599,661

   

GT Capital Holdings, Inc.

   

1,075,000

     

18,713,942

   

Total Philippines

       

156,313,603

   

SINGAPORE: 2.0%

 

Keppel Land, Ltd.

   

34,212,000

     

90,548,817

   

Hyflux, Ltd.†

   

65,284,280

     

60,527,444

   

Total Singapore

       

151,076,261

   

SWITZERLAND: 1.8%

 

DKSH Holding, Ltd.

   

1,758,541

     

136,810,514

   

Total Switzerland

       

136,810,514

   

VIETNAM: 1.6%

 

Vietnam Dairy Products JSC

   

19,622,807

     

125,578,523

   

Total Vietnam

       

125,578,523

   

TOTAL COMMON EQUITIES

       

7,352,925,681

   

(Cost $5,370,487,548)

         

matthewsasia.com | 800.789.ASIA 39



Matthews Pacific Tiger Fund  December 31, 2013

Schedule of Investmentsa (continued)

WARRANTS: 0.2%

   

Shares

 

Value

 

MALAYSIA: 0.2%

 

Genting BHD, expires 12/18/18

   

12,253,875

   

$

11,709,549

   

Total Malaysia

       

11,709,549

   

TOTAL WARRANTS

       

11,709,549

   

(Cost $5,593,674)

         

TOTAL INVESTMENTS: 96.5%

       

7,364,635,230

   

(Cost $5,376,081,222c)

         
CASH AND OTHER ASSETS,
LESS LIABILITIES: 3.5%
       

268,511,817

   

NET ASSETS: 100.0%

     

$

7,633,147,047

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Non-income producing security.

c  Cost for federal income tax purposes is $5,377,903,948 and net unrealized appreciation consists of:

Gross unrealized appreciation

 

$

2,215,589,985

   
Gross unrealized depreciation    

(228,858,703

)

 
Net unrealized appreciation  

$

1,986,731,282

   

†  Affiliated Issuer, as defined under the Investment Company Act of 1940 (ownership of 5% or more of the outstanding voting securities of this issuer)

ADR  American Depositary Receipt

BHD  Berhad

JSC  Joint Stock Co.

NVDR  Non-voting Depositary Receipt

See accompanying notes to financial statements.

40 MATTHEWS ASIA FUNDS



ASIA GROWTH STRATEGIES

PORTFOLIO MANAGERS

Taizo Ishida

 

Robert Harvey, CFA

 

 

 

Lead Manager

 

Co-Manager

 

 

 

FUND FACTS

   

Investor

 

Institutional

 

Ticker

 

MEASX

 

MIASX

 

CUSIP

 

577125883

 

577125875

 

Inception

 

4/30/13

 

4/30/13

 

NAV

  $9.93   $9.92  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  2.39%   2.21%  
After Fee Waiver and
Reimbursement2
  2.18%   2.00%  
After Voluntary Fee
Waiver and Expense
Reimbursement3
  1.98%   1.75%  

Portfolio Statistics

Total # of Positions

 

70

 

Net Assets

  $40.0 million  

Weighted Average Market Cap

  $5.5 billion  

Portfolio Turnover

  1.66%4  

Benchmark

MSCI Emerging Markets Asia Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long term capital appreciation.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total assets, which include borrowings for investment purposes, in the common and preferred stocks of companies located in Asia excluding Japan, South Korea, Hong Kong and Singapore. The Fund may also invest in the convertible securities, of any duration or quality of companies located in Asia excluding Japan, South Korea, Hong Kong and Singapore. Once fully invested and under normal market conditions, the Fund is expected to invest a substantial portion of its net assets in the emerging countries and markets in the Asian region, including, but not limited to, Bangladesh, Cambodia, China (including Taiwan, but excluding Hong Kong), India, Indonesia, Laos, Malaysia, Mongolia, Myanmar, Pakistan, Papua New Guinea, Philippines, Sri Lanka, Thailand, and Vietnam.

1  Actual 2013 expense ratios.

2  Matthews has contractually agreed to waive fees and reimburse expenses until August 31, 2015 to the extent needed to limit Total Annual Fund Operating Expenses to 2.00% for the Institutional Class and agreed to reduce the expense ratio by an equal amount for the Investor Class. Because certain expenses of the Investor Class are higher than the Institutional Class, the Total Annual Fund Operating Expenses After Fee Waiver and Expense Reimbursement for the Investor Class may exceed 2.00%. The amounts of the waivers and reimbursements are based on estimated Fund expenses. The fee waivers and expense reimbursements may be terminated at any time by the Board of Trustees or the Trust on behalf of the Fund on 60 days' written notice.

3  Matthews has also agreed to waive fees and reimburse additional expenses for the Institutional Class of the Fund on a voluntary basis if its expense ratio exceeds 1.75%. Furthermore, any amounts voluntarily waived by Matthews in respect of the Institutional Class, excluding any voluntary waiver of class-specific shareholder servicing fees, may also be waived for the Investor Class. These voluntary waivers and/or reimbursements may be terminated at any time in the sole and absolute discretion of Matthews, subject to prior notice to the Board of Trustees.

4  The Fund commenced operations on April 30, 2013. The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews Emerging Asia Fund

Portfolio Manager Commentary

The Matthews Emerging Asia Fund was launched on April 30, 2013. For the period ending December 31, 2013, the Fund declined –0.61% (Investor Class) and –0.55% (Institutional Class) while its benchmark, the MSCI Emerging Markets Asia Index returned 2.13%. For the fourth quarter of the year, the Fund advanced 5.85% (Investor Class) and 5.91% (Institutional Class) versus 3.66% for the benchmark.

The timing of the Fund's launch earlier in the year coincided with the first wave of negative sentiment toward "emerging markets" caused by the U.S. Federal Reserve's discussions over tapering its quantitative easing policies. The notion of capital withdrawal from these markets spooked emerging market investors as foreign portfolio inflows over the last few years had pushed up valuations, especially in the Association of Southeast Asian Nation markets. Foreign selling continued throughout the summer, and emerging markets were hit particularly hard in August. By the end of 2013, foreign investors withdrew a net US$6 billion from the Stock Exchange of Thailand—the largest annual withdrawal over the past decade. The Indonesian Stock Exchange saw a net outflow of nearly US$2 billion—the highest level of outflows since 2005. Although both exchanges are big enough to absorb the outflows, the capital flight still negatively impacted prices.

Considering this general weakness among Asia's emerging markets during the fourth quarter, the Fund fared relatively well against its benchmark. While the benchmark benefited from its large exposure to the buoyant, more developed markets of South Korea and Taiwan, the Fund did well as a result of stock selection. The Fund had a combined exposure of 4% in these developed markets, compared with 43% for the benchmark.

Some frontier markets in Asia, including Bangladesh, Vietnam, Laos and Cambodia, were relatively stable during the year as little money had flowed into these markets in prior years. Foreign trade flows in Bangladesh, for example, have generally comprised less than 4% of the market, and its market experienced very little impact from foreign selling in 2013. In fact, Bangladesh and Vietnam were among the best-performing Asian equity markets for the year. Sri Lanka, on the other hand, experienced currency pressures similar to that of India and Pakistan.

Square Pharmaceuticals, a large-capitalization Bangladeshi firm with solid fundamentals, was among our top contributors to performance in 2013. It is a top portfolio holding and has demonstrated high profitability, almost no debt and good growth prospects in both its domestic and export markets. In addition, good stock selection in China and Hong Kong benefited Fund performance during the year. Several of our top contributors were China-related holdings, that hail from a variety of industries including casino gaming in Macau, Internet-related businesses, industrials and textile companies. This illustrates the fact that bottom-up stock selection is critical.

Melco Crown Entertainment, which was the portfolio's best performer, is a good example of a stock that did well amid an environment of generally flat equity returns in China during the year. The firm is a Macau-based casino company focused mainly on visiting mainland Chinese patrons. While mainland China's economic growth appears to have slowed, improved infrastructure in Macau, which now has more hotels and better transportation access, has attracted more visitors. In 2013, Macau's casino

(continued)

matthewsasia.com | 800.789.ASIA 41



PERFORMANCE AS OF DECEMBER 31, 2013

 

Actual Return, Not Annualized

     
   

3 Months

  Since
Inception
  Inception
Date
 

Investor Class (MEASX)

   

5.85

%

   

-0.61

%

 

4/30/13

 

Institutional Class (MIASX)

   

5.91

%

   

-0.55

%

 

4/30/13

 

MSCI Emerging Markets Asia Index5

   

3.66

%

   

2.13

%

         

Lipper Emerging Markets Funds Category Average6

   

2.53

%

   

-1.23

%

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance visit matthewsasia.com.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

The performance data does not reflect the deduction of taxes that a shareholder would pay on dividends, capital gain distributions or redemption of Fund shares. Values are in US$.

5  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

6  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS7

 

Sector

 

Country

 

% of Net Assets

 

NagaCorp, Ltd.

 

Consumer Discretionary

 

Cambodia

   

3.6

%

 

Square Pharmaceuticals, Ltd.

 

Health Care

 

Bangladesh

   

3.1

%

 

Melco Crown Entertainment, Ltd.

 

Consumer Discretionary

 

China/Hong Kong

   

3.1

%

 

CSPC Pharmaceutical Group, Ltd.

 

Health Care

 

China/Hong Kong

   

2.8

%

 

British American Tobacco Bangladesh Co., Ltd.

 

Consumer Staples

 

Bangladesh

   

2.7

%

 

Sampath Bank PLC

 

Financials

 

Sri Lanka

   

2.7

%

 

Shenzhou International Group Holdings, Ltd.

 

Consumer Discretionary

 

China/Hong Kong

   

2.5

%

 

Emami, Ltd.

 

Consumer Staples

 

India

   

2.4

%

 

John Keells Holdings PLC

 

Industrials

 

Sri Lanka

   

2.4

%

 

Gruh Finance, Ltd.

 

Financials

 

India

   

2.4

%

 

% OF ASSETS IN TOP TEN

                   

27.7

%

 

7  Holdings may combine more than one security from same issuer and related depositary receipts.

42 MATTHEWS ASIA FUNDS



Matthews Emerging Asia Fund

Portfolio Manager Commentary (continued)

revenue grew 19% to US$45 billion, outpacing Las Vegas revenues by seven-fold. With further infrastructure improvements on the horizon for this premier entertainment destination, we remain optimistic of further growth ahead.

Our large exposure to both the Philippines was among the biggest detractors to Fund performance for the year. Valuations in the Philippines were relatively high early in 2013, with the market peaking in May. Following that, many stocks, including Vista Land & Lifescapes, a low-end condominium builder, declined. While its stock suffered during the year, we continue to hold our position in Vista Land as we believe company fundamentals are still intact.

For 2014, we expect the markets may continue to focus on U.S. macroeconomic data and the U.S. Federal Reserve's monetary policies. Moderate growth in exports from Asia and resilient domestic economies should help to offset the potential impact from further Fed tapering. On the political front, there is some turmoil in countries expected to hold important elections, particularly Indonesia, Thailand India. However, turbulent times can create attractive opportunities for patient, long-term investors. Emerging Asia includes of some of the fastest-growing economies in the world, and we are particularly optimistic about some major structural trends on the horizon. These include favorable demographics that have resulted in large populations of young, skilled workers and increasing government action to liberalize economies and built deeper capital markets in Emerging Asia. We also believe that our research-driven investment process and deep experience in these countries is well-suited to identifying opportunities in what are still relatively inefficient markets.

COUNTRY ALLOCATION (%)8

China/Hong Kong

   

17.5

   

India

   

16.1

   

Sri Lanka

   

14.8

   

Bangladesh

   

10.2

   

Philippines

   

8.1

   

Vietnam

   

7.2

   

Thailand

   

4.3

   

Indonesia

   

4.2

   

Malaysia

   

3.7

   

Cambodia

   

3.6

   

Taiwan

   

3.1

   

Singapore

   

3.0

   

Australia

   

1.4

   

Cash and Other Assets, Less Liabilities

   

2.8

   

SECTOR ALLOCATION (%)

Consumer Staples

   

21.2

   

Financials

   

20.4

   

Consumer Discretionary

   

17.9

   

Health Care

   

12.1

   

Industrials

   

11.1

   

Information Technology

   

6.5

   

Energy

   

4.1

   

Materials

   

2.8

   

Telecommunication Services

   

1.1

   

Cash and Other Assets, Less Liabilities

   

2.8

   

MARKET CAP EXPOSURE (%)9

Large Cap (over $5B)

   

22.5

   

Mid Cap ($1B–$5B)

   

35.9

   

Small Cap (under $1B)

   

38.8

   

Cash and Other Assets, Less Liabilities

   

2.8

   

8  Not all countries where the Fund may invest are included in the benchmark index.

9  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

matthewsasia.com | 800.789.ASIA 43



Matthews Emerging Asia Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: 97.1%

   

Shares

 

Value

 

CHINA/HONG KONG: 17.5%

 

Melco Crown Entertainment, Ltd.b

   

93,900

   

$

1,231,572

   

CSPC Pharmaceutical Group, Ltd.

   

1,438,000

     

1,136,669

   
Shenzhou International Group
Holdings, Ltd.
   

262,000

     

985,242

   

Sina Corp.b

   

10,900

     

918,325

   

Haitian International Holdings, Ltd.

   

383,000

     

865,347

   

Tencent Holdings, Ltd.

   

11,900

     

761,927

   

CIMC Enric Holdings, Ltd.

   

400,000

     

646,585

   

Sun Art Retail Group, Ltd.

   

325,000

     

458,990

   

Total China/Hong Kong

       

7,004,657

   

INDIA: 16.1%

 

Emami, Ltd.

   

126,978

     

973,145

   

Gruh Finance, Ltd.

   

232,143

     

958,709

   

Info Edge India, Ltd.

   

124,174

     

927,365

   

Lupin, Ltd.

   

52,465

     

770,287

   

Housing Development Finance Corp.

   

44,499

     

571,678

   

Shriram City Union Finance, Ltd.

   

23,096

     

397,118

   

Cipla India, Ltd.

   

60,053

     

389,124

   

Praj Industries, Ltd.

   

494,063

     

361,431

   

VST Industries, Ltd.

   

11,233

     

315,643

   

Castrol India, Ltd.

   

57,613

     

292,280

   

Multi Commodity Exchange of India, Ltd.

   

32,155

     

249,032

   

Jubilant Foodworks, Ltd.b

   

11,592

     

238,390

   

Total India

       

6,444,202

   

SRI LANKA: 14.7%

 

Sampath Bank PLC

   

816,155

     

1,072,607

   

John Keells Holdings PLC

   

556,003

     

966,204

   

National Development Bank PLC

   

776,969

     

953,391

   

Commercial Bank of Ceylon PLC

   

881,324

     

811,249

   

Aitken Spence Hotel Holdings PLC

   

1,184,124

     

632,800

   

Cargills Ceylon PLC

   

354,828

     

398,775

   

Ceylinco Insurance Co. PLC

   

34,935

     

357,897

   

Lanka Orix Leasing Co. PLCb

   

573,466

     

318,300

   

Ceylon Tobacco Co. PLC

   

17,034

     

154,244

   

Chevron Lubricants Lanka PLC

   

68,184

     

139,600

   

Odel PLC

   

605,867

     

97,272

   

Total Sri Lanka

       

5,902,339

   

BANGLADESH: 10.2%

 

Square Pharmaceuticals, Ltd.

   

512,070

     

1,254,049

   
British American Tobacco Bangladesh
Co., Ltd.
   

52,900

     

1,090,130

   

GrameenPhone, Ltd.

   

163,400

     

422,675

   

Apex Adelchi Footwear, Ltd.

   

74,800

     

396,898

   

Islami Bank Bangladesh, Ltd.

   

731,500

     

325,192

   

Bata Shoe Co. Bangladesh, Ltd.

   

34,500

     

306,509

   

Berger Paints Bangladesh, Ltd.

   

25,150

     

283,964

   

Total Bangladesh

       

4,079,417

   
   

Shares

 

Value

 

PHILIPPINES: 8.1%

 

RFM Corp.

   

6,968,400

   

$

873,765

   

Vista Land & Lifescapes, Inc.

   

6,201,400

     

727,712

   

Puregold Price Club, Inc.

   

808,100

     

691,635

   

GT Capital Holdings, Inc.

   

30,110

     

524,164

   

Universal Robina Corp.

   

170,590

     

435,774

   

Total Philippines

       

3,253,050

   

VIETNAM: 7.2%

 

Vinh Hoan Corp.b

   

572,987

     

638,312

   

Saigon Securities, Inc.

   

554,160

     

472,855

   

Phu Nhuan Jewelry JSC

   

270,750

     

392,745

   

DHG Pharmaceutical JSC

   

67,240

     

363,373

   

Masan Group Corp.b

   

91,240

     

356,829

   

Phuoc Hoa Rubber JSC

   

187,910

     

269,016

   

Dinh Vu Port Investment & Development JSC

   

107,200

     

215,975

   

National Seed JSC

   

51,750

     

188,895

   

Total Vietnam

       

2,898,000

   

THAILAND: 4.3%

 

The Siam Cement Public Co., Ltd.

   

43,400

     

529,933

   

Major Cineplex Group Public Co., Ltd.

   

981,500

     

524,491

   

SNC Former Public Co., Ltd.

   

809,700

     

387,596

   

Beauty Community Public Co., Ltd.

   

456,000

     

281,445

   

Total Thailand

       

1,723,465

   

INDONESIA: 4.2%

 

PT Modern Internasional

   

7,336,000

     

464,214

   

PT Bank Mandiri Persero

   

701,000

     

453,695

   

PT Electronic City Indonesiab

   

1,757,000

     

401,557

   

PT Indofood CBP Sukses Makmur

   

405,500

     

340,500

   

Total Indonesia

       

1,659,966

   

MALAYSIA: 3.7%

 

SapuraKencana Petroleum BHDb

   

617,900

     

924,350

   

Oldtown BHD

   

708,500

     

562,387

   

Total Malaysia

       

1,486,737

   

CAMBODIA: 3.6%

 

NagaCorp, Ltd.

   

1,352,000

     

1,428,145

   

Total Cambodia

       

1,428,145

   

TAIWAN: 3.1%

 

Ginko International Co., Ltd.

   

28,000

     

528,931

   

ScinoPharm Taiwan, Ltd.

   

140,400

     

412,671

   

King Slide Works Co., Ltd.

   

28,000

     

315,668

   

Total Taiwan

       

1,257,270

   

SINGAPORE: 3.0%

 

Yoma Strategic Holdings, Ltd.

   

1,072,000

     

637,109

   

Petra Foods, Ltd.

   

218,000

     

556,250

   

Total Singapore

       

1,193,359

   

44 MATTHEWS ASIA FUNDS



Matthews Emerging Asia Fund  December 31, 2013

Schedule of Investmentsa (continued)

COMMON EQUITIES (continued)

   

Shares

 

Value

 

AUSTRALIA: 1.4%

 

Oil Search, Ltd.

   

79,306

   

$

574,286

   

Total Australia

       

574,286

   

TOTAL COMMON EQUITIES

       

38,904,893

   

(Cost $38,374,415)

         

WARRANTS: 0.1%

SRI LANKA: 0.1%

 

John Keells Holdings PLC, expires 11/11/16

   

24,712

     

17,854

   

John Keells Holdings PLC, expires 11/12/15

   

24,712

     

15,114

   

Total Sri Lanka

       

32,968

   

TOTAL WARRANTS

       

32,968

   

(Cost $0)

         

TOTAL INVESTMENTS: 97.2%

       

38,937,861

   

(Cost $38,374,415c)

         
CASH AND OTHER ASSETS,
LESS LIABILITIES: 2.8%
       

1,101,150

   

NET ASSETS: 100.0%

     

$

40,039,011

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Non-income producing security.

c  Cost for federal income tax purposes is $38,374,415 and net unrealized appreciation consists of:

Gross unrealized appreciation

 

$

4,034,780

   

Gross unrealized depreciation

   

(3,471,334

)

 

Net unrealized appreciation

 

$

563,446

   

BHD  Berhad

JSC  Joint Stock Co.

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 45



ASIA GROWTH STRATEGIES

PORTFOLIO MANAGERS

Richard H. Gao

Lead Manager

Henry Zhang, CFA

Co-Manager

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

 

MCHFX

 

MICFX

 

CUSIP

 

577130701

 

577130818

 

Inception

 

2/19/98

 

10/29/10

 

NAV

  $22.84   $22.81  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  1.08%   0.91%  

Portfolio Statistics

Total # of Positions

 

58

 

Net Assets

  $1.4 billion  

Weighted Average Market Cap

  $29.9 billion  

Portfolio Turnover

  6.29%2  

Benchmark

MSCI China Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long-term capital appreciation.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in the common and preferred stocks of companies located in China. China includes its administrative and other districts, such as Hong Kong.

1  Actual 2013 expense ratios.

2  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews China Fund

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews China Fund rose 6.84% (Investor Class) and 6.97% (Institutional Class), outperforming its benchmark MSCI China Index, which rose 3.96%. For the fourth quarter of the year, the Fund returned 5.44% (Investor Class) and 5.49% (Institutional Class) versus 3.81% for the Index.

The Chinese equity market experienced a volatile 2013. China's economy slowed over the first two quarters of the year mainly due to a weak global economy and less accommodative fiscal and monetary policies. China's policymakers made impressive efforts during the year to rebalance the country's economy and shift its emphasis from top-line growth toward more quality growth. Its equity market started to recover during the second half of the year amid signs that the economy had hit bottom, and the economic growth momentum had returned.

The most important economic event of the year stemmed from the central government's Third Plenum meeting in November. China outlined a blueprint for future growth that involved wide-ranging reform policies. Furthermore, China announced its intention to allow markets to play a more decisive role in allocating resources as well as offer strong government support to the growth of its private sector economy. The Plenum resulted in official plans for many highly anticipated reforms, such as financial sector reform, which could pave the way for further potential liberalization of China's banking sector. China also formally relaxed its long-held stance on its one-child policy. If executed well, we believe these reform measures should have significant, long-term positive impacts on the economy.

During the year, the Fund's IT holdings were the biggest contributors to performance. The sector is a key area of focus for the portfolio as we are attracted to firms that can deliver sustainable future growth. The IT industry experienced accelerated growth in 2013, led by Internet-related and e-commerce firms. During a promotional event in November, for example, Alibaba Group, China's largest e-commerce company, recorded a total of US$5.8 billion in online transactions in a single day. Not only did the private firm break its own one-day sales record, it demonstrated the vast potential in the country's consumer purchasing power. E-commerce is gaining traction in China and is supported by the country's spectacular online usage rate. Among the Fund's top performers for the year were Tencent, a leading online social platform; Sina, an online media provider; and Netease, which provides online game services. We believe that these companies represent some of the best quality names in the Internet-related arena.

Over the past two years, China's overall consumer-related sectors have been under pressure as the country's economy has slowed. Increased competition and overcapacity were also seen in certain areas. While the operating environment for consumer companies only marginally improved in 2013, we have seen select companies do well. The Fund maintained overweight positions in consumer discretionary and consumer staples sectors, both of which generally performed well during the year, especially during the fourth quarter. Home Inn & Hotels Management, China's largest budget hotel operator with a network of over 2,000 hotels, was among the top contributors to Fund performance in the fourth quarter. With solid management and good quality services, the firm has

(continued)

46 MATTHEWS ASIA FUNDS



PERFORMANCE AS OF DECEMBER 31, 2013

   

 

Average Annual Total Returns

     
   

3 Months

 

1 Year

 

3 Years

 

5 Years

 

10 Years

  Since
Inception
  Inception
Date
 

Investor Class (MCHFX)

   

5.44

%

   

6.84

%

   

-1.02

%

   

14.89

%

   

12.27

%

   

10.76

%

 

2/19/98

 

Institutional Class (MICFX)

   

5.49

%

   

6.97

%

   

-0.85

%

   

n.a.

     

n.a.

     

-1.31

%

 

10/29/10

 

MSCI China Index3

   

3.81

%

   

3.96

%

   

1.52

%

   

12.27

%

   

12.52

%

   

3.69

%4

         

Lipper China Region Funds Category Average5

   

6.52

%

   

11.73

%

   

1.35

%

   

15.17

%

   

10.50

%

   

8.65

%4

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted monthly. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

3  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

4  Calculated from 2/28/98.

5  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS6

 

Sector

 

% of Net Assets

 

Tencent Holdings, Ltd.

 

Information Technology

   

3.1

%

 

China Mobile, Ltd.

 

Telecommunication Services

   

2.7

%

 

Kingdee International Software Group Co., Ltd.

 

Information Technology

   

2.7

%

 

China Longyuan Power Group Corp.

 

Utilities

   

2.6

%

 

Mindray Medical International, Ltd.

 

Health Care

   

2.6

%

 

Sinopharm Group Co., Ltd.

 

Health Care

   

2.6

%

 

Digital China Holdings, Ltd.

 

Information Technology

   

2.5

%

 

China Merchants Bank Co., Ltd.

 

Financials

   

2.5

%

 

Home Inns & Hotels Management, Inc.

 

Consumer Discretionary

   

2.5

%

 

Sina Corp.

 

Information Technology

   

2.5

%

 

% OF ASSETS IN TOP TEN

           

26.3

%

 

6  Holdings may combine more than one security from same issuer and related depositary receipts.

matthewsasia.com | 800.789.ASIA 47



SECTOR ALLOCATION (%)

Financials

   

20.8

   

Information Technology

   

17.9

   

Consumer Discretionary

   

16.6

   

Consumer Staples

   

11.5

   

Industrials

   

10.0

   

Health Care

   

6.3

   

Energy

   

6.2

   

Utilities

   

5.5

   

Telecommunication Services

   

5.0

   
Cash and Other Assets,
Less Liabilities
   

0.2

   

MARKET CAP EXPOSURE (%)7

Large Cap (over $5B)

   

74.5

   

Mid Cap ($1B–$5B)

   

19.7

   

Small Cap (under $1B)

   

5.6

   

Cash and Other Assets, Less Liabilities

   

0.2

   

7  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

Matthews China Fund

Portfolio Manager Commentary (continued)

been able to maintain high occupancy levels, offering attractive value to China's increasing number of tourists and business travelers nationwide.

There were, however, some consumer discretionary holdings that detracted from Fund performance during the year. These included Belle, a leading ladies shoe retailer and Golden Eagle, a domestic department store chain. Both companies suffered from weak consumer sentiment as well as rising competition from e-commerce retailers. Although these companies still face a number of challenges, we believe their leading positions and positive long-term growth potential remain unchanged.

During the year, we consolidated our holdings in the consumer discretionary sector. We exited some holdings that did not meet our expectations, including Li & Fung, a global sourcing and distribution company based in Hong Kong. The company's historical growth via acquisitions appears to have slowed and its outlook for growth has become tepid. We also sold Parkson Department Store as we believe the company is losing its competitive edge.

Meanwhile, we increased our holdings in the health care, education and industrial automation areas. During the fourth quarter, we added Airtac International Group, a pneumatics equipment and components manufacturer in Taiwan that derives most of its revenue from China. The company is benefiting from the growing demand for automation in China.

Economic indicators for 2014 in China are still mixed. However, since the middle of 2013, they have generally pointed toward a gradual recovery. We will be monitoring the news regarding the Chinese banks' liquidity. While we share investor concerns over China's bank liquidity issues and the condition of its banking sector overall, we also believe a collapse of the sector is unlikely. We will also monitor the execution and implementation of the ambitious reform measures announced during the Plenum meeting. We understand that achieving significant structural reforms may likely involve a difficult and bumpy path. However, we are encouraged by China's stated determination to carry out the reforms, and believe the measures should ultimately improve the overall quality of China's economy.

48 MATTHEWS ASIA FUNDS



Matthews China Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: CHINA/HONG KONG: 99.8%

   

Shares

 

Value

 

FINANCIALS: 20.8%

 

Real Estate Management & Development: 7.2%

 

China Resources Land, Ltd.

   

11,222,000

   

$

27,919,814

   

China Vanke Co., Ltd. B Shares

   

17,814,568

     

27,814,871

   

Hang Lung Group, Ltd.

   

4,680,000

     

23,674,868

   

Swire Pacific, Ltd. A Shares

   

1,821,000

     

21,396,129

   
         

100,805,682

   

Commercial Banks: 7.1%

 
China Merchants Bank Co., Ltd.
H Shares
   

16,462,643

     

35,206,303

   

BOC Hong Kong Holdings, Ltd.

   

6,831,000

     

21,938,852

   
China Construction Bank Corp.
H Shares
   

28,813,660

     

21,815,162

   
Agricultural Bank of China, Ltd.
H Shares
   

42,763,000

     

21,094,728

   
         

100,055,045

   

Insurance: 4.7%

 
Ping An Insurance Group Co. of China,
Ltd. H Shares
   

3,814,500

     

34,269,972

   

China Life Insurance Co., Ltd. H Shares

   

7,711,000

     

24,303,494

   

China Life Insurance Co., Ltd. ADR

   

162,400

     

7,673,400

   
         

66,246,866

   

Diversified Financial Services: 1.8%

 
Hong Kong Exchanges and
Clearing, Ltd.
   

1,519,300

     

25,395,609

   

Total Financials

       

292,503,202

   

INFORMATION TECHNOLOGY: 17.9%

 

Internet Software & Services: 8.4%

 

Tencent Holdings, Ltd.

   

687,700

     

44,031,693

   

Sina Corp.b

   

415,900

     

35,039,575

   

NetEase, Inc. ADR

   

283,700

     

22,298,820

   

Baidu, Inc. ADRb

   

90,800

     

16,151,504

   
         

117,521,592

   

Electronic Equipment, Instruments & Components: 2.9%

 

Digital China Holdings, Ltd.

   

30,018,000

     

35,450,181

   
Hollysys Automation
Technologies, Ltd.b
   

264,600

     

5,008,878

   
         

40,459,059

   

Software: 2.7%

 
Kingdee International Software
Group Co., Ltd.b
   

123,524,800

     

37,717,875

   

Computers & Peripherals: 2.1%

 

Lenovo Group, Ltd.

   

23,770,000

     

28,976,149

   

Communications Equipment: 1.8%

 

ZTE Corp. H Sharesb

   

12,981,904

     

25,868,692

   

Total Information Technology

       

250,543,367

   
   

Shares

 

Value

 

CONSUMER DISCRETIONARY: 16.6%

 

Hotels, Restaurants & Leisure: 8.0%

 
Home Inns & Hotels Management,
Inc. ADRb
   

804,146

   

$

35,092,931

   

Sands China, Ltd.

   

4,196,400

     

34,390,903

   

Cafe' de Coral Holdings, Ltd.

   

9,492,100

     

30,634,271

   

Shangri-La Asia, Ltd.

   

5,953,400

     

11,624,156

   
         

111,742,261

   

Automobiles: 1.7%

 
Dongfeng Motor Group Co.,
Ltd. H Shares
   

15,004,000

     

23,563,449

   

Media: 1.7%

 

Television Broadcasts, Ltd.

   

3,509,600

     

23,508,673

   

Textiles, Apparel & Luxury Goods: 1.5%

 

Li Ning Co., Ltd.b

   

26,922,000

     

21,305,026

   

Specialty Retail: 1.4%

 

Belle International Holdings, Ltd.

   

17,281,000

     

20,076,416

   

Multiline Retail: 1.3%

 

Golden Eagle Retail Group, Ltd.

   

13,532,000

     

17,914,218

   

Diversified Consumer Services: 1.0%

 
New Oriental Education & Technology
Group, Inc. ADR
   

462,200

     

14,559,300

   

Total Consumer Discretionary

       

232,669,343

   

CONSUMER STAPLES: 11.5%

 

Food Products: 4.3%

 

China Mengniu Dairy Co., Ltd.

   

7,299,000

     

34,714,491

   

Tingyi (Cayman Islands) Holding Corp.

   

8,999,000

     

26,042,673

   
         

60,757,164

   

Food & Staples Retailing: 3.9%

 

China Resources Enterprise, Ltd.

   

7,546,000

     

25,103,736

   
Lianhua Supermarket Holdings
Co., Ltd. H Shares†
   

20,198,800

     

15,641,386

   

Sun Art Retail Group, Ltd.

   

9,443,000

     

13,336,141

   
         

54,081,263

   

Beverages: 1.7%

 

Tsingtao Brewery Co., Ltd. H Shares

   

2,803,000

     

23,753,630

   

Personal Products: 1.6%

 

Hengan International Group Co., Ltd.

   

1,949,000

     

23,059,214

   

Total Consumer Staples

       

161,651,271

   

INDUSTRIALS: 10.0%

 

Transportation Infrastructure: 3.7%

 
China Merchants Holdings
International Co., Ltd.
   

7,156,581

     

26,218,575

   

Yuexiu Transport Infrastructure, Ltd.

   

48,899,000

     

25,632,105

   
         

51,850,680

   

matthewsasia.com | 800.789.ASIA 49



Matthews China Fund  December 31, 2013

Schedule of Investmentsa (continued)

COMMON EQUITIES: CHINA/HONG KONG: (continued)

   

Shares

 

Value

 

Machinery: 2.8%

 

CSR Corp., Ltd. H Shares

   

36,955,000

   

$

30,393,025

   

Airtac International Group

   

1,166,000

     

9,467,747

   
         

39,860,772

   

Airlines: 1.7%

 

Air China, Ltd. H Shares

   

30,993,900

     

23,208,525

   

Industrial Conglomerates: 1.6%

 

NWS Holdings, Ltd.

   

14,403,914

     

21,985,204

   

Construction & Engineering: 0.2%

 
China State Construction International
Holdings, Ltd.
   

1,850,000

     

3,325,147

   

Total Industrials

       

140,230,328

   

HEALTH CARE: 6.3%

 

Health Care Equipment & Supplies: 2.6%

 

Mindray Medical International, Ltd. ADR

   

998,168

     

36,293,388

   

Health Care Providers & Services: 2.6%

 

Sinopharm Group Co., Ltd. H Shares

   

12,602,000

     

36,255,603

   

Pharmaceuticals: 1.1%

 

Sino Biopharmaceutical, Ltd.

   

19,672,000

     

15,637,826

   

Total Health Care

       

88,186,817

   

ENERGY: 6.2%

 

Oil, Gas & Consumable Fuels: 4.4%

 

Kunlun Energy Co., Ltd.

   

12,532,000

     

22,152,194

   

CNOOC, Ltd.

   

10,657,000

     

19,819,652

   
China Shenhua Energy Co., Ltd.
H Shares
   

6,243,500

     

19,759,200

   
         

61,731,046

   

Energy Equipment & Services: 1.8%

 

China Oilfield Services, Ltd. H Shares

   

8,160,000

     

25,417,827

   

Total Energy

       

87,148,873

   

UTILITIES: 5.5%

 

Independent Power Producers & Energy Traders: 2.6%

 
China Longyuan Power Group Corp.
H Shares
   

28,680,000

     

36,987,288

   

Electric Utilities: 1.7%

 
Cheung Kong Infrastructure
Holdings, Ltd.
   

3,848,500

     

24,326,982

   

Gas Utilities: 1.2%

 

Hong Kong & China Gas Co., Ltd.

   

7,082,312

     

16,260,892

   

Total Utilities

       

77,575,162

   

TELECOMMUNICATION SERVICES: 5.0%

 

Wireless Telecommunication Services: 2.7%

 

China Mobile, Ltd.

   

1,842,083

     

19,187,738

   

China Mobile, Ltd. ADR

   

360,600

     

18,855,774

   
         

38,043,512

   
   

Shares

 

Value

 

Diversified Telecommunication Services: 2.3%

 
China Communications Services
Corp., Ltd. H Shares
   

51,940,800

   

$

32,208,614

   

Total Telecommunication Services

       

70,252,126

   

TOTAL INVESTMENTS: 99.8%

       

1,400,760,489

   

(Cost $1,122,665,390c)

         
CASH AND OTHER ASSETS,
LESS LIABILITIES: 0.2%
       

3,226,370

   

NET ASSETS: 100.0%

     

$

1,403,986,859

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Non-income producing security.

c  Cost for federal income tax purposes is $1,123,309,005 and net unrealized appreciation consists of:

Gross unrealized appreciation

 

$

327,716,362

   
Gross unrealized depreciation    

(50,264,878

)

 
Net unrealized appreciation  

$

277,451,484

   

†  Affiliated Issuer, as defined under the Investment Company Act of 1940 (ownership of 5% or more of the outstanding voting securities of this issuer)

ADR  American Depositary Receipt

See accompanying notes to financial statements.

50 MATTHEWS ASIA FUNDS




ASIA GROWTH STRATEGIES

PORTFOLIO MANAGERS

Sharat Shroff, CFA

Lead Manager

Sunil Asnani

Co-Manager

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

 

MINDX

 

MIDNX

 

CUSIP

 

577130859

 

577130768

 

Inception

 

10/31/05

 

10/29/10

 

NAV

  $16.28   $16.31  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  1.13%   0.95%  

Portfolio Statistics

Total # of Positions

 

32

 

Net Assets

  $431.1 million  

Weighted Average Market Cap

  $6.7 billion  

Portfolio Turnover

  8.70%2  

Benchmark

Bombay Stock Exchange 100 Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long-term capital appreciation.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in publicly traded common stocks, preferred stocks and convertible securities of companies located in India.

1  Actual 2013 expense ratios.

2  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews India Fund

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews India Fund returned –5.90% (Investor Class) and –5.67% (Institutional Class) while its benchmark, the Bombay Stock Exchange 100 Index, returned –4.70%. For the fourth quarter of the year, the Fund returned 10.66% (Investor Class) and 10.83% (Institutional Class) versus 12.16% for the Index.

The bulk of the relative underperformance for the year came during the fourth quarter. Performance was also impacted by the depreciation in the Indian rupee of about 11% against the U.S. dollar, which erased local currency gains made by the portfolio during the year. The rupee is one of the region's more volatile currencies, which reflects persistent inflation issues and India's over-reliance on shorter-term foreign capital inflows. The central bank's recent efforts to attract U.S. dollars through more diversified sources helped add to India's foreign reserves, and may have stemmed the depreciation in the rupee. But, in our view, that is a short-term fix.

The more encouraging and sustainable development has been the pickup in exports in industries such as information technology, health care and textiles. Some foreign corporations have used the currency weakness and lower market valuations as an opportunity to raise their stakes in their Indian subsidiaries, reflecting a continued belief in the longer-term outlook for the economy.

The portfolio's relative underperformance for the year could be attributed in part to the portfolio's lower allocation to technology services industries, which generally reported better-than-expected results as they benefited from macroeconomic factors such as currency weakness and improving business climates in developed markets. Our low allocation to this sector was based on our belief that many leading players in this space are not geared to meet changing client needs, which are moving away from savings driven purely by labor arbitrage and toward expertise-based services.

The portfolio's exposure to the consumer discretionary sector also hurt relative performance. For example, our overweight in Exide Industries versus the benchmark was a drag on performance. A leader in making automotive and industrial batteries, the firm has begun facing rising competition from a formidable opponent in an environment of slowing growth. The retirement last year of its chief executive officer may have also been a distraction, and we are monitoring its progress in dealing with competitive forces, especially in the current environment of a domestic economic slowdown.

Our higher allocation to small- and mid-capitalization companies did not help the portfolio during the year since such companies underperformed versus their larger peers. However, our stock selection amid smaller and mid-cap holdings was positive. AIA Engineering, for example, a firm that makes chrome-based grinding media used in various industries such as cement, utilities and mining, performed well during the year. The company's competitive advantage comes from providing customized and operationally intensive solutions to its clients, who find it hard to switch suppliers without causing disruption to operations. The stock had come under pressure after the company offered discounts in order to build its mining business. However, after AIA Engineering established itself as a credible vendor to mining companies, its financial and market performance

(continued)

matthewsasia.com | 800.789.ASIA 51



PERFORMANCE AS OF DECEMBER 31, 2013

           

Average Annual Total Returns

     

 

3 Months

 

1 Year

 

3 Years

 

5 Years

  Since
Inception
  Inception
Date
 

Investor Class (MINDX)

   

10.66

%

   

-5.90

%

   

-7.70

%

   

15.50

%

   

8.62

%

 

10/31/05

 

Institutional Class (MIDNX)

   

10.83

%

   

-5.67

%

   

-7.52

%

   

n.a.

     

-7.72

%

 

10/29/10

 

Bombay Stock Exchange 100 Index3

   

12.16

%

   

-4.70

%

   

-8.21

%

   

13.06

%

   

9.72

%4

         

Lipper India Region Funds Category Average5

   

13.66

%

   

-11.08

%

   

-10.95

%

   

11.47

%

   

5.69

%4

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted monthly. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

3  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

4  Calculated from 10/31/05.

5  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS6

 

Sector

 

% of Net Assets

 

Emami, Ltd.

 

Consumer Staples

   

6.6

%

 

Kotak Mahindra Bank, Ltd.

 

Financials

   

5.3

%

 

ITC, Ltd.

 

Consumer Staples

   

5.1

%

 

HDFC Bank, Ltd.

 

Financials

   

4.7

%

 

Gujarat Pipavav Port, Ltd.

 

Industrials

   

4.5

%

 

Dabur India, Ltd.

 

Consumer Staples

   

4.4

%

 

Info Edge India, Ltd.

 

Information Technology

   

4.2

%

 

AIA Engineering, Ltd.

 

Industrials

   

4.1

%

 

Exide Industries, Ltd.

 

Consumer Discretionary

   

4.1

%

 

Sun Pharmaceutical Industries, Ltd.

 

Health Care

   

3.9

%

 

% OF ASSETS IN TOP TEN

       

46.9

%

 

6  Holdings may combine more than one security from same issuer and related depositary receipts.

52 MATTHEWS ASIA FUNDS



Matthews India Fund

Portfolio Manager Commentary (continued)

improved. Even though the company falls under the industrials sector, its performance has been driven more by stock-specific factors rather than India's investment cycle.

During the year, our exposure to quality private commercial banks, such as Kotak Mahindra Bank, benefited performance. Such private commercial banks have managed their credit costs better than their public sector peers. The sharp divergence in performance between such private and public banks underscores the importance of selecting the right management teams, which can at least partly offset the impact of adverse macroeconomic conditions. Our research suggests that the current credit cycle eventually could prove to be worse than the one that occurred a decade ago. A significant amount of growth for public sector and some private sector banks has come from financing infrastructure projects in cases where not enough hard collateral is available against the loans. In many cases, the only viable path to repay the loan is to make these projects operational and cash generative, which may be challenging unless structural reforms are enforced. Other contributors to relative performance included our limited exposure to metal stocks, which remained weak due to a sharp decline in investment activity.

During the year, we exited far more positions than we added new ones, reflecting our attempt to concentrate the portfolio with the highest conviction names during a challenging business environment. Over the past few years, Indian companies have suffered a sharp compression in their return on equity, narrowing the gap with their peers in other parts of Asia. While some of this compression was inevitable due to a high base and a slowing economy, we believe it also reflects an intensely competitive environment fostered by unusually accommodative capital markets in 2006 to 2007. In the past few quarters, we have seen instances of large conglomerates waking up to the reality of more normal liquidity conditions, and are starting to divest some non-core assets. The weak operating performance has also hurt India's relative valuation with a disproportionate impact on smaller to mid-sized companies.

While 2013 was a period of consolidation for the portfolio, we believe that the sell-off has created many opportunities, particularly within the small-cap universe, and we have already initiated a few new positions. We added Zydus Wellness, a consumer-related firm dominant in India's emerging health and wellness space. Zydus has been attempting to build brands in a few more categories and expand distribution in existing areas such as sugar and butter substitutes. Over time, these categories could become quite big, especially with a growing presence of modern retail that might get some boost from a recently enacted law that allows foreign investments in multi-brand formats.

Politics continues to dominate the narrative surrounding investing in India, particularly given that general elections will be held in 2014. Investors are generally seeking indicators of more decisive leadership and cleaner governance. Unfortunately, reform efforts still have not shown to be part of an institutional process. In an election year, there is additional risk of heightened populist policy measures that might further strain public finances. In our experience, good businesses run by pragmatic managers tend to do well over time, even if they suffer a few setbacks from a challenging macro environment. This is why we find it best to focus on bottom-up stock picking and long-term investing.

SECTOR ALLOCATION (%)

Financials

   

21.7

   

Consumer Staples

   

20.9

   

Industrials

   

20.9

   

Materials

   

12.4

   

Consumer Discretionary

   

10.6

   

Information Technology

   

6.5

   

Health Care

   

3.9

   

Utilities

   

3.2

   
Liabilities in Excess
of Cash and Other Assets
   

-0.1

   

MARKET CAP EXPOSURE (%)7

Large Cap (over $5B)

   

29.4

   

Mid Cap ($1B–$5B)

   

36.3

   

Small Cap (under $1B)

   

34.4

   
Liabilities in Excess
of Cash and Other Assets
   

-0.1

   

7  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

matthewsasia.com | 800.789.ASIA 53



Matthews India Fund  December 31, 2013

Schedule of Investments

COMMON EQUITIES: 100.1%

   

Shares

 

Value

 

FINANCIALS: 21.7%

 

Diversified Financial Services: 8.6%

 

Kotak Mahindra Bank, Ltd.

   

1,940,000

   

$

22,840,595

   

IDFC, Ltd.

   

7,311,855

     

12,955,773

   

Multi Commodity Exchange of India, Ltd.

   

159,509

     

1,235,353

   
         

37,031,721

   

Commercial Banks: 4.7%

 

HDFC Bank, Ltd.

   

1,790,165

     

19,270,574

   

HDFC Bank, Ltd. ADR

   

30,922

     

1,064,954

   
         

20,335,528

   

Consumer Finance: 3.3%

 

Shriram City Union Finance, Ltd.

   

845,000

     

14,529,137

   

Real Estate Management & Development: 2.7%

 

Ascendas India Trust

   

21,416,000

     

11,539,982

   

Thrifts & Mortgage Finance: 2.4%

 

Housing Development Finance Corp.

   

800,000

     

10,277,585

   

Total Financials

       

93,713,953

   

CONSUMER STAPLES: 20.9%

 

Personal Products: 14.1%

 

Emami, Ltd.

   

3,707,801

     

28,416,184

   

Dabur India, Ltd.

   

6,814,430

     

18,767,087

   

Bajaj Corp., Ltd.

   

3,803,615

     

13,469,919

   
         

60,653,190

   

Tobacco: 5.1%

 

ITC, Ltd.

   

4,260,000

     

22,166,050

   

Food Products: 1.7%

 

Zydus Wellness, Ltd.

   

838,779

     

7,397,880

   

Total Consumer Staples

       

90,217,120

   

INDUSTRIALS: 20.9%

 

Machinery: 9.7%

 

AIA Engineering, Ltd.

   

2,306,467

     

17,838,717

   

Thermax, Ltd.

   

1,378,128

     

15,839,950

   

Ashok Leyland, Ltd.

   

29,622,554

     

8,261,079

   
         

41,939,746

   

Transportation Infrastructure: 4.5%

 

Gujarat Pipavav Port, Ltd.a

   

18,880,000

     

19,290,534

   

Industrial Conglomerates: 3.4%

 

MAX India, Ltd.

   

4,238,102

     

14,809,890

   

Road & Rail: 3.3%

 

Container Corp. of India, Ltd.

   

1,196,324

     

14,117,803

   

Total Industrials

       

90,157,973

   

MATERIALS: 12.4%

 

Chemicals: 8.9%

 

Supreme Industries, Ltd.

   

2,095,368

     

14,398,774

   

Asian Paints, Ltd.

   

1,652,000

     

13,086,735

   

Castrol India, Ltd.

   

2,139,063

     

10,851,798

   
         

38,337,307

   
   

Shares

 

Value

 

Construction Materials: 1.8%

 

Grasim Industries, Ltd.

   

183,459

   

$

8,051,375

   

Metals & Mining: 1.7%

 

NMDC, Ltd.

   

3,145,923

     

7,216,983

   

Total Materials

       

53,605,665

   

CONSUMER DISCRETIONARY: 10.6%

 

Auto Components: 4.1%

 

Exide Industries, Ltd.

   

8,823,554

     

17,560,092

   

Media: 3.2%

 

Jagran Prakashan, Ltd.

   

9,426,091

     

13,768,447

   

Household Durables: 1.9%

 

Symphony, Ltd.

   

1,173,560

     

8,054,885

   

Textiles, Apparel & Luxury Goods: 1.4%

 

Titan Co., Ltd.

   

1,648,820

     

6,117,601

   

Total Consumer Discretionary

       

45,501,025

   

INFORMATION TECHNOLOGY: 6.5%

 

Internet Software & Services: 4.3%

 

Info Edge India, Ltd.

   

2,437,545

     

18,204,250

   

IT Services: 2.2%

 

Mindtree, Ltd.

   

387,000

     

9,563,789

   

Total Information Technology

       

27,768,039

   

HEALTH CARE: 3.9%

 

Pharmaceuticals: 3.9%

 

Sun Pharmaceutical Industries, Ltd.

   

1,831,559

     

16,802,492

   

Total Health Care

       

16,802,492

   

UTILITIES: 3.2%

 

Gas Utilities: 3.2%

 

GAIL India, Ltd.

   

2,509,751

     

13,888,736

   

Total Utilities

       

13,888,736

   

TOTAL INVESTMENTS: 100.1%

       

431,655,003

   

(Cost $424,923,912b)

         
LIABILITIES IN EXCESS OF
CASH AND OTHER ASSETS: (0.1%)
       

(560,545

)

 

NET ASSETS: 100.0%

     

$

431,094,458

   

a  Non-income producing security.

b  Cost for federal income tax purposes is $424,986,010 and net unrealized appreciation consists of:

Gross unrealized appreciation

 

$

87,917,562

   
Gross unrealized depreciation    

(81,248,569

)

 
Net unrealized appreciation  

$

6,668,993

   

ADR  American Depositary Receipt

See accompanying notes to financial statements.

54 MATTHEWS ASIA FUNDS



ASIA GROWTH STRATEGIES

PORTFOLIO MANAGERS

Taizo Ishida

Lead Manager

Kenichi Amaki

Co-Manager

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

 

MJFOX

 

MIJFX

 

CUSIP

 

577130800

 

577130792

 

Inception

 

12/31/98

 

10/29/10

 

NAV

  $16.20   $16.20  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  1.10%   0.96%  

Portfolio Statistics

Total # of Positions

 

65

 

Net Assets

  $372.7 million  

Weighted Average Market Cap

  $29.4 billion  

Portfolio Turnover

  22.72%2  

Benchmarks

MSCI Japan Index

Tokyo Stock Price Index (TOPIX)

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long-term capital appreciation.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in the common and preferred stocks of companies located in Japan.

1  Actual 2013 expense ratios.

2  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews Japan Fund

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews Japan Fund returned 34.03% (Investor Class) and 34.27% (Institutional Class) while its benchmark, the MSCI Japan Index, returned 27.35%. For the fourth quarter of the year, the Fund returned 0.28% (Investor Class) and 0.31% (Institutional Class) versus 2.31% for the Index.

2013 was a positive year for Japan investors with the MSCI Japan Index gaining 54.80% in local currency terms, marking its highest annual return since 1986. The Index ended the year at its highs, regaining levels not seen since June 2008. The primary driver of the rally was "Abenomics," the economic policies advocated by Prime Minister Shinzo Abe, supported by the Bank of Japan's accommodative monetary policies and a weakening of the yen, which declined –17.6%.

While Abenomics has no shortage of critics, there are emerging signs that Japan is moving toward its ultimate goal of battling deflation, at least for the time being. Its consumer price index, excluding food and energy, advanced 0.6% year-on-year in November, showing the biggest rise in prices since 1998. As the effects of currency hedging by import companies wear off, we expect prices to increase further over the next several quarters. Meanwhile, job creation has been robust while the unemployment rate remains low and has contributed to an increase in total wages paid. However, growth in average wages per worker remains negative, and given the consumption tax hike in April, wages will eventually need to rise in order to maintain an inflationary environment.

The Fund has not employed an active hedging strategy. In hindsight, we underestimated the sheer impact of the yen's devaluation from a rate of sub-80 yen to the U.S. dollar to 105 yen at the end of 2013. However, given the yen's current levels, we believe the incremental return on a currency hedge is not attractive enough to account for the additional volatility and risk. Though we do expect the yen to continue weakening over the course of the year, we believe the pace should be more gradual and the impact on U.S. dollar returns should be smaller going forward. We believe there is sufficient room to add value through good stock selection and portfolio construction in order to counter the dilutive effects of a weaker currency.

In our investment process we aim to identify Japanese companies with the ability to grow their businesses through various economic cycles. Stock selection is the primary avenue through which we seek to add value. Attribution analysis shows that overall stock selection accounted for all of the outperformance for the year while sector allocation had a slight negative effect.

By sector, our holdings in financials made the largest absolute contribution to returns for the year. ORIX, Japan's largest non-bank financial company, appreciated substantially as valuations re-rated on the back of strong business performance. ORIX was among the Fund's top holdings for both the year and the fourth quarter. In addition, real estate leasing company Hulic also performed well for the year, reflecting improving sentiment toward real estate in Tokyo. Our bank holdings, such as Mitsubishi UFJ Financial Group and Sumitomo Mitsui Financial Group, also contributed positively to returns. We continue to favor the financials sector,

(continued)

matthewsasia.com | 800.789.ASIA 55



PERFORMANCE AS OF DECEMBER 31, 2013

           

Average Annual Total Returns

     

 

3 Months

 

1 Year

 

3 Years

 

5 Years

 

10 Years

  Since
Inception
  Inception
Date
 

Investor Class (MJFOX)

   

0.28

%

   

34.03

%

   

10.24

%

   

12.01

%

   

3.96

%

   

5.53

%

 

12/31/98

 

Institutional Class (MIJFX)

   

0.31

%

   

34.27

%

   

10.35

%

   

n.a.

     

n.a.

     

13.51

%

 

10/29/10

 

MSCI Japan Index3

   

2.31

%

   

27.35

%

   

5.80

%

   

7.81

%

   

4.36

%

   

2.94

%4

         

Tokyo Stock Price Index3

   

1.99

%

   

26.47

%

   

6.39

%

   

7.68

%

   

4.21

%

   

3.30

%4

         

Lipper Japanese Funds Category Average5

   

2.07

%

   

27.90

%

   

6.97

%

   

8.79

%

   

4.40

%

   

4.18

%4

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted montly. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

3  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definitions.

4  Calculated from 12/31/98.

5  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS6

 

Sector

 

% of Net Assets

 

ORIX Corp.

 

Financials

   

4.1

%

 

Toyota Motor Corp.

 

Consumer Discretionary

   

3.9

%

 

Mitsubishi UFJ Financial Group, Inc.

 

Financials

   

3.6

%

 

SoftBank Corp.

 

Telecommunication Services

   

3.6

%

 

Honda Motor Co., Ltd.

 

Consumer Discretionary

   

3.3

%

 

Sumitomo Mitsui Financial Group, Inc.

 

Financials

   

2.4

%

 

FANUC Corp.

 

Industrials

   

2.3

%

 

Nabtesco Corp.

 

Industrials

   

2.1

%

 

Sysmex Corp.

 

Health Care

   

2.1

%

 

Hitachi, Ltd.

 

Information Technology

   

2.1

%

 

% OF ASSETS IN TOP TEN

       

29.5

%

 

6  Holdings may combine more than one security from same issuer and related depositary receipts.

56 MATTHEWS ASIA FUNDS



Matthews Japan Fund

Portfolio Manager Commentary (continued)

and more specifically the banks, given the potential to capitalize on overseas growth opportunities while valuation levels remain attractive.

SoftBank, a telecommunications Internet conglomerate, was the top contributor to performance for the year. Led by its founder Masayoshi Son, the company made headlines with its acquisition of U.S. telecom carrier Sprint. We believe SoftBank has the potential to transform Sprint into a viable competitor against AT&T and Verizon Wireless over the long term. SoftBank also benefited from the rapid growth of Chinese e-commerce company Alibaba Group in which SoftBank holds roughly a 37% stake. We believe the value of this investment could rise even further as Alibaba secures its position as the dominant leader in China's e-commerce industry.

Amongst our small-cap holdings, medical equipment company Asahi Intecc was another top contributor to returns. The firm reorganized its distribution channels in Japan and Europe, which has resulted in increased market share and revenue growth. They recently launched several new products in adjacent categories and we expect sales from these new products to contribute to growth over the next few years.

On the other hand, our holdings in the materials sector performed poorly during the year. Electronic material and components manufacturer Nitto Denko missed consensus earnings estimates due to weaker than expected orders for their specialty films used in displays such as TVs and smartphones. Specialty chemical company Shin-Etsu Chemical also underperformed due to oversupply in silicon wafers and lower prices for its mainstay PVC business. However, we deem these issues to be cyclical in nature and continue to hold our positions.

Our position in data center operator Bit-isle had the largest negative effect on performance over the year. Bit-isle's business has been indirectly affected by a struggling mobile game company that had been one of their main customers. Although it will take some time to make up for this revenue elsewhere, demand for data center capacity itself continues to grow thanks to the increase in Internet data traffic. We believe the stock has been punished excessively and valuations now look quite attractive compared to other Internet-related businesses. Hence, we have been slowly adding to our position.

We are encouraged by the ongoing fundamental improvements in the Japanese economy. The outlook for corporate earnings is strong and domestic loan growth has been accelerating. Additionally, higher U.S. interest rates prompted by the U.S. Federal Reserve's tapering of bond purchases is likely to further weaken the yen. Although we believe Japan's consumption tax hike planned for April should pose significant challenges for growth over the following several quarters, we expect the Bank of Japan to implement further quantitative easing should the economy falter. In such an environment, we believe select Japanese companies could potentially experience more growth in both global and domestic markets. Finding such individual opportunities remains core to our strategy.

SECTOR ALLOCATION (%)

Financials

   

22.3

   

Industrials

   

20.9

   

Consumer Discretionary

   

15.8

   

Information Technology

   

13.7

   

Health Care

   

9.9

   

Consumer Staples

   

9.1

   

Telecommunication Services

   

3.5

   

Materials

   

2.4

   
Cash and Other Assets,
Less Liabilities
   

2.4

   

MARKET CAP EXPOSURE (%)7

Large Cap (over $5B)

   

55.5

   

Mid Cap ($1B–$5B)

   

23.7

   

Small Cap (under $1B)

   

18.4

   

Cash and Other Assets, Less Liabilities

   

2.4

   

7  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

matthewsasia.com | 800.789.ASIA 57



Matthews Japan Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: JAPAN: 97.6%

   

Shares

 

Value

 

FINANCIALS: 22.3%

 

Commercial Banks: 10.2%

 

Mitsubishi UFJ Financial Group, Inc.

   

2,013,100

   

$

13,365,770

   

Sumitomo Mitsui Financial Group, Inc.

   

174,300

     

9,064,190

   

Mizuho Financial Group, Inc.

   

2,685,000

     

5,829,220

   

Seven Bank, Ltd.

   

1,375,300

     

5,378,887

   

Shinsei Bank, Ltd.

   

1,805,000

     

4,418,468

   
         

38,056,535

   

Diversified Financial Services: 5.0%

 

ORIX Corp.

   

869,400

     

15,276,984

   

Zenkoku Hosho Co., Ltd.

   

75,800

     

3,327,282

   
         

18,604,266

   

Real Estate Management & Development: 3.0%

 

Mitsui Fudosan Co., Ltd.

   

197,000

     

7,105,923

   

Hulic Co., Ltd.

   

279,200

     

4,131,953

   
         

11,237,876

   

Real Estate Investment Trusts: 2.5%

 

Global One Real Estate Investment Corp., REIT

   

762

     

5,174,293

   

GLP J-REIT

   

4,214

     

4,115,939

   
         

9,290,232

   

Insurance: 1.6%

 

Tokio Marine Holdings, Inc.

   

180,100

     

6,027,890

   

Total Financials

       

83,216,799

   

INDUSTRIALS: 20.9%

 

Machinery: 11.2%

 

FANUC Corp.

   

46,500

     

8,520,691

   

Nabtesco Corp.

   

344,500

     

7,950,641

   

Mitsubishi Heavy Industries, Ltd.

   

1,116,000

     

6,912,027

   

Glory, Ltd.

   

262,800

     

6,820,182

   

Freund Corp.

   

284,700

     

4,328,899

   

Harmonic Drive Systems, Inc.

   

175,500

     

4,003,678

   

Komatsu, Ltd.

   

163,800

     

3,363,025

   
         

41,899,143

   

Building Products: 2.9%

 

Aica Kogyo Co., Ltd.

   

321,700

     

6,362,319

   

Nihon Flush Co., Ltd.

   

179,500

     

4,464,094

   
         

10,826,413

   

Professional Services: 2.2%

 

Nihon M&A Center, Inc.

   

70,100

     

4,737,254

   

Benefit One, Inc.

   

378,900

     

3,425,310

   
         

8,162,564

   

Trading Companies & Distributors: 2.2%

 

ITOCHU Corp.

   

426,300

     

5,270,192

   

Marubeni Corp.

   

378,000

     

2,721,250

   
         

7,991,442

   
   

Shares

 

Value

 

Electrical Equipment: 1.4%

 

Nidec Corp.

   

32,400

   

$

3,191,875

   

Endo Lighting Corp.

   

106,800

     

2,128,012

   
         

5,319,887

   

Road & Rail: 1.0%

 

Trancom Co., Ltd.

   

112,500

     

3,621,604

   

Total Industrials

       

77,821,053

   

CONSUMER DISCRETIONARY: 15.8%

 

Automobiles: 8.5%

 

Toyota Motor Corp.

   

239,700

     

14,615,729

   

Honda Motor Co., Ltd.

   

302,100

     

12,469,820

   

Fuji Heavy Industries, Ltd.

   

155,000

     

4,454,539

   
         

31,540,088

   

Specialty Retail: 2.4%

 

VT Holdings Co., Ltd.

   

328,200

     

5,400,000

   

Workman Co., Ltd.

   

101,600

     

3,632,465

   
         

9,032,465

   

Diversified Consumer Services: 1.8%

 

ESCRIT, Inc.

   

413,700

     

3,679,387

   

Success Holdings Co., Ltd.

   

130,000

     

2,326,419

   

JP-Holdings, Inc.

   

207,000

     

811,441

   
         

6,817,247

   

Household Durables: 1.5%

 

Rinnai Corp.

   

74,200

     

5,780,789

   

Auto Components: 1.3%

 

Nifco, Inc.

   

177,800

     

4,716,088

   

Internet & Catalog Retail: 0.3%

 

Oisix, Inc.b

   

23,300

     

975,321

   

Total Consumer Discretionary

       

58,861,998

   

INFORMATION TECHNOLOGY: 13.7%

 

Electronic Equipment, Instruments & Components: 7.8%

 

Hitachi, Ltd.

   

1,043,000

     

7,908,185

   

Yokogawa Electric Corp.

   

392,800

     

6,039,224

   

Keyence Corp.

   

13,900

     

5,951,777

   

Kyocera Corp.

   

110,600

     

5,529,068

   

Murata Manufacturing Co., Ltd.

   

41,300

     

3,672,947

   
         

29,101,201

   

Internet Software & Services: 4.6%

 

Yahoo! Japan Corp.

   

1,061,900

     

5,921,581

   

Kakaku.com, Inc.

   

322,500

     

5,665,169

   

Macromill, Inc.

   

736,800

     

5,460,034

   
         

17,046,784

   

IT Services: 1.3%

 

Bit-isle, Inc.

   

605,900

     

4,810,378

   

Total Information Technology

       

50,958,363

   

58 MATTHEWS ASIA FUNDS



Matthews Japan Fund  December 31, 2013

Schedule of Investmentsa (continued)

COMMON EQUITIES: JAPAN: (continued)

   

Shares

 

Value

 

HEALTH CARE: 9.9%

 

Health Care Equipment & Supplies: 5.0%

 

Sysmex Corp.

   

134,300

   

$

7,932,454

   

Asahi Intecc Co., Ltd.

   

180,800

     

6,758,511

   

Daiken Medical Co., Ltd.

   

237,300

     

3,959,507

   
         

18,650,472

   

Health Care Providers & Services: 2.5%

 

Message Co., Ltd.

   

152,700

     

4,711,418

   

Ship Healthcare Holdings, Inc.

   

96,300

     

3,739,445

   

N Field Co., Ltd.b

   

10,300

     

951,657

   
         

9,402,520

   

Health Care Technology: 1.5%

 

M3, Inc.

   

2,152

     

5,389,397

   

Pharmaceuticals: 0.9%

 

Rohto Pharmaceutical Co., Ltd.

   

225,000

     

3,433,269

   

Total Health Care

       

36,875,658

   

CONSUMER STAPLES: 9.1%

 

Food & Staples Retailing: 3.2%

 

Seven & I Holdings Co., Ltd.

   

171,900

     

6,844,444

   

Cosmos Pharmaceutical Corp.

   

46,700

     

5,067,110

   
         

11,911,554

   

Household Products: 3.0%

 

Unicharm Corp.

   

127,900

     

7,297,784

   

Pigeon Corp.

   

77,800

     

3,773,265

   
         

11,071,049

   

Beverages: 1.9%

 

Suntory Beverage & Food, Ltd.

   

219,100

     

6,989,753

   

Food Products: 1.0%

 

Calbee, Inc.

   

164,000

     

3,982,782

   

Total Consumer Staples

       

33,955,138

   
   

Shares

 

Value

 

TELECOMMUNICATION SERVICES: 3.5%

 

Wireless Telecommunication Services: 3.5%

 

SoftBank Corp.

   

151,300

   

$

13,276,691

   

Total Telecommunication Services

       

13,276,691

   

MATERIALS: 2.4%

 

Chemicals: 2.4%

 

Nitto Denko Corp.

   

106,300

     

4,494,855

   

Shin-Etsu Chemical Co., Ltd.

   

75,600

     

4,421,790

   

Total Materials

       

8,916,645

   

TOTAL INVESTMENTS: 97.6%

       

363,882,345

   

(Cost $315,696,717c)

         
CASH AND OTHER ASSETS,
LESS LIABILITIES: 2.4%
       

8,808,283

   

NET ASSETS: 100.0%

     

$

372,690,628

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Non-income producing security.

c  Cost for federal income tax purposes is $322,006,994 and net unrealized appreciation consists of:

Gross unrealized appreciation  

$

49,704,000

   

Gross unrealized depreciation

   

(7,828,649

)

 
Net unrealized appreciation  

$

41,875,351

   

REIT  Real Estate Investment Trust

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 59



ASIA GROWTH STRATEGIES

PORTFOLIO MANAGERS

J. Michael Oh, CFA

Lead Manager

Michael B. Han, CFA

Co-Manager

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

 

MAKOX

 

MIKOX

 

CUSIP

 

577130305

 

577130826

 

Inception

 

1/3/95

 

10/29/10

 

NAV

  $5.95   $5.96  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  1.13%   0.97%  

Portfolio Statistics

Total # of Positions

 

50

 

Net Assets

  $151.1 million  

Weighted Average Market Cap

  $33.0 billion  

Portfolio Turnover

  46.20%2  

Benchmark

Korea Composite Stock Price Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long-term capital appreciation.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in the common and preferred stocks of companies located in South Korea.

1  Actual 2013 expense ratios.

2  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews Korea Fund

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews Korea Fund gained 10.11% (Investor Class) and 9.87% (Institutional Class), outperforming its benchmark, the Korea Composite Stock Price Index, which returned 2.90%. For the fourth quarter, the Fund gained 7.07% (Investor Class) and 7.04% (Institutional Class), outperforming its benchmark, which returned 3.51%.

In 2013, the overall Korean market performed in line with other markets in the region, with the exception of Japan. Korea's won did not experience the same severe depreciations against the U.S. dollar that other Asian currencies suffered. The challenges experienced during the first half of the year were mostly due to weak corporate earnings growth, especially among companies within cyclical industries. South Korean markets recovered during the second half of the year as foreign investors favored it over Southeast Asian economies, which saw rising volatility and political risks. Considering South Korea's healthy trade surplus, large foreign reserves, stable domestic political system and relatively stable currency, investors began identifying Korea as a "safe haven" among Asian countries.

In February, a new government was formed under the South Korea's first female president, Park Geun-hye. The transition to her administration has been fairly smooth. The president's economic policy so far has not deviated much from that of Korea's previous president. We continue to expect market-friendly policies and an increasing focus on improving programs related to social security. Park also recently announced a new goal for her administration, targeting 4% GDP growth and medium-term target of US$30,000 GDP per capita.

Domestic consumer sentiment improved during the fourth quarter as Korea's housing market showed some signs of recovery and the government announced policy changes to support its weak housing market. Overall high household debt levels, however, still pose concerns. The rise in household debt was due in part to a trend of higher pricing among Korea's residential rental system. The system requires renters to pay a hefty deposit known as Jeonse, rather than monthly rent for housing, and the cost of Jeonse has been increasing. A continued rise in this trend for rentals could negatively impact consumer sentiment going forward.

During the year, technology giant Samsung Electronics was the largest detractor to Fund performance. The company underperformed the market mainly due to slowing growth in the high-end segment of the smartphone industry, particularly in developed markets. Samsung led mobile phone sales globally over the past two years, but has seen penetration reach saturation. Given these concerns, we reduced our position in Samsung during the year. Although we were underweight in Samsung Electronics compared to the benchmark during the year, the company remains a core holding in the Fund due to its attractive valuations and dominant position in a variety of other business units, such as semiconductors, components and consumer electronics.

During the year, the Fund's stock selection in the consumer discretionary, financials and information technology sectors were the biggest contributors to the Fund's relative performance against the benchmark. The Fund's focus on companies benefiting from increasing disposable income worked well during the year. Our underweight in industrials contributed to relative Fund performance as the sector overall suffered weak earnings

(continued)

60 MATTHEWS ASIA FUNDS



PERFORMANCE AS OF DECEMBER 31, 2013

           

Average Annual Total Returns

     

 

3 Months

 

1 Year

 

3 Years

 

5 Years

 

10 Years

  Since
Inception
  Inception
Date
 

Investor Class (MAKOX)

   

7.07

%

   

10.11

%

   

8.51

%

   

20.46

%

   

12.20

%

   

6.23

%

 

1/3/95

 

Institutional Class (MIKOX)

   

7.04

%

   

9.87

%

   

8.62

%

   

n.a.

     

n.a.

     

10.96

%

 

10/29/10

 

Korea Composite Stock Price Index3

   

3.51

%

   

2.90

%

   

2.89

%

   

18.56

%

   

12.75

%

   

3.57

%4

         

Lipper Pacific ex Japan Funds Category Average5

   

3.35

%

   

2.11

%

   

1.04

%

   

16.40

%

   

10.55

%

   

5.38

%4

 

 

 

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted monthly. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

3  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

4  Calculated from 12/31/94.

5  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS6

 

Sector

 

% of Net Assets

 

Samsung Electronics Co., Ltd.

 

Information Technology

   

7.1

%

 

Hyundai Motor Co., Ltd., 2nd Pfd.

 

Consumer Discretionary

   

5.4

%

 

Shinhan Financial Group Co., Ltd.

 

Financials

   

5.3

%

 

Samsung Fire & Marine Insurance Co., Ltd., Pfd.

 

Financials

   

4.3

%

 

SK Telecom Co., Ltd.

 

Telecommunication Services

   

3.5

%

 

Hyundai Motor Co.

 

Consumer Discretionary

   

3.3

%

 

E-Mart Co., Ltd.

 

Consumer Staples

   

3.3

%

 

Samsung Electronics Co., Ltd., Pfd.

 

Information Technology

   

3.1

%

 

Naver Corp.

 

Information Technology

   

2.9

%

 

Hankook Tire Co., Ltd.

 

Consumer Discretionary

   

2.8

%

 

% OF ASSETS IN TOP TEN

       

41.0

%

 

6  Holdings may combine more than one security from same issuer and related depositary receipts.

matthewsasia.com | 800.789.ASIA 61



SECTOR ALLOCATION (%)

Consumer Discretionary

   

32.8

   

Financials

   

21.2

   

Information Technology

   

13.9

   

Consumer Staples

   

12.7

   

Materials

   

5.7

   

Telecommunication Services

   

3.5

   

Industrials

   

3.4

   

Energy

   

3.1

   

Health Care

   

2.3

   
Cash and Other Assets,
Less Liabilities
   

1.4

   

MARKET CAP EXPOSURE (%)7

Large Cap (over $5B)

   

66.0

   

Mid Cap ($1B–$5B)

   

20.3

   

Small Cap (under $1B)

   

12.3

   

Cash and Other Assets, Less Liabilities

   

1.4

   

7  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

Matthews Korea Fund

Portfolio Manager Commentary (continued)

growth. We also further trimmed positions in the industrials sector, especially in construction-related industries during the year.

On a company basis, the preferred share classes of Hyundai Motor and Samsung Fire and Marine were among the biggest contributors to Fund performance. In Korea, preferred share classes tend to trade at a large discount to common shares. Preferred shares classes hold the same rights as common shares with the exception of voting rights. Preferred shares also tend to receive a higher dividend payout per share than common shares. As the discount to common shares expanded in last few years, we increased the Fund's exposure to preferred share classes, and that paid off this year as the discounts have narrowed. Preferred shares outperformed common shares. We continued to add new preferred share classes to the portfolio during the year when we identified holdings that offered attractive discounts.

During the year, Naver, a popular Korean search portal, was the top performer. Naver was re-listed after it was demerged from NHN, South Korea's largest Internet company. NHN had decided to separate its search-related business from online gaming business and this spin off became Naver, which performed well due to the success of LINE, a global messaging platform. LINE continued to expand globally with more than 200 million downloads and currently is the dominant messaging platform in Japan. LINE is also gaining traction in some Southeast Asian countries, which should bode well for Naver.

The weakening of Japan's yen was a major market concern during the year. Thus far, it does not appear to have fundamentally impacted Korea's export sector as the country maintains a large trade surplus. However, ongoing weakness in the yen may continue to hamper investor sentiment over Korea's export-oriented companies. While there are clearly some negatives, there are some tangible benefits to Korean exporters especially in the consumer electronics industry. In the global markets, many Japanese companies have reduced much of their consumer electronics businesses and Korean companies often no longer compete directly with Japanese companies. On the flip side, many Korean manufacturers still buy many components from Japanese companies. Hence, a weak yen can benefit some firms in Korea. The auto industry, however, may be more negatively impacted since Japanese automakers are still dominant competitors in several markets. North Korea remains another major risk as its new leadership appears just as unstable as its previous regime and may provoke tensions in the region.

We continue to focus on individual companies that will benefit from disposable income growth in Korea as well as from the region. We are most excited about companies in the media, leisure, health care and beauty and non-banking financials industries. Overall, we maintain a long-term focus and a diversified portfolio with an emphasis on consumer, technology and financials as we believe they hold sustainable, long-term growth drivers.

62 MATTHEWS ASIA FUNDS



Matthews Korea Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: SOUTH KOREA: 82.0%

   

Shares

 

Value

 

CONSUMER DISCRETIONARY: 27.4%

 

Hotels, Restaurants & Leisure: 7.9%

 

Shinsegae Food Co., Ltd.

   

39,361

   

$

3,205,721

   

Kangwon Land, Inc.

   

106,200

     

3,134,787

   

Hotel Shilla Co., Ltd.

   

48,246

     

3,057,163

   

Modetour Network, Inc.

   

112,891

     

2,470,974

   
         

11,868,645

   

Auto Components: 5.3%

 

Hankook Tire Co., Ltd.

   

74,300

     

4,303,874

   

Hyundai Mobis

   

13,310

     

3,725,147

   
         

8,029,021

   

Automobiles: 4.8%

 

Hyundai Motor Co.

   

22,221

     

5,014,245

   

Kia Motors Corp.

   

43,171

     

2,311,077

   
         

7,325,322

   

Media: 3.6%

 

CJ CGV Co., Ltd.

   

58,103

     

2,410,604

   

Cheil Worldwide, Inc.b

   

60,250

     

1,581,091

   

SBS Media Holdings Co., Ltd.

   

288,090

     

1,448,129

   
         

5,439,824

   

Multiline Retail: 3.1%

 

Hyundai Greenfood Co., Ltd.

   

154,720

     

2,478,354

   

Hyundai Department Store Co., Ltd.

   

14,204

     

2,183,426

   
         

4,661,780

   

Internet & Catalog Retail: 2.7%

 

Hyundai Home Shopping Network Corp.

   

22,856

     

4,055,332

   

Total Consumer Discretionary

       

41,379,924

   

FINANCIALS: 16.8%

 

Commercial Banks: 7.0%

 

Shinhan Financial Group Co., Ltd.

   

177,584

     

8,014,754

   

KB Financial Group, Inc.

   

63,806

     

2,592,666

   
         

10,607,420

   

Insurance: 7.0%

 

Dongbu Insurance Co., Ltd.

   

70,910

     

3,798,137

   

Samsung Fire & Marine Insurance Co., Ltd.

   

14,465

     

3,573,313

   

Hyundai Marine & Fire Insurance Co., Ltd.

   

103,350

     

3,200,954

   
         

10,572,404

   

Capital Markets: 2.4%

 

Samsung Securities Co., Ltd.

   

53,243

     

2,238,000

   

Kiwoom Securities Co., Ltd.

   

28,565

     

1,377,385

   
         

3,615,385

   

Diversified Financial Services: 0.4%

 

NICE Information Service Co., Ltd.

   

222,729

     

649,220

   

Total Financials

       

25,444,429

   
   

Shares

 

Value

 

CONSUMER STAPLES: 12.1%

 

Food Products: 3.5%

 

Orion Corp.

   

2,123

   

$

1,921,622

   

Binggrae Co., Ltd.

   

18,974

     

1,757,393

   

Ottogi Corp.

   

4,285

     

1,626,503

   
         

5,305,518

   

Food & Staples Retailing: 3.3%

 

E-Mart Co., Ltd.

   

19,428

     

4,939,449

   

Personal Products: 2.2%

 

Amorepacific Corp.

   

3,499

     

3,334,783

   

Household Products: 2.0%

 

LG Household & Health Care, Ltd.

   

5,875

     

3,071,064

   

Tobacco: 1.1%

 

KT&G Corp.

   

23,206

     

1,647,651

   

Total Consumer Staples

       

18,298,465

   

INFORMATION TECHNOLOGY: 10.8%

 

Semiconductors & Semiconductor Equipment: 7.1%

 

Samsung Electronics Co., Ltd.

   

8,143

     

10,666,810

   

Internet Software & Services: 3.7%

 

Naver Corp.

   

6,283

     

4,352,680

   

Daum Communications Corp.

   

16,384

     

1,312,095

   
         

5,664,775

   

Total Information Technology

       

16,331,585

   

TELECOMMUNICATION SERVICES: 3.5%

 

Wireless Telecommunication Services: 3.5%

 

SK Telecom Co., Ltd. ADR

   

217,400

     

5,352,388

   

Total Telecommunication Services

       

5,352,388

   

INDUSTRIALS: 3.4%

 

Professional Services: 1.2%

 

SaraminHR Co., Ltd.b

   

168,315

     

1,824,960

   

Commercial Services & Supplies: 1.2%

 

KEPCO Plant Service & Engineering Co., Ltd.

   

33,821

     

1,766,423

   

Machinery: 1.0%

 

Hy-Lok Corp.

   

59,523

     

1,518,548

   

Total Industrials

       

5,109,931

   

MATERIALS: 3.4%

 

Chemicals: 2.9%

 

LG Chem, Ltd.

   

9,208

     

2,632,985

   

KPX Chemical Co., Ltd.

   

27,901

     

1,698,299

   
         

4,331,284

   

Metals & Mining: 0.5%

 

POSCO ADR

   

9,300

     

725,400

   

Total Materials

       

5,056,684

   

matthewsasia.com | 800.789.ASIA 63



Matthews Korea Fund  December 31, 2013

Schedule of Investmentsa (continued)

COMMON EQUITIES: SOUTH KOREA (continued)

   

Shares

 

Value

 

HEALTH CARE: 2.3%

 

Pharmaceuticals: 2.3%

 

Yuhan Corp.

   

10,940

   

$

1,952,273

   

Dong-A ST Co., Ltd.b

   

8,753

     

830,551

   

Dong-A Socio Holdings Co., Ltd.

   

5,169

     

727,430

   

Total Health Care

       

3,510,254

   

ENERGY: 2.3%

 

Oil, Gas & Consumable Fuels: 2.3%

 

SK Innovation Co., Ltd.

   

13,136

     

1,775,538

   

S-Oil Corp.

   

23,773

     

1,678,862

   

Total Energy

       

3,454,400

   

TOTAL COMMON EQUITIES

       

123,938,060

   

(Cost $70,072,247)

         

PREFERRED EQUITIES: SOUTH KOREA: 16.6%

CONSUMER DISCRETIONARY: 5.4%

 

Automobiles: 5.4%

 

Hyundai Motor Co., Ltd., 2nd Pfd.

   

65,501

     

8,154,868

   

Total Consumer Discretionary

       

8,154,868

   

FINANCIALS: 4.4%

 

Insurance: 4.4%

 

Samsung Fire & Marine Insurance Co., Ltd., Pfd.

   

48,164

     

6,543,151

   

Total Financials

       

6,543,151

   

INFORMATION TECHNOLOGY: 3.1%

 

Semiconductors & Semiconductor Equipment: 3.1%

 

Samsung Electronics Co., Ltd., Pfd.

   

4,845

     

4,684,112

   

Total Information Technology

       

4,684,112

   
   

Shares

 

Value

 

MATERIALS: 2.3%

 

Chemicals: 2.3%

 

LG Chem, Ltd., Pfd.

   

23,686

   

$

3,445,907

   

Total Materials

       

3,445,907

   

ENERGY: 0.8%

 

Oil, Gas & Consumable Fuels: 0.8%

 

S-Oil Corp., Pfd.

   

24,348

     

1,222,965

   

Total Energy

       

1,222,965

   

CONSUMER STAPLES: 0.6%

 

Personal Products: 0.6%

 

Amorepacific Corp., Pfd.

   

2,327

     

934,637

   

Total Consumer Staples

       

934,637

   

TOTAL PREFERRED EQUITIES

       

24,985,640

   

(Cost $13,867,290)

         

TOTAL INVESTMENTS: 98.6%

       

148,923,700

   

(Cost $83,939,537c)

         
CASH AND OTHER ASSETS,
LESS LIABILITIES: 1.4%
       

2,189,357

   

NET ASSETS: 100.0%

     

$

151,113,057

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Non-income producing security.

c  Cost for federal income tax purposes is $84,977,642 and net unrealized appreciation consists of:

Gross unrealized appreciation

 

$

65,800,562

   
Gross unrealized depreciation    

(1,854,504

)

 
Net unrealized appreciation  

$

63,946,058

   

ADR  American Depositary Receipt

Pfd.  Preferred

See accompanying notes to financial statements.

64 MATTHEWS ASIA FUNDS




ASIA SMALL COMPANY STRATEGIES

PORTFOLIO MANAGERS

Lydia So, CFA

Lead Manager

Kenichi Amaki

Co-Manager

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

 

MSMLX

 

MISMX

 

CUSIP

 

577125206

 

577125867

 

Inception

 

9/15/08

 

4/30/13

 

NAV

  $19.34   $19.33  

Initial Investment

  $2,500   $3 million  

Gross Expense Ratio1

  1.47%   1.25%  

Portfolio Statistics

Total # of Positions

 

74

 

Net Assets

  $452.1 million  

Weighted Average Market Cap

  $1.1 billion  

Portfolio Turnover

  37.01%2  

Benchmark

MSCI AC Asia ex Japan Small Cap Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long-term capital appreciation.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in the common and preferred stocks of Small Companies located in Asia ex Japan, which consists of all countries and markets in Asia excluding Japan, but including all other developed, emerging and frontier countries and markets in the Asian region.

1  Actual 2013 expense ratios.

2  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews Asia Small Companies Fund

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews Asia Small Companies Fund returned 7.19% (Investor Class) and 7.36% (Institutional Class), nearly in line with its benchmark, the MSCI All Country Asia ex Japan Small Cap Index, which returned 7.16%. For the fourth quarter of the year, the Fund returned 4.54% (Investor and Institutional Class), outperforming the Index, which returned 1.97%.

The Fund's outperformance in the fourth quarter was due in part to good stock selection in the industrials and information technology sectors. Among the top performance contributors during the period was AIA Engineering in India. The company is a major manufacturer of high-chrome grinding media used in cement, mining and thermal power plants. Three years ago the company made efforts to capture more market share in mining industries and these efforts have recently begun to pay off. Overall, it has benefited from economies of scale that have led to higher profitability.

Holdings in China and Taiwan were also meaningful contributors to absolute performance while Southeast Asian equities fell out of favor. The resurgence of political unrest in Thailand toward the end of the year also furthered dampened investor enthusiasm for Southeast Asian markets.

Overall, Asian equities experienced much volatility during the year due to macroeconomic events. These included extreme reaction to U.S. Federal Reserve "tapering" of quantitative easing measures, tightening of banking liquidity in China and weaknesses among capital accounts and currencies in both Indonesia and India.

Despite the Fund's overweight in the Association of Southeast Asian Nations and India—economies that saw pronounced depreciation of their respective currencies against the U.S. dollar during the year—good stock selection enabled the Fund to generate performance that was in line with the benchmark. Key to our stock selection process has been identifying the sustainable growth drivers of individual holdings, considering the importance of their financial strength. We have stated in previous commentaries that the portfolio has always maintained a bias toward high quality growth companies that have the ability to weather tough business cycles and political troubles. In times of market turmoil, companies with sound fundamentals tend to hold up better.

Most of our health care sector holdings generated positive returns during the year due to the defensive nature of their business models as well as their recurring cash flows. St. Shine Optical, a Taiwan-based contact lens maker, was the largest performance contributor in 2013 due to a successful ramp-up in capacity and strong demand for its products. Our industrials sector holdings also benefited performance during the year. Companies specializing in automation solutions for manufacturing processes—a growth area we previously identified—performed well because of strong demand from corporate customers in light of rising wages in many parts of China. By contrast, our holdings in the financials sector, which tend to be more sensitive to economic cycles and rising funding costs, performed poorly during the year as bank and property developer holdings suffered from contractions in valuation multiples.

Throughout the year, we sought to upgrade overall portfolio quality by re-evaluating existing holdings along with prospective investment candidates from a broad perspective of sustainable competitive advantages and

(continued)

matthewsasia.com | 800.789.ASIA 65



PERFORMANCE AS OF DECEMBER 31, 2013

Institutional Class Shares were first offered on April 30, 2013. Performance since that date was 0.13%. Performance for the Institutional Class Shares prior to its inception is based on the performance of the Investor Class. Performance differences between the Institutional Class and the Investor Class may arise due to differences in fees charged to each class.

           

Average Annual Total Returns

     

 

3 Months

 

1 Year

 

3 Years

 

5 Years

  Since
Inception
  Inception
Date
 

Investor Class (MSMLX)

   

4.54

%

   

7.19

%

   

2.03

%

   

23.92

%

   

17.12

%

 

9/15/08

 

Institutional Class (MISMX)

   

4.54

%

   

7.36

%

   

2.09

%

   

23.96

%

   

17.15

%

 

4/30/13

 

MSCI AC Asia ex Japan Small Cap Index3

   

1.97

%

   

7.16

%

   

-1.19

%

   

20.75

%

   

11.28

%4

         

Lipper Pacific ex Japan Funds Category Average6

   

3.35

%

   

2.11

%

   

1.04

%

   

16.40

%

   

10.46

%5

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted monthly. The performance data does not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

3  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

4  Calculated from 9/15/08.

5  Calculated from 9/30/08.

6  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS7

 

Sector

 

Country

 

% of Net Assets

 

Towngas China Co., Ltd.

 

Utilities

 

China/Hong Kong

   

3.1

%

 

St. Shine Optical Co., Ltd.

 

Health Care

 

Taiwan

   

2.9

%

 

PChome Online, Inc.

 

Information Technology

 

Taiwan

   

2.7

%

 

Vitasoy International Holdings, Ltd.

 

Consumer Staples

 

China/Hong Kong

   

2.4

%

 

Minth Group, Ltd.

 

Consumer Discretionary

 

China/Hong Kong

   

2.4

%

 

Super Group, Ltd.

 

Consumer Staples

 

Singapore

   

2.3

%

 

Airtac International Group

 

Industrials

 

China/Hong Kong

   

2.1

%

 

Haitian International Holdings, Ltd.

 

Industrials

 

China/Hong Kong

   

2.1

%

 

Lee's Pharmaceutical Holdings, Ltd.

 

Health Care

 

China/Hong Kong

   

2.1

%

 

ARA Asset Management, Ltd.

 

Financials

 

Singapore

   

2.0

%

 

% OF ASSETS IN TOP TEN

           

24.1

%

 

7  Holdings may combine more than one security from same issuer and related depositary receipts.

66 MATTHEWS ASIA FUNDS



Matthews Asia Small Companies Fund

Portfolio Manager Commentary (continued)

valuations relative to growth prospects. During this period, we exited several components companies related to downstream technology industries because of concerns over the deterioration of their pricing power, and hence, diminishing returns on equity. We re-deployed some funds to our position in Pacific Online, a Chinese Internet portal which benefits from high margins and the attractive long-term structural growth trend of Internet advertising spending in China. There were several holdings in companies trading at valuations we deemed excessive relative to their growth prospects, especially in markets in which investors tend to pay up for quality growth stocks. Toward the second half of the year, we exited Nippon Indosari, a bakery producer in Indonesia and GlaxoSmithKline Consumer Healthcare, an Indian packaged food manufacturer, due to valuation considerations. Instead, we added to existing holdings within the consumer staples sector.

Asia is a diverse place in which various countries are facing many different headwinds at a macroeconomic level. However, there are several structural issues that are not new such as supply-side bottlenecks in Indonesia and India and the need for China to rebalance its economy. It will take time and political willingness for changes to take hold. Rather than focus on challenges that are beyond one's control, we prefer to focus on uncovering entrepreneurial companies that can control their own growth path at the micro level.

Going forward, Asia's economic growth rates might moderate and political uncertainties could intensify. However, moderation of growth in itself is not necessarily entirely negative if countries choose to focus on quality of growth and not merely the pace of growth, which should be more constructive over the long run. During the year, we were pleased to witness multiple successful initial public offerings in Asia, a testament to our belief that our investment universe will continue to expand. We believe factors such as rising household income and entrepreneurship, which are conducive to the growth of Asia's small companies, remain intact. Ultimately, companies with good corporate governance that can demonstrate the ability to carry out sensible and repeatable growth strategies and allocate capital prudently should prevail and emerge as leaders. We believe that the Asia small-cap universe remains a fertile hunting ground for bottom-up, long-term investors.

Investing in small- and mid-size companies is more risky and volatile than investing in large companies as they may be more volatile and less liquid than larger companies.

COUNTRY ALLOCATION (%)8

China/Hong Kong

   

26.5

   

India

   

15.2

   

Taiwan

   

12.1

   

Indonesia

   

8.6

   

Singapore

   

7.5

   

Malaysia

   

7.4

   

Thailand

   

7.0

   

South Korea

   

6.4

   

Philippines

   

5.2

   

Cash and Other Assets, Less Liabilities

   

4.1

   

SECTOR ALLOCATION (%)

Industrials

   

17.5

   

Financials

   

16.9

   

Consumer Staples

   

16.7

   

Consumer Discretionary

   

15.8

   

Health Care

   

13.2

   

Information Technology

   

8.2

   

Materials

   

3.8

   

Utilities

   

3.1

   

Telecommunication Services

   

0.7

   

Cash and Other Assets, Less Liabilities

   

4.1

   

MARKET CAP EXPOSURE (%)9,10

Large Cap (over $5B)

   

0.0

   

Mid Cap ($1B–$5B)

   

52.0

   

Small Cap (under $1B)

   

43.9

   

Cash and Other Assets, Less Liabilities

   

4.1

   

8  Not all countries where the Fund may invest are included in the benchmark index.

9  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

10  The Fund defines Small Companies as companies with market capitalization generally between $100 million and $3 billion or the largest company included in the Fund's primary benchmark, the MSCI All Country Asia ex Japan Small Cap Index. The Portfolio's market cap exposure breakdown presented is used for comparison purposes and the definition of the capitalization breakdown is from MSCI.

matthewsasia.com | 800.789.ASIA 67



Matthews Asia Small Companies Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: 95.9%

   

Shares

 

Value

 

CHINA/HONG KONG: 26.5%

 

Towngas China Co., Ltd.

   

12,243,000

   

$

14,214,934

   

Vitasoy International Holdings, Ltd.

   

6,976,000

     

10,756,307

   

Minth Group, Ltd.

   

5,118,000

     

10,650,028

   

Airtac International Group

   

1,182,520

     

9,601,887

   

Haitian International Holdings, Ltd.

   

4,202,000

     

9,493,963

   

Lee's Pharmaceutical Holdings, Ltd.

   

9,855,000

     

9,354,879

   

Pacific Online, Ltd.

   

18,638,000

     

8,951,112

   

Sunny Optical Technology Group Co., Ltd.

   

7,770,000

     

7,577,758

   
Xingda International Holdings, Ltd.
H Shares
   

12,560,000

     

7,515,763

   

Stelux Holdings International, Ltd.

   

21,083,000

     

7,356,116

   

Yip's Chemical Holdings, Ltd.

   

6,898,000

     

5,959,120

   

Convenience Retail Asia, Ltd.

   

7,726,000

     

5,599,489

   

Trinity, Ltd.

   

12,636,000

     

4,245,647

   

KWG Property Holding, Ltd.

   

7,592,000

     

4,221,755

   

Fairwood Holdings, Ltd.

   

1,158,500

     

2,375,017

   

Lifetech Scientific Corp.b

   

1,710,000

     

1,323,137

   

ASR Holdings, Ltd.

   

4,230,000

     

782,324

   

Autohome, Inc. ADRb

   

1,200

     

43,908

   
Integrated Waste Solutions Group
Holdings, Ltd.b,c
   

24,622,000

     

514

   

Total China/Hong Kong

       

120,023,658

   

INDIA: 15.2%

 

Ipca Laboratories, Ltd.

   

734,595

     

8,602,439

   

Mindtree, Ltd.

   

333,492

     

8,241,466

   

Page Industries, Ltd.

   

95,185

     

7,959,808

   

Emami, Ltd.

   

1,035,478

     

7,935,791

   

Gujarat Pipavav Port, Ltd.b

   

6,891,949

     

7,041,810

   

Gruh Finance, Ltd.

   

1,704,502

     

7,039,286

   

Supreme Industries, Ltd.

   

976,162

     

6,707,908

   

AIA Engineering, Ltd.

   

849,415

     

6,569,560

   

Berger Paints India, Ltd.

   

1,218,565

     

4,420,758

   

CRISIL, Ltd.

   

217,039

     

4,213,585

   

Total India

       

68,732,411

   

TAIWAN: 12.1%

 

St. Shine Optical Co., Ltd.

   

466,492

     

13,320,070

   

PChome Online, Inc.

   

1,532,642

     

12,290,551

   

Sinmag Equipment Corp.

   

1,690,032

     

8,931,167

   

Pacific Hospital Supply Co., Ltd.

   

2,470,670

     

8,223,546

   

Yungtay Engineering Co., Ltd.

   

2,645,000

     

7,587,951

   

Sporton International, Inc.

   

946,000

     

4,364,420

   

Total Taiwan

       

54,717,705

   
   

Shares

 

Value

 

INDONESIA: 8.6%

 

PT Bank Tabungan Pensiunan Nasionalb

   

18,784,500

   

$

6,644,164

   

PT AKR Corporindo

   

14,052,500

     

5,063,505

   

PT Selamat Sempurna

   

16,730,500

     

4,746,448

   

PT Arwana Citramulia

   

59,239,500

     

3,991,487

   

PT Astra Otoparts

   

13,214,125

     

3,969,625

   

PT Wismilak Inti Makmur

   

67,974,000

     

3,748,858

   

PT Modern Internasional

   

59,089,000

     

3,739,085

   

PT Sumber Alfaria Trijaya

   

88,890,000

     

3,286,812

   

PT Sarana Menara Nusantarab

   

13,122,500

     

2,955,205

   

PT Ultrajaya Milk Industry & Trading Co.b

   

2,205,500

     

816,847

   

Total Indonesia

       

38,962,036

   

SINGAPORE: 7.5%

 

Super Group, Ltd.

   

3,460,000

     

10,418,796

   

ARA Asset Management, Ltd.

   

6,079,000

     

8,959,895

   

Petra Foods, Ltd.

   

3,072,000

     

7,838,536

   

Raffles Medical Group, Ltd.

   

2,621,000

     

6,459,297

   

Total Singapore

       

33,676,524

   

MALAYSIA: 7.4%

 

Alliance Financial Group BHD

   

5,687,800

     

8,265,586

   

Dialog Group BHD

   

6,995,205

     

7,645,500

   

LPI Capital BHD

   

1,125,600

     

5,993,120

   

KPJ Healthcare BHD

   

4,677,600

     

5,540,860

   

Oldtown BHD

   

6,240,100

     

4,953,216

   

Apex Healthcare BHD

   

763,600

     

1,049,061

   

Total Malaysia

       

33,447,343

   

THAILAND: 7.0%

 

Bangkok Chain Hospital Public Co., Ltd.

   

30,234,675

     

5,562,625

   

Supalai Public Co., Ltd.

   

11,327,100

     

5,056,458

   
Aeon Thana Sinsap Thailand Public
Co., Ltd.
   

1,460,500

     

4,187,412

   

Tisco Financial Group Public Co., Ltd.

   

3,332,010

     

3,922,864

   

Siam Global House Public Co., Ltd.

   

7,851,700

     

3,795,734

   

Oishi Group Public Co., Ltd.

   

1,352,900

     

3,571,609

   

SNC Former Public Co., Ltd.

   

5,359,600

     

2,565,593

   

PTG Energy Public Co., Ltd.

   

21,610,400

     

2,454,817

   
Aeon Thana Sinsap Thailand Public
Co., Ltd. NVDR
   

115,900

     

332,298

   

Total Thailand

       

31,449,410

   

SOUTH KOREA: 6.4%

 

Pyeong Hwa Automotive Co., Ltd.

   

356,616

     

7,303,762

   

Binggrae Co., Ltd.

   

71,938

     

6,662,977

   

Cheil Worldwide, Inc.b

   

214,255

     

5,622,518

   

SaraminHR Co., Ltd.b

   

518,098

     

5,617,491

   

Kiwoom Securities Co., Ltd.

   

76,834

     

3,704,883

   

Total South Korea

       

28,911,631

   

68 MATTHEWS ASIA FUNDS



Matthews Asia Small Companies Fund  December 31, 2013

Schedule of Investmentsa (continued)

COMMON EQUITIES (continued)

   

Shares

 

Value

 

PHILIPPINES: 5.2%

 

Security Bank Corp.

   

3,114,476

   

$

8,133,159

   

RFM Corp.

   

52,160,200

     

6,540,350

   

Vista Land & Lifescapes, Inc.

   

49,465,300

     

5,804,578

   

Philippine Seven Corp.

   

1,454,751

     

3,209,517

   

Total Philippines

       

23,687,604

   

TOTAL COMMON EQUITIES

       

433,608,322

   

(Cost $378,060,152)

         

RIGHTS: 0.0%

MALAYSIA: 0.0%

 

KPJ Healthcare BHD, expires 01/13/14

   

207,893

     

130,747

   

Total Malaysia

       

130,747

   

TOTAL RIGHTS

       

130,747

   

(Cost $0)

         

TOTAL INVESTMENTS: 95.9%

       

433,739,069

   

(Cost $378,060,152d)

         
CASH AND OTHER ASSETS,
LESS LIABILITIES: 4.1%
       

18,381,356

   

NET ASSETS: 100.0%

     

$

452,120,425

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Non-income producing security.

c  Illiquid security.

d  Cost for federal income tax purposes is $378,064,422 and net unrealized appreciation consists of:

Gross unrealized appreciation

 

$

94,646,710

   
Gross unrealized depreciation    

(38,972,063

)

 
Net unrealized appreciation  

$

55,674,647

   

ADR  American Depositary Receipt

BHD  Berhad

NVDR  Non-voting Depositary Receipt

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 69



ASIA SMALL COMPANY STRATEGIES

PORTFOLIO MANAGERS

Richard H. Gao

Lead Manager

Henry Zhang, CFA

Co-Manager

FUND FACTS

   

Investor Class

 

Ticker

 

MCSMX

 

CUSIP

 

577125404

 

Inception

 

5/31/11

 

NAV

  $9.89  

Initial Investment

  $2,500  

Gross Expense Ratio1

  2.04%  
After Fee Waiver and
Reimbursement2
  2.00%  

Portfolio Statistics

Total # of Positions

 

53

 

Net Assets

  $26.7 million  

Weighted Average Market Cap

  $1.8 billion  

Portfolio Turnover

  10.28%3  

Benchmark

MSCI China Small Cap Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long-term capital appreciation.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in the common and preferred stocks of Small Companies located in China. China includes its administrative and other districts, such as Hong Kong.

1  Actual 2013 expense ratio.

2  The Advisor has contractually agreed to waive the Fund's fees and reimburse expenses until at least August 31, 2014 to the extent needed to limit total annual operating expenses to 2.00%. The amounts of the waivers and reimbursements are based on estimated Fund expenses. The fee waivers and expense reimbursements may be terminated at any time by the Board of Trustees or the Trust on behalf of the Fund on 60 days' written notice.

3  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

Matthews China Small Companies Fund

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews China Small Companies Fund returned 28.85%, outperforming its benchmark, the MSCI China Small Cap Index, which returned 18.68%. For the fourth quarter of the year, the Fund returned 9.15% versus 7.83% for the Index.

Over the course of 2013, China achieved relatively stable economic growth with benign inflation. While the markets experienced significant volatility, China's smaller companies generally fared well and rallied strongly toward the end of the year.

During both the fourth quarter and the year overall, one of the most important events was an ambitious reform package passed by the Communist Party's Third Plenum meeting in November. The package outlined a blueprint for the country's future growth, highlighting the government's new focus on developing a more market-oriented economy, and markets responded positively on the news.

The Fund's outperformance against its benchmark during both the fourth quarter and the annual period was due primarily to good selection amid growth-oriented companies. Such companies delivered strong operating results despite some macroeconomic headwinds. Health care companies, in particular, were among the major contributors to both the Fund's relative and absolute performance. Our holdings in the consumer discretionary sector also contributed significantly to the Fund's outperformance.

China's service industry has shown strong growth as household income continues to rise. During the year, TAL Education Group, a leading education service provider for K-12 students in China, was among the top contributors to performance. The company has been able to expand its education facilities while maintaining its margins and profitability. We believe TAL Education will continue to be a long-term beneficiary of a trend in rising spending in education.

China's health care sector was another area in which we have seen strong growth. Medical research outsourcing company Wuxi PharmaTech and pharmaceutical company Sino Biopharmaceutical were two of the top contributors to Fund performance during the year. Wuxi PharmaTech delivered solid operating results, given its strong execution capability and growing demand in medicinal chemistry and biotech research. Sino Biopharmaceutical has differentiated itself among peers due in part to its strong in-house research and development capability, which has been driving its growth. We believe both companies are well-positioned for a secular trend of growing medical spending and health care demand.

Urban gas distributor Towngas China rebounded strongly during the fourth quarter and was another major contributor to Fund performance. Investor sentiment over the utilities sector turned positive after recent government reform measures for natural gas pricing seemed to have limited impact on industry growth. We continue to believe that long-term growth prospects for natural gas usage remain attractive, especially in light of the government's plan to tackle its notorious air pollution.

During the year, the financials sector performed poorly as investors became increasingly concerned about the sustainability of rising property prices and associated regulatory risks. Within financials, real estate developer China Overseas Grand Oceans was the largest detractor to Fund

(continued)

70 MATTHEWS ASIA FUNDS



PERFORMANCE AS OF DECEMBER 31, 2013

       

  Average Annual
Total Returns
 

 

3 Months

 

1 Year

  Inception
5/31/11
 

Investor Class (MCSMX)

   

9.15

%

   

28.85

%

   

0.15

%

 

MSCI China Small Cap Index4

   

7.83

%

   

18.68

%

   

-2.01

%

 

Lipper China Region Funds Category Average5

   

6.52

%

   

11.73

%

   

0.58

%

 

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

The performance data does not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

4  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

5  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS6

 

Sector

 

% of Net Assets

 

Towngas China Co., Ltd.

 

Utilities

   

5.6

%

 

Chailease Holding Co., Ltd.

 

Financials

   

3.9

%

 

Sino Biopharmaceutical, Ltd.

 

Health Care

   

3.9

%

 

Minth Group, Ltd.

 

Consumer Discretionary

   

3.5

%

 

Ginko International Co., Ltd.

 

Health Care

   

3.5

%

 

Franshion Properties China, Ltd.

 

Financials

   

3.4

%

 

TAL Education Group

 

Consumer Discretionary

   

3.3

%

 

Yungtay Engineering Co., Ltd.

 

Industrials

   

3.3

%

 

Airtac International Group

 

Industrials

   

2.8

%

 

China Overseas Grand Oceans Group, Ltd.

 

Financials

   

2.8

%

 

% OF ASSETS IN TOP TEN

       

36.0

%

 

6  Holdings may combine more than one security from same issuer and related depositary receipts.

matthewsasia.com | 800.789.ASIA 71



COUNTRY ALLOCATION (%)

China/Hong Kong

   

80.3

   

Taiwan

   

15.7

   

Cash and Other Assets, Less Liabilities

   

4.0

   

SECTOR ALLOCATION (%)

Consumer Discretionary

   

21.3

   

Industrials

   

21.0

   

Health Care

   

19.2

   

Financials

   

13.2

   

Information Technology

   

9.0

   

Utilities

   

5.6

   

Materials

   

3.8

   

Energy

   

2.1

   

Consumer Staples

   

0.8

   

Cash and Other Assets, Less Liabilities

   

4.0

   

MARKET CAP EXPOSURE (%)7,8

Large Cap (over $5B)

   

0.9

   

Mid Cap ($1B–$5B)

   

73.7

   

Small Cap (under $1B)

   

21.4

   

Cash and Other Assets, Less Liabilities

   

4.0

   

7  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

8  The Fund defines Small Companies as companies with market capitalization generally between $100 million and $3 billion or the largest company included in the Fund's primary benchmark, the MSCI China Small Cap Index. The Portfolio's market cap exposure breakdown presented is used for comparison purposes and the definition of the capitalization breakdown is from MSCI.

Matthews China Small Companies Fund

Portfolio Manager Commentary (continued)

performance during both the fourth quarter and for the year. The company suffered from a heavy sell-off as its projects tend to be mostly in smaller cities, where demand has been subdued compared to China's major urban centers. However, we continue to hold this company because we believe such smaller cities will ultimately benefit from China's ongoing urbanization. With its strong execution and solid national brand, China Overseas Grand Oceans should have tremendous growth opportunities in this fragmented industry.

The Fund remained overweight in the health care sector as we believe the sector offers more long-term growth opportunities. In addition, we favor consumer discretionary holdings, and companies that may benefit from the secular growth of industrial automation and e-commerce. During the quarter, we participated in the initial public offering of Qunar, an online Chinese search platform for travel-related services. China's travel industry has experienced robust growth in recent years, driven by rising household income, favorable government policies and better infrastructure. As a leading information aggregator and facilitator, we believe Qunar is uniquely positioned to benefit from the country's fast-growing online travel booking business.

Looking forward, China's new administration appears committed to reducing government intervention in the economy. As China continues to take on more economic reform and deregulate state-dominated sectors, non-state-owned enterprises should encounter many growth opportunities, and we expect smaller companies, in particular, may be among the chief beneficiaries of this long-term process. China's GDP growth is likely to maintain a moderate yet steady pace going into 2014, and we will continue to look for small companies with sustainable business models, strong competitive positions and quality management teams.

Investing in small- and mid-size companies is more risky and volatile than investing in large companies as they may be more volatile and less liquid than larger companies.

72 MATTHEWS ASIA FUNDS



Matthews China Small Companies Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: 96.0%

   

Shares

 

Value

 

CONSUMER DISCRETIONARY: 21.3%

 

Hotels, Restaurants & Leisure: 5.1%

 

Tao Heung Holdings, Ltd.

   

514,000

   

$

382,356

   

China Lodging Group, Ltd. ADSb

   

12,100

     

368,566

   

Gourmet Master Co., Ltd.

   

50,970

     

344,606

   

Home Inns & Hotels Management, Inc. ADRb

   

6,100

     

266,204

   
         

1,361,732

   

Auto Components: 4.4%

 

Minth Group, Ltd.

   

452,000

     

940,565

   

Xingda International Holdings, Ltd. H Shares

   

376,000

     

224,994

   
         

1,165,559

   

Diversified Consumer Services: 3.4%

 

TAL Education Group ADRb

   

40,600

     

892,794

   

Leisure Equipment & Products: 2.6%

 

Goodbaby International Holdings, Ltd.

   

1,257,000

     

698,754

   

Multiline Retail: 2.6%

 

Springland International Holdings, Ltd.

   

1,334,000

     

686,414

   

Media: 1.5%

 

Television Broadcasts, Ltd.

   

61,300

     

410,611

   

Specialty Retail: 0.9%

 

Hengdeli Holdings, Ltd.

   

1,025,200

     

242,273

   

Textiles, Apparel & Luxury Goods: 0.7%

 

ANTA Sports Products, Ltd.

   

149,000

     

184,875

   

Internet & Catalog Retail: 0.1%

 

Qunar Cayman Islands, Ltd. ADRb

   

1,465

     

38,866

   

Total Consumer Discretionary

       

5,681,878

   

INDUSTRIALS: 21.0%

 

Machinery: 8.9%

 

Yungtay Engineering Co., Ltd.

   

307,000

     

880,719

   

Airtac International Group

   

93,010

     

755,227

   

Haitian International Holdings, Ltd.

   

214,000

     

483,510

   

CIMC Enric Holdings, Ltd.

   

86,000

     

139,016

   
Sany Heavy Equipment International
Holdings Co., Ltd.
   

346,000

     

108,818

   
         

2,367,290

   

Electrical Equipment: 3.3%

 
Hangzhou Steam Turbine Co., Ltd.
B Shares
   

325,667

     

463,940

   
Zhuzhou CSR Times Electric Co., Ltd.
H Shares
   

72,000

     

259,694

   

Boer Power Holdings, Ltd.

   

174,000

     

160,154

   
         

883,788

   

Professional Services: 3.2%

 

51job, Inc. ADRb

   

8,155

     

635,275

   

Sporton International, Inc.

   

45,000

     

207,610

   
         

842,885

   

Air Freight & Logistics: 1.9%

 

Shenzhen Chiwan Petroleum B Shares

   

250,483

     

515,168

   

Transportation Infrastructure: 1.9%

 

Yuexiu Transport Infrastructure, Ltd.

   

968,000

     

507,411

   
   

Shares

 

Value

 

Marine: 1.8%

 

SITC International Holdings Co., Ltd.

   

1,099,000

   

$

484,389

   

Total Industrials

       

5,600,931

   

HEALTH CARE: 19.2%

 

Pharmaceuticals: 10.0%

 

Sino Biopharmaceutical, Ltd.

   

1,296,000

     

1,030,227

   

CSPC Pharmaceutical Group, Ltd.

   

910,000

     

719,310

   

Lee's Pharmaceutical Holdings, Ltd.

   

755,000

     

716,685

   
Tianjin ZhongXin Pharmaceutical Group
Corp., Ltd. S Shares
   

178,000

     

192,240

   
         

2,658,462

   

Health Care Equipment & Supplies: 6.4%

 

Ginko International Co., Ltd.

   

49,000

     

925,630

   

St. Shine Optical Co., Ltd.

   

17,000

     

485,413

   

Pacific Hospital Supply Co., Ltd.

   

90,000

     

299,562

   
         

1,710,605

   

Life Sciences Tools & Services: 2.8%

 

WuXi PharmaTech Cayman, Inc. ADRb

   

19,200

     

736,896

   

Total Health Care

       

5,105,963

   

FINANCIALS: 13.2%

 

Real Estate Management & Development: 9.3%

 

Franshion Properties China, Ltd.

   

2,630,000

     

918,597

   

China Overseas Grand Oceans Group, Ltd.

   

783,750

     

749,679

   

K Wah International Holdings, Ltd.

   

688,000

     

418,331

   

KWG Property Holding, Ltd.

   

724,000

     

402,601

   
         

2,489,208

   

Diversified Financial Services: 3.9%

 

Chailease Holding Co., Ltd.

   

394,900

     

1,038,810

   

Total Financials

       

3,528,018

   

INFORMATION TECHNOLOGY: 9.0%

 

Electronic Equipment, Instruments & Components: 5.8%

 

Sunny Optical Technology Group Co., Ltd.

   

625,000

     

609,536

   

PAX Global Technology, Ltd.b

   

1,250,000

     

503,984

   

Digital China Holdings, Ltd.

   

215,000

     

253,907

   

Truly International Holdings, Ltd.

   

336,000

     

180,951

   
China High Precision Automation
Group, Ltd.b,c
   

195,000

     

7,544

   
         

1,555,922

   

Internet Software & Services: 3.2%

 

21Vianet Group, Inc. ADRb

   

23,600

     

555,072

   

Sina Corp.b

   

2,900

     

244,325

   

Autohome, Inc. ADRb

   

1,200

     

43,908

   
         

843,305

   

Total Information Technology

       

2,399,227

   

UTILITIES: 5.6%

 

Gas Utilities: 5.6%

 

Towngas China Co., Ltd.

   

1,282,000

     

1,488,487

   

Total Utilities

       

1,488,487

   

matthewsasia.com | 800.789.ASIA 73



Matthews China Small Companies Fund  December 31, 2013

Schedule of Investmentsa (continued)

COMMON EQUITIES (continued)

   

Shares

 

Value

 

MATERIALS: 3.8%

 

Containers & Packaging: 2.4%

 

Greatview Aseptic Packaging Co., Ltd.

   

1,109,000

   

$

655,578

   

Chemicals: 1.4%

 

Yip's Chemical Holdings, Ltd.

   

422,000

     

364,562

   

Total Materials

       

1,020,140

   

ENERGY: 2.1%

 

Energy Equipment & Services: 1.6%

 

Hilong Holding, Ltd.

   

508,000

     

436,335

   

Oil, Gas & Consumable Fuels: 0.5%

 

Sinopec Kantons Holdings, Ltd.

   

112,000

     

124,492

   

Total Energy

       

560,827

   

CONSUMER STAPLES: 0.8%

 

Food Products: 0.8%

 

Shenguan Holdings Group, Ltd.

   

498,000

     

222,498

   

Total Consumer Staples

       

222,498

   

TOTAL INVESTMENTS: 96.0%

       

25,607,969

   

(Cost $20,296,743d)

 
CASH AND OTHER ASSETS,
LESS LIABILITIES: 4.0%
       

1,066,248

   

NET ASSETS: 100.0%

     

$

26,674,217

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Non-income producing security.

c  Illiquid security.

d  Cost for federal income tax purposes is $20,610,502 and net unrealized appreciation consists of:

Gross unrealized appreciation  

$

5,745,209

   
Gross unrealized depreciation    

(747,742

)

 
Net unrealized appreciation  

$

4,997,467

   

ADR  American Depositary Receipt

ADS  American Depositary Share

See accompanying notes to financial statements.

74 MATTHEWS ASIA FUNDS



ASIA SPECIALTY STRATEGY

PORTFOLIO MANAGERS

J. Michael Oh, CFA

Lead Manager

Lydia So, CFA

Co-Manager

FUND FACTS

   

Investor Class

 

Institutional Class

 

Ticker

 

MATFX

 

MITEX

 

CUSIP

 

577130883

 

577125859

 

Inception

 

12/27/99

 

4/30/13

 

NAV

  $12.59   $12.58  

Initial Investment

  $2,500   $3 million  
Gross Expense Ratio1    1.18%   1.00%  

Portfolio Statistics

Total # of Positions

 

46

 

Net Assets

  $161.0 million  

Weighted Average Market Cap

  $39.2 billion  

Portfolio Turnover

  62.04%2  

Benchmark

MSCI AC Asia Index*

MSCI AC Asia IT and Telecom Services Index

Redemption Fee

2% within first 90 calendar days of purchase

OBJECTIVE

Long-term capital appreciation.

STRATEGY

Under normal market conditions, the Fund seeks to achieve its investment objective by investing at least 80% of its total net assets, which include borrowings for investment purposes, in the common and preferred stocks of companies located in Asia that derive more than 50% of their revenues from the sale of products or services in science- and technology-related industries and services. Asia consists of all countries and markets in Asia, including developed, emerging, and frontier countries and markets in the Asian region.

1  Actual 2013 expense ratios.

2  The lesser of fiscal year 2013 long-term purchase costs or sales proceeds divided by the average monthly market value of long-term securities.

*  Effective April 30, 2013, the Fund's primary benchmark became the MSCI AC Asia Index. The MSCI AC Asia Index was determined to be a more appropriate index for comparison purposes.

Matthews Asia Science and Technology Fund

Portfolio Manager Commentary

For the year ending December 31, 2013, the Matthews Asia Science and Technology Fund gained 35.61% (Investor Class) and 35.75% (Institutional Class), outperforming its primary benchmark, the MSCI All Country Asia Index and its secondary benchmark, the MSCI All Country Asia IT and Telecom Services Index, which returned 13.66% and 19.08%, respectively. For the fourth quarter of the year, the Fund gained 11.88% (Investor Class) and 11.90% (Institutional Class), outperforming its primary and secondary benchmarks, which returned 2.88% and 7.10%, respectively.

Asia's science and technology sectors performed strongly in 2013 as they seemed to hit an inflection point in terms of growth drivers. In the past, the main growth drivers were fairly cyclical in nature—stemming from hardware production and other manufacturing-based industries. Now growth drivers to science and tech fields in Asia appear to be shifting to more sustainable, domestic service-oriented industries.

The region's burgeoning Internet industry is among these recent growth drivers. Asia already has the world's largest collective number of Internet users and the potential for penetration growth remains strong. China alone now has more than 600 million Internet users and more than 400 million who access the Web via mobile devices. Not surprisingly, there have been several recent initial public offerings for Chinese IT-related companies in the U.S. as entrepreneurship activity in this space has increased. The Fund added a few new Chinese Internet companies during the year through IPOs but did not build full positions in these due to the sector's high valuations.

As incomes rise in Asia, consumers are expected to seek better health care, higher quality drugs and higher quality hospitals and services. Such secular trends should lay a firm foundation for Asia's science and technology sector. In fact, the Fund's biggest contributors to performance during the year were the companies that benefited from these trends.

China's popular web services firm Baidu was the largest contributor to Fund performance for the year. The company did well, particularly in the second half of the year, on the back of strong growth in China's Internet industry and as concerns over China's regulatory environment eased. The Fund added to its position in Baidu when the share price corrected sharply during the first half of the year.

Wuxi Pharmatech also performed well during the year. Based in Shanghai, the firm provides pharmaceutical and biotechnology research and development services. The demand for such services is rising in China as local companies focus more on research and development of new original drugs, and Wuxi Pharmatech has benefited from this trend.

Asia's e-commerce market is also growing quickly. E-commerce in China is gaining fast popularity over traditional brick-and-mortar modern retailing in second- and third-tier cities. In fact, China has become one of the world's biggest e-commerce markets. It now holds the distinction of being the second largest e-commerce market behind the U.S. in terms of transaction value. In addition, overall Internet penetration remains low in many more developing areas of the region, particularly India, Indonesia, Vietnam and Thailand. As more people in the region become connected

(continued)

matthewsasia.com | 800.789.ASIA 75



PERFORMANCE AS OF DECEMBER 31, 2013

Institutional Class Shares were first offered on April 30, 2013. Performance since that date was 24.99%. Performance for the Institutional Class Shares prior to its inception is based on the performance of the Investor Class. Performance differences between the Institutional Class and the Investor Class may arise due to differences in fees charged to each class.

           

Average Annual Total Returns

     

 

3 Months

 

1 Year

 

3 Years

 

5 Years

 

10 Years

  Since
Inception
  Inception
Date
 

Investor Class (MATFX)

   

11.88

%

   

35.61

%

   

8.59

%

   

21.92

%

   

10.14

%

   

2.11

%

 

12/27/99

 

Institutional Class (MITEX)

   

11.90

%

   

35.75

%

   

8.62

%

   

21.95

%

   

10.15

%

   

2.12

%

 

4/30/13

 

MSCI AC Asia Index3

   

2.88

%

   

13.66

%

   

3.58

%

   

11.55

%

   

6.81

%

   

1.97

%4

         

MSCI AC Asia IT and Telecom Services Index3

   

7.10

%

   

19.08

%

   

6.35

%

   

14.90

%

   

6.71

%

   

-2.11

%4

         

Lipper Global Science and Technology Funds Category Average5

   

9.77

%

   

33.58

%

   

11.34

%

   

21.28

%

   

9.35

%

   

0.77

%4

         

Performance assumes reinvestment of all dividends and/or distributions before taxes. All performance quoted represents past performance and is no guarantee of future results. Investment return and principal value will fluctuate with market conditions so that when redeemed, shares may be worth more or less than their original cost. Current performance may be lower or higher than the return figures quoted. Returns would have been lower if certain of the Fund's fees and expenses had not been waived. For the Fund's most recent month-end performance, visit matthewsasia.com.

GROWTH OF A $10,000 INVESTMENT SINCE INCEPTION—INVESTOR CLASS

Plotted monthly. The performance data and graph do not reflect the deduction of taxes that a shareholder would pay on dividends, capital gains distributions or redemption of Fund shares. Values are in US$.

3  It is not possible to invest directly in an index. Source: Index data from Morgan Stanley Capital International and Bloomberg; total return calculations performed by BNY Mellon Investment Servicing (US) Inc. Please see page 79 for index definition.

4  Calculated from 12/31/99.

5  The Lipper Category Average does not reflect sales charges and is based on total return, including reinvestment of dividends and capital gains for the stated periods.

TOP TEN HOLDINGS6

 

Sector

 

Country

 

% of Net Assets

 

Baidu, Inc.

 

Information Technology

 

China/Hong Kong

   

9.3

%

 

Samsung Electronics Co., Ltd.

 

Information Technology

 

South Korea

   

4.6

%

 

SoftBank Corp.

 

Telecommunication Services

 

Japan

   

4.5

%

 

Taiwan Semiconductor Manufacturing Co., Ltd.

 

Information Technology

 

Taiwan

   

3.4

%

 

WuXi PharmaTech Cayman, Inc.

 

Health Care

 

China/Hong Kong

   

3.2

%

 

Delta Electronics, Inc.

 

Information Technology

 

Taiwan

   

3.0

%

 

Naver Corp.

 

Information Technology

 

South Korea

   

2.9

%

 

MediaTek, Inc.

 

Information Technology

 

Taiwan

   

2.9

%

 

Samsung Electronics Co., Ltd., Pfd.

 

Information Technology

 

South Korea

   

2.8

%

 

Airtac International Group

 

Industrials

 

China/Hong Kong

   

2.8

%

 

% OF ASSETS IN TOP TEN

           

39.4

%

 

6  Holdings may combine more than one security from same issuer and related depositary receipts.

76 MATTHEWS ASIA FUNDS



Matthews Asia Science and Technology Fund

Portfolio Manager Commentary (continued)

online, we expect the industry to continue to evolve and attract a growing swath of Asian consumers.

On a country basis, China and Japan benefited Fund performance the most during the year. Japanese companies have performed very well on the back of Japan's weakening yen and "Abenomics," the economic policies advocated by Prime Minister Shinzo Abe. We are focusing on Japanese companies that are strong in providing automation services in Asia as well as companies with strong niche technology in the medical devices sector.

Demand for higher productivity growth in Asia is another factor that should benefit the region's technology industries. Over the past decade, physical labor and capital inputs have been major sources for GDP growth in Asia. However, over the next 10 years, we believe that better automation should play a larger role in Asia's development. Currently, the level of automation in China is comparable to Japan in the 1980s. Not long ago, a manager I spoke with in China told me that it was far cheaper to hire additional workers to increase production volume since the payback period of installing a robot to replace labor was more than 10 years. But now, with strong wage inflation over the last few years, the payback period has lessened to about five years, meaning that it may make more economic sense to start replacing human labor with computerized labor.

During the year, technology giant Samsung Electronics was the largest detractor to Fund performance. The company underperformed the market mainly due to slowing growth in the high-end segment of the smartphone industry, especially in developed markets. Samsung had led mobile phone sales globally for two years but as it has seen penetration reach saturation. The company remains a core holding in the Fund, however, due to its attractive valuations and dominant position in a variety of other business units, such as semiconductors, components and consumer electronics. The Fund continues to underweight hardware and semiconductor industries in favor of more domestically oriented companies that may face fewer negative impacts from macroeconomic cycles.

Looking forward, we expect the strong growth of mobile devices, such as low- and mid-end smartphones, to continue in Asia. We expect local mobile device makers and Internet companies to be the biggest beneficiaries of this trend. Fundamentals for most Internet companies remain strong, but we have become a bit cautious over valuations preventing us from taking a full position in some newer companies. The demand for health care products and services should remain healthy as the overall health care standards improve in Asia.

We believe the future growth drivers of Asia's science and technology industry are becoming more domestic and sustainable in nature. We will continue to further emphasize industries that focus on domestic services, such as Internet, health care and industrial services over Asia's hardware manufacturing based industries.

COUNTRY ALLOCATION (%)7

China/Hong Kong

   

35.1

   

Japan

   

22.3

   

South Korea

   

15.3

   

Taiwan

   

13.4

   

India

   

7.4

   

United States

   

2.6

   

Indonesia

   

1.0

   

Cash and Other Assets, Less Liabilities

   

2.9

   

SECTOR ALLOCATION (%)

Information Technology

   

54.8

   

Industrials

   

12.3

   

Health Care

   

11.4

   

Telecommunication Services

   

10.1

   

Consumer Discretionary

   

5.3

   

Financials

   

1.9

   

Consumer Staples

   

1.3

   

Cash and Other Assets, Less Liabilities

   

2.9

   

MARKET CAP EXPOSURE (%)8

Large Cap (over $5B)

   

53.8

   

Mid Cap ($1B–$5B)

   

31.7

   

Small Cap (under $1B)

   

11.6

   

Cash and Other Assets, Less Liabilities

   

2.9

   

7  Not all countries are included in the benchmark index(es).

8  Source: FactSet Research Systems. Percentage values in data are rounded to the nearest tenth of one percent; the values may not sum to 100% due to rounding.

matthewsasia.com | 800.789.ASIA 77



Matthews Asia Science and Technology Fund  December 31, 2013

Schedule of Investmentsa

COMMON EQUITIES: 94.3%

   

Shares

 

Value

 

CHINA/HONG KONG: 35.1%

 

Baidu, Inc. ADRb

   

84,100

   

$

14,959,708

   

WuXi PharmaTech Cayman, Inc. ADRb

   

134,800

     

5,173,624

   

Airtac International Group

   

546,220

     

4,435,225

   

51job, Inc. ADRb

   

54,549

     

4,249,367

   

NetEase, Inc. ADR

   

42,200

     

3,316,920

   

Pacific Online, Ltd.

   

6,489,000

     

3,116,416

   

E-House China Holdings, Ltd. ADS

   

206,500

     

3,114,020

   

CITIC Telecom International Holdings, Ltd.

   

9,132,000

     

2,940,103

   

Haitian International Holdings, Ltd.

   

1,288,000

     

2,910,096

   

Sunny Optical Technology Group Co., Ltd.

   

2,490,000

     

2,428,393

   
Xingda International Holdings, Ltd.
H Shares
   

4,031,000

     

2,412,105

   

Phoenix Satellite Television Holdings, Ltd.

   

6,234,000

     

2,271,888

   

China Mobile, Ltd. ADR

   

41,300

     

2,159,577

   

Lenovo Group, Ltd.

   

1,746,000

     

2,128,412

   

Sinopharm Group Co., Ltd. H Shares

   

304,800

     

876,901

   

Autohome, Inc. ADRb

   

1,200

     

43,908

   

Total China/Hong Kong

       

56,536,663

   

JAPAN: 22.3%

 

SoftBank Corp.

   

83,100

     

7,292,089

   

Hitachi, Ltd.

   

569,000

     

4,314,245

   

Asahi Intecc Co., Ltd.

   

102,000

     

3,812,877

   

FANUC Corp.

   

15,800

     

2,895,202

   

Hoya Corp.

   

101,500

     

2,822,907

   

Macromill, Inc.

   

337,800

     

2,503,257

   

Yahoo! Japan Corp.

   

441,700

     

2,463,097

   

Sawai Pharmaceutical Co., Ltd.

   

33,400

     

2,156,640

   

Murata Manufacturing Co., Ltd.

   

23,500

     

2,089,933

   

Yokogawa Electric Corp.

   

131,500

     

2,021,787

   

Nabtesco Corp.

   

80,500

     

1,857,842

   

Sony Corp.

   

97,300

     

1,677,288

   

Total Japan

       

35,907,164

   

TAIWAN: 13.4%

 
Taiwan Semiconductor Manufacturing
Co., Ltd.
   

1,561,933

     

5,529,013

   

Delta Electronics, Inc.

   

839,000

     

4,785,680

   

MediaTek, Inc.

   

309,000

     

4,598,168

   

St. Shine Optical Co., Ltd.

   

126,000

     

3,597,765

   

PChome Online, Inc.

   

385,732

     

3,093,259

   

Total Taiwan

       

21,603,885

   

SOUTH KOREA: 12.5%

 

Samsung Electronics Co., Ltd.

   

5,710

     

7,479,735

   

Naver Corp.

   

6,842

     

4,739,939

   

SK Telecom Co., Ltd. ADR

   

161,300

     

3,971,206

   

Hyundai Home Shopping Network Corp.

   

11,928

     

2,116,381

   

SaraminHR Co., Ltd.b

   

172,178

     

1,866,844

   

Total South Korea

       

20,174,105

   
   

Shares

 

Value

 

INDIA: 7.4%

 

Info Edge India, Ltd.

   

541,185

   

$

4,041,717

   

Just Dial, Ltd.b

   

118,196

     

2,755,072

   

Ipca Laboratories, Ltd.

   

228,239

     

2,672,782

   

Mindtree, Ltd.

   

99,082

     

2,448,577

   

Total India

       

11,918,148

   

UNITED STATES: 2.6%

 

Cognizant Technology Solutions Corp. Class Ab

   

20,500

     

2,070,090

   

Mead Johnson Nutrition Co.

   

24,500

     

2,052,120

   

Total United States

       

4,122,210

   

INDONESIA: 1.0%

 

PT Astra Graphia

   

11,417,000

     

1,569,157

   

Total Indonesia

       

1,569,157

   

TOTAL COMMON EQUITIES

       

151,831,332

   

(Cost $95,732,644)

         

PREFERRED EQUITIES: 2.8%

SOUTH KOREA: 2.8%

 

Samsung Electronics Co., Ltd., Pfd.

   

4,719

     

4,562,296

   

Total South Korea

       

4,562,296

   

TOTAL PREFERRED EQUITIES

       

4,562,296

   

(Cost $3,314,097)

         

TOTAL INVESTMENTS: 97.1%

       

156,393,628

   

(Cost $99,046,741c)

         
CASH AND OTHER ASSETS,
LESS LIABILITIES: 2.9%
       

4,593,671

   

NET ASSETS: 100.0%

     

$

160,987,299

   

a  Certain securities were fair valued under the valuation policies approved by the Board of Trustees (Note 2-A).

b  Non-income producing security.

c  Cost for federal income tax purposes is $99,968,550 and net unrealized appreciation consists of:

Gross unrealized appreciation  

$

57,725,704

   
Gross unrealized depreciation    

(1,300,626

)

 
Net unrealized appreciation  

$

56,425,078

   

ADR  American Depositary Receipt

ADS  American Depositary Share

Pfd.  Preferred

See accompanying notes to financial statements.

78 MATTHEWS ASIA FUNDS




Disclosures

Fund Holdings: The Fund holdings shown in this report are as of December 31, 2013. Holdings are subject to change at any time, so holdings shown in this report may not reflect current Fund holdings. The Funds file complete schedules of portfolio holdings with the Securities and Exchange Commission (the "SEC") for the first and third quarters of each fiscal year on Form N-Q. The Funds' Form N-Q is filed with the SEC within 60 days of the end of the quarter to which it relates, and is available on the SEC's website at www.sec.gov. It may also be reviewed and copied at the Commission's Public Reference Room in Washington, D.C. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. Complete schedules of investments are also available without charge, upon request, from the Funds by calling us at 800.789.ASIA (2472).

Proxy Voting Record: The Funds' Statement of Additional Information containing a description of the policies and procedures that the Funds have used to vote proxies relating to portfolio securities, along with each Fund's proxy voting record relating to portfolio securities held during the most recent 12-month period ended June 30, is available upon request, at no charge, at the Funds' website at matthewsasia.com or by calling 800.789.ASIA (2742), or on the SEC's website at www.sec.gov.

Shareholder Reports and Prospectuses: To reduce the Funds' expenses, we try to identify related shareholders in a household and send only one copy of the Funds' prospectus and financial reports to that address. This process, called "householding," will continue indefinitely unless you instruct us otherwise. At any time you may view the Funds' current prospectus, summary prospectus and financial reports on our website. If you prefer to receive individual copies of the Funds' prospectus or financial reports, please call us at 800.789.ASIA (2742).

Redemption Fee Policy: The Funds assess a redemption fee of 2.00% on the total redemption proceeds on most sales or exchanges of shares that take place within 90 calendar days after their purchase as part of the Funds' efforts to discourage short-term trading activity. This fee is payable directly to the Funds. For purposes of determining whether the redemption fee applies, the shares that have been held longest will be redeemed first. The Funds may grant exemptions from the redemption fee in certain circumstances. For more information on this policy, please see the Funds' prospectus.

Index Definitions

The HSBC Asian Local Bond Index (ALBI) tracks the total return performance of a bond portfolio consisting of local-currency denominated, high quality and liquid bonds in Asia ex-Japan. The ALBI includes bonds from the following countries: Korea, Hong Kong, India, Singapore, Taiwan, Malaysia, Thailand, Philippines, Indonesia and China.

The J.P. Morgan Asia Credit Index (JACI) tracks the total return performance of the Asia fixed-rate dollar bond market. JACI is a market cap-weighted index comprising sovereign, quasi-sovereign and corporate bonds and is partitioned by country, sector and credit rating. JACI includes bonds from the following countries: China, Hong Kong, India, Indonesia, Korea, Malaysia, Philippines, Thailand and Singapore.

The MSCI All Country Asia ex Japan Index is a free float–adjusted market capitalization–weighted index of the stock markets of China, Hong Kong, India, Indonesia, Malaysia, Philippines, Singapore, South Korea, Taiwan and Thailand.

The MSCI All Country Asia Pacific Index is a free float– adjusted market capitalization–weighted index of the stock markets of Australia, China, Hong Kong, India, Indonesia, Japan, Malaysia, New Zealand, Philippines, Singapore, South Korea, Taiwan and Thailand.

The MSCI Emerging Markets (EM) Asia Index is a free float-adjusted market capitalization weighted index of the stock markets of China, India, Indonesia, Korea, Malaysia, the Philippines, Taiwan and Thailand.

The MSCI China Index is a free float–adjusted market capitalization–weighted index of Chinese equities that includes China-affiliated corporations and H shares listed on the Hong Kong Exchange, and B shares listed on the Shanghai and Shenzhen exchanges.

The Bombay Stock Exchange (BSE) 100 Index is a free float–adjusted market capitalization–weighted index of the 100 stocks listed on the Bombay Stock Exchange.

The MSCI Japan Index is a free float–adjusted market capitalization–weighted index of Japanese equities listed in Japan.

The Tokyo Stock Price Index (TOPIX) is a market capitalization–weighted index of all companies listed on the First Section of the Tokyo Stock Exchange.

The Korea Composite Stock Price Index (KOSPI) is a market capitalization–weighted index of all common stocks listed on the Korea Stock Exchange.

The MSCI All Country Asia ex Japan Small Cap Index is a free float–adjusted market capitalization–weighted small cap index of the stock markets of China, Hong Kong, India, Indonesia, Malaysia, Philippines, Singapore, South Korea, Taiwan and Thailand.

The MSCI China Small Cap Index is a free float–adjusted market capitalization–weighted small cap index of the Chinese equity securities markets, including H shares listed on the Hong Kong Exchange, B shares listed on the Shanghai and Shenzhen exchanges, and Hong Kong-listed securities known as Red Chips (issued by entities owned by national or local governments in China) and P Chips (issued by companies controlled by individuals in China and deriving substantial revenues in China).

The MSCI All Country Asia Index is a free float–adjusted market capitalization–weighted index of the stock markets of China, Hong Kong, India, Indonesia, Japan, Malaysia, Philippines, Singapore, South Korea, Taiwan and Thailand.

The MSCI All Country Asia IT and Telecom Services Index is a free float–adjusted market capitalization–weighted index of Asian equities tracking a broad range of technology stocks including semiconductor equipment and products, communications equipment, computers and peripherals, electronic equipment and instruments, office electronics, software, IT consulting and services, Internet software and services, diversified telecommunications services, and wireless telecommunications services.

matthewsasia.com | 800.789.ASIA 79



Disclosure of Fund Expenses (Unaudited)

We believe it is important for you to understand the impact of fees regarding your investment. All mutual funds have operating expenses. As a shareholder of a mutual fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund's gross income, directly reduce the investment return of the fund. A fund's operating expenses are expressed as a percentage of its average net assets. This figure is known as the expense ratio. The following examples are intended to help you understand the ongoing fees (in dollars) of investing in your fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

This table illustrates your fund's costs in two ways:

Actual Fund Return: This section helps you to estimate the actual operating expenses, after any applicable fee waivers, that you paid over the period. The "Ending Account Value" shown is derived from the fund's actual return for the past six month period, the "Expense Ratio" column shows the period's annualized expense ratio, and the "Operating Expenses Paid During Period" column shows the dollar amount that would have been paid by an investor who started with $1,000 in the fund at the beginning of the period. You may use the information here, together with your account value, to estimate the expenses that you paid over the period. To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your fund in the first line under the heading entitled "Operating Expenses Paid During Period."

Hypothetical 5% Return: This section is intended to help you compare your fund's costs with those of other mutual funds. It assumes that the fund had an annual

return of 5% before operating expenses, but that the expense ratio is unchanged. In this case, because the return used is not the fund's actual return, the results do not apply to your investment. This example is useful in making comparisons to other mutual funds because the Securities and Exchange Commission requires all mutual funds to calculate expenses based on an assumed 5% annual return. You can assess your fund's costs by comparing this hypothetical example with the hypothetical examples that appear in shareholder reports of other funds.

Please note that the operating expenses shown in the table are meant to highlight and help you compare your ongoing costs only and do not reflect any transactional costs such as sales charges (loads), redemption fees, or exchange fees. The Funds generally assess a redemption fee of 2.00% of the total redemption proceeds if you sell or exchange your shares within 90 calendar days after purchasing them. The redemption fee is paid directly to the Funds and is designed to discourage frequent short-term trading and to offset transaction costs associated with such trading of Fund shares. For purposes of determining whether the redemption fee applies, the shares that have been held the longest will be redeemed first. The Funds may grant exemption from the redemption fee when the Funds have previously received assurances that transactions do not involve market timing activity. The Funds may also waive the imposition of redemption fees in certain circumstances.

For more information on this policy, please see the Funds' prospectus.

The Matthews Asia Funds does not charge any sales loads, exchange fees, or 12b-1 fees, but these may be present in other funds to which you compare this data. Therefore, the hypothetical portions of the table are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

80 MATTHEWS ASIA FUNDS



  December 31, 2013

   

INVESTOR CLASS

 

INSTITUTIONAL CLASS

 
    Beginning
Account
Value
7/1/13
  Ending
Account
Value
12/31/13
  Expense
Ratio1
  Operating
Expenses
Paid During
Period
7/1/13–
12/31/132
  Beginning
Account
Value
7/1/13
  Ending
Account
Value
12/31/13
  Expense
Ratio1
  Operating
Expenses
Paid During
Period
7/1/13–
12/31/132
 

ASIA FIXED INCOME STRATEGIES

 

Matthews Asia Strategic Income Fund

 

Actual Fund Return

 

$

1,000.00

   

$

1,030.20

     

1.23

%

 

$

6.29

   

$

1,000.00

   

$

1,032.40

     

1.00

%

 

$

5.12

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,019.00

     

1.23

%

 

$

6.26

   

$

1,000.00

   

$

1,020.16

     

1.00

%

 

$

5.09

   

ASIA GROWTH AND INCOME STRATEGIES

 

Matthews Asian Growth and Income Fund

 

Actual Fund Return

 

$

1,000.00

   

$

1,030.00

     

1.09

%

 

$

5.58

   

$

1,000.00

   

$

1,031.20

     

0.92

%

 

$

4.71

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,019.71

     

1.09

%

 

$

5.55

   

$

1,000.00

   

$

1,020.57

     

0.92

%

 

$

4.69

   

Matthews Asia Dividend Fund

 

Actual Fund Return

 

$

1,000.00

   

$

1,058.80

     

1.08

%

 

$

5.60

   

$

1,000.00

   

$

1,059.60

     

0.94

%

 

$

4.88

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,019.76

     

1.08

%

 

$

5.50

   

$

1,000.00

   

$

1,020.47

     

0.94

%

 

$

4.79

   

Matthews China Dividend Fund

 

Actual Fund Return

 

$

1,000.00

   

$

1,136.10

     

1.25

%

 

$

6.73

   

$

1,000.00

   

$

1,138.00

     

1.09

%

 

$

5.87

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,018.90

     

1.25

%

 

$

6.36

   

$

1,000.00

   

$

1,019.71

     

1.09

%

 

$

5.55

   

ASIA GROWTH STRATEGIES

 

Matthews Asia Focus Fund*

 

Actual Fund Return

 

$

1,000.00

   

$

1,041.40

     

1.72

%

 

$

8.85

   

$

1,000.00

   

$

1,043.00

     

1.50

%

 

$

7.72

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,016.53

     

1.72

%

 

$

8.74

   

$

1,000.00

   

$

1,017.64

     

1.50

%

 

$

7.63

   

Matthews Asia Growth Fund

 

Actual Fund Return

 

$

1,000.00

   

$

1,073.70

     

1.13

%

 

$

5.91

   

$

1,000.00

   

$

1,075.60

     

0.92

%

 

$

4.81

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,019.51

     

1.13

%

 

$

5.75

   

$

1,000.00

   

$

1,020.57

     

0.92

%

 

$

4.69

   

Matthews Pacific Tiger Fund

 

Actual Fund Return

 

$

1,000.00

   

$

1,054.50

     

1.09

%

 

$

5.64

   

$

1,000.00

   

$

1,055.50

     

0.91

%

 

$

4.71

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,019.71

     

1.09

%

 

$

5.55

   

$

1,000.00

   

$

1,020.62

     

0.91

%

 

$

4.63

   

Matthews Emerging Asia Fund*

 

Actual Fund Return

 

$

1,000.00

   

$

1,052.90

     

1.99

%

 

$

10.30

   

$

1,000.00

   

$

1,053.50

     

1.75

%

 

$

9.06

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,015.17

     

1.99

%

 

$

10.11

   

$

1,000.00

   

$

1,016.38

     

1.75

%

 

$

8.89

   

Matthews China Fund

 

Actual Fund Return

 

$

1,000.00

   

$

1,178.30

     

1.04

%

 

$

5.71

   

$

1,000.00

   

$

1,178.80

     

0.90

%

 

$

4.94

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,019.96

     

1.04

%

 

$

5.30

   

$

1,000.00

   

$

1,020.67

     

0.90

%

 

$

4.58

   

Matthews India Fund

 

Actual Fund Return

 

$

1,000.00

   

$

1,043.50

     

1.09

%

 

$

5.61

   

$

1,000.00

   

$

1,045.20

     

0.90

%

 

$

4.64

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,019.71

     

1.09

%

 

$

5.55

   

$

1,000.00

   

$

1,020.67

     

0.90

%

 

$

4.58

   

Matthews Japan Fund

 

Actual Fund Return

 

$

1,000.00

   

$

1,106.00

     

1.12

%

 

$

5.95

   

$

1,000.00

   

$

1,107.00

     

0.96

%

 

$

5.10

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,019.56

     

1.12

%

 

$

5.70

   

$

1,000.00

   

$

1,020.37

     

0.96

%

 

$

4.89

   

Matthews Korea Fund

 

Actual Fund Return

 

$

1,000.00

   

$

1,210.60

     

1.10

%

 

$

6.13

   

$

1,000.00

   

$

1,209.70

     

0.95

%

 

$

5.29

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,019.66

     

1.10

%

 

$

5.60

   

$

1,000.00

   

$

1,020.42

     

0.95

%

 

$

4.84

   

ASIA SMALL COMPANY STRATEGY

 

Matthews Asia Small Companies Fund**

 

Actual Fund Return

 

$

1,000.00

   

$

1,036.40

     

1.48

%

 

$

7.60

   

$

1,000.00

   

$

1,037.60

     

1.25

%

 

$

6.42

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,017.74

     

1.48

%

 

$

7.53

   

$

1,000.00

   

$

1,018.90

     

1.25

%

 

$

6.36

   

Matthews China Small Companies Fund

 

Actual Fund Return

 

$

1,000.00

   

$

1,209.00

     

2.00

%

 

$

11.14

                   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,015.12

     

2.00

%

 

$

10.16

                   

ASIA SPECIALTY STRATEGY

 

Matthews Asia Science and Technology Fund**

 

Actual Fund Return

 

$

1,000.00

   

$

1,271.20

     

1.15

%

 

$

6.58

   

$

1,000.00

   

$

1,271.30

     

0.99

%

 

$

5.67

   

Hypothetical 5% Return

 

$

1,000.00

   

$

1,019.41

     

1.15

%

 

$

5.85

   

$

1,000.00

   

$

1,020.21

     

0.99

%

 

$

5.04

   

*  Commenced operations on April 30, 2013.

**  Institutional Classes commenced operations on April 30, 2013.

1  Annualized, based on the Fund's most recent fiscal half-year expenses.

2  Operating expenses are equal to the Fund's annualized expense ratio multiplied by the average account value over the period, multiplied by 184 days, then divided by 365.

matthewsasia.com | 800.789.ASIA 81




Statements of Assets and Liabilities  December 31, 2013

    Matthews Asia
Strategic
Income Fund
  Matthews Asian
Growth and
Income Fund
  Matthews Asia
Dividend Fund
  Matthews China
Dividend Fund
 

ASSETS:

 

Investments at value (A) (Note 2-A and 7):

 

Unaffiliated issuers

 

$

45,021,511

   

$

4,150,686,461

   

$

4,541,450,426

   

$

142,641,450

   

Affiliated issuers

   

     

141,415,431

     

1,100,670,362

     

   

Total investments

   

45,021,511

     

4,292,101,892

     

5,642,120,788

     

142,641,450

   

Cash

   

     

90,154,424

     

133,667,394

     

6,973,093

   

Cash pledged as collateral for financial futures contracts

   

44,250

     

     

     

   

Foreign currency at value (B)

   

30,317

     

615,982

     

8,725,775

     

33,379

   

Dividends, interest and other receivable—Unaffiliated issuers

   

630,957

     

7,998,673

     

9,718,236

     

   

Dividends receivable—Affiliated issuers

   

     

     

     

   

Receivable for securities sold

   

426,907

     

13,281,136

     

     

   

Receivable for capital shares sold

   

51,082

     

9,271,488

     

19,737,427

     

1,633,669

   

Receivable for daily variation margin on financial futures contracts

   

5,156

     

     

     

   

Deferred offering costs (Note 2-E)

   

     

     

     

   

Unrealized appreciation on forward foreign currency exchange contracts

   

37,595

     

     

     

   

Prepaid expenses

   

17,192

     

31,243

     

44,551

     

22,169

   

TOTAL ASSETS

   

46,264,967

     

4,413,454,838

     

5,814,014,171

     

151,303,760

   

LIABILITIES:

 

Payable for securities purchased

   

     

     

1,490,668

     

   

Payable for capital shares redeemed

   

185,279

     

10,468,197

     

10,940,134

     

374,563

   

Cash overdraft

   

299,512

     

     

     

   

Deferred foreign capital gains tax liability (Note 2-D)

   

4,346

     

     

2,281,179

     

   

Due to Advisor (Note 5)

   

6,017

     

2,422,986

     

3,182,804

     

81,265

   

Administration and accounting fees payable

   

631

     

59,278

     

77,433

     

1,915

   

Administration and shareholder servicing fees payable

   

7,839

     

773,012

     

956,840

     

23,347

   

Professional fees payable

   

27,943

     

36,561

     

33,854

     

28,017

   

Trustees fees payable

   

12

     

832

     

613

     

10

   

Offering costs (Note 2-E)

   

     

     

     

   

Accrued other expenses payable

   

20,504

     

890,162

     

1,146,713

     

40,218

   

TOTAL LIABILITIES

   

552,083

     

14,651,028

     

20,110,238

     

549,335

   

NET ASSETS

 

$

45,712,884

   

$

4,398,803,810

   

$

5,793,903,933

   

$

150,754,425

   

NET ASSETS:

 

Investor Class

 

$

38,051,265

   

$

3,278,585,794

   

$

3,669,689,624

   

$

125,964,609

   

Institutional Class

   

7,661,619

     

1,120,218,016

     

2,124,214,309

     

24,789,816

   

TOTAL

 

$

45,712,884

   

$

4,398,803,810

   

$

5,793,903,933

   

$

150,754,425

   

SHARES OUTSTANDING:

 
(shares of beneficial interest issued and outstanding, respectively,
unlimited number of shares authorized with a $0.001 par value)
 

Investor Class

   

3,650,090

     

173,388,558

     

235,183,104

     

9,168,352

   

Institutional Class

   

735,476

     

59,279,138

     

136,230,322

     

1,804,650

   

TOTAL

   

4,385,566

     

232,667,696

     

371,413,426

     

10,973,002

   

See accompanying notes to financial statements.

82 MATTHEWS ASIA FUNDS



    Matthews Asia
Focus Fund
  Matthews Asia
Growth Fund
  Matthews Pacific
Tiger Fund
  Matthews Emerging
Asia Fund
 

ASSETS:

 

Investments at value (A) (Note 2-A and 7):

 

Unaffiliated issuers

 

$

8,379,541

   

$

765,079,945

   

$

6,383,755,487

   

$

38,937,861

   

Affiliated issuers

   

     

     

980,879,743

     

   

Total investments

   

8,379,541

     

765,079,945

     

7,364,635,230

     

38,937,861

   

Cash

   

222,269

     

30,767,451

     

292,785,609

     

1,642,964

   

Cash pledged as collateral for financial futures contracts

   

     

     

     

   

Foreign currency at value (B)

   

     

76,544

     

4,236,300

     

42,187

   

Dividends, interest and other receivable—Unaffiliated issuers

   

10,159

     

524,467

     

3,944,012

     

7,917

   

Dividends receivable—Affiliated issuers

   

     

     

1,911,560

     

   

Receivable for securities sold

   

     

     

4,288,740

     

   

Receivable for capital shares sold

   

56,150

     

1,786,932

     

20,466,806

     

195,849

   

Receivable for daily variation margin on financial futures contracts

   

     

     

     

   

Deferred offering costs (Note 2-E)

   

19,582

     

     

     

19,781

   

Unrealized appreciation on forward foreign currency exchange contracts

   

     

     

     

   

Prepaid expenses

   

1,565

     

38,660

     

31,840

     

2,072

   

TOTAL ASSETS

   

8,689,266

     

798,273,999

     

7,692,300,097

     

40,848,631

   

LIABILITIES:

 

Payable for securities purchased

   

     

10,407,470

     

38,299,185

     

459,639

   

Payable for capital shares redeemed

   

209,075

     

846,830

     

12,772,252

     

19,740

   

Cash overdraft

   

     

     

     

   

Deferred foreign capital gains tax liability (Note 2-D)

   

9,501

     

     

1,189,109

     

172,792

   

Due to Advisor (Note 5)

   

6,090

     

425,455

     

4,208,794

     

53,093

   

Administration and accounting fees payable

   

115

     

10,281

     

101,661

     

507

   

Administration and shareholder servicing fees payable

   

1,368

     

122,734

     

1,153,483

     

6,419

   

Professional fees payable

   

21,130

     

32,602

     

38,266

     

12,233

   

Trustees fees payable

   

     

40

     

1,163

     

1

   

Offering costs (Note 2-E)

   

58,006

     

     

     

58,609

   

Accrued other expenses payable

   

8,200

     

169,461

     

1,389,137

     

26,587

   

TOTAL LIABILITIES

   

313,485

     

12,014,873

     

59,153,050

     

809,620

   

NET ASSETS

 

$

8,375,781

   

$

786,259,126

   

$

7,633,147,047

   

$

40,039,011

   

NET ASSETS:

 

Investor Class

 

$

6,257,767

   

$

558,407,475

   

$

2,954,107,626

   

$

38,021,828

   

Institutional Class

   

2,118,014

     

227,851,651

     

4,679,039,421

     

2,017,183

   

TOTAL

 

$

8,375,781

   

$

786,259,126

   

$

7,633,147,047

   

$

40,039,011

   

SHARES OUTSTANDING:

 
(shares of beneficial interest issued and outstanding, respectively,
unlimited number of shares authorized with a $0.001 par value)
 

Investor Class

   

647,765

     

26,374,702

     

118,234,661

     

3,828,886

   

Institutional Class

   

219,230

     

10,719,351

     

187,384,693

     

203,285

   

TOTAL

   

866,995

     

37,094,053

     

305,619,354

     

4,032,171

   

matthewsasia.com | 800.789.ASIA 83



Statements of Assets and Liabilities (continued)  December 31, 2013

    Matthews Asia
Strategic
Income Fund
  Matthews Asian
Growth and
Income Fund
  Matthews Asia
Dividend Fund
  Matthews China
Dividend Fund
 

NET ASSET VALUE:

 

Investor Class, offering price and redemption price

 

$

10.42

   

$

18.91

   

$

15.60

   

$

13.74

   

Institutional Class, offering price and redemption price

 

$

10.42

   

$

18.90

   

$

15.59

   

$

13.74

   

NET ASSETS CONSIST OF:

 

Capital paid-in

 

$

47,172,764

   

$

3,543,291,086

   

$

5,233,166,748

   

$

135,805,551

   
Undistributed (distributions in excess of) net investment
income (loss)
   

6,710

     

(32,982,969

)

   

(163,945,391

)

   

(492,556

)

 
Undistributed/accumulated net realized gain (loss) on
investments, financial futures contracts, foreign currency
related transactions and foreign capital gains taxes
   

(656,744

)

   

16,386,185

     

(214,799,153

)

   

(1,316,285

)

 
Net unrealized appreciation (depreciation) on investments,
financial futures contracts, foreign currency translations
and deferred foreign capital gains taxes
   

(809,846

)

   

872,109,508

     

939,481,729

     

16,757,715

   

NET ASSETS

 

$

45,712,884

   

$

4,398,803,810

   

$

5,793,903,933

   

$

150,754,425

   

(A) Investments at cost:

 

Unaffiliated issuers

 

$

45,925,883

   

$

3,339,800,965

   

$

3,813,317,331

   

$

125,883,735

   

Affiliated issuers

   

     

80,214,361

     

887,059,501

     

   

Total investments at cost

 

$

45,925,883

   

$

3,420,015,326

   

$

4,700,376,832

   

$

125,883,735

   

(B) Foreign currency at cost

 

$

30,317

   

$

615,982

   

$

8,725,775

   

$

33,379

   

See accompanying notes to financial statements.

84 MATTHEWS ASIA FUNDS



    Matthews Asia
Focus Fund
  Matthews Asia
Growth Fund
  Matthews Pacific
Tiger Fund
  Matthews Emerging
Asia Fund
 

NET ASSET VALUE:

 

Investor Class, offering price and redemption price

 

$

9.66

   

$

21.17

   

$

24.99

   

$

9.93

   

Institutional Class, offering price and redemption price

 

$

9.66

   

$

21.26

   

$

24.97

   

$

9.92

   

NET ASSETS CONSIST OF:

 

Capital paid-in

 

$

8,534,654

   

$

657,072,731

   

$

5,551,230,327

   

$

39,765,210

   
Undistributed (distributions in excess of) net investment
income (loss)
   

(298

)

   

(4,691,410

)

   

554,843

     

(1,820

)

 
Undistributed/accumulated net realized gain (loss) on
investments, financial futures contracts, foreign currency
related transactions and foreign capital gains taxes
   

(105,571

)

   

(42,179,332

)

   

93,971,162

     

(113,563

)

 
Net unrealized appreciation (depreciation) on investments,
financial futures contracts, foreign currency translations
and deferred foreign capital gains taxes
   

(53,004

)

   

176,057,137

     

1,987,390,715

     

389,184

   

NET ASSETS

 

$

8,375,781

   

$

786,259,126

   

$

7,633,147,047

   

$

40,039,011

   

(A) Investments at cost:

 

Unaffiliated issuers

 

$

8,423,106

   

$

589,037,820

   

$

4,435,577,285

   

$

38,374,415

   

Affiliated issuers

   

     

     

940,503,937

     

   

Total investments at cost

 

$

8,423,106

   

$

589,037,820

   

$

5,376,081,222

   

$

38,374,415

   

(B) Foreign currency at cost

 

$

   

$

76,799

   

$

4,236,827

   

$

42,205

   

matthewsasia.com | 800.789.ASIA 85



Statements of Assets and Liabilities (continued)  December 31, 2013

    Matthews
China Fund
  Matthews
India Fund
  Matthews
Japan Fund
  Matthews
Korea Fund
 

ASSETS:

 

Investments at value (A) (Note 2-A and 7):

 

Unaffiliated issuers

 

$

1,385,119,103

   

$

431,655,003

   

$

363,882,345

   

$

148,923,700

   

Affiliated issuers

   

15,641,386

     

     

     

   

Total investments

   

1,400,760,489

     

431,655,003

     

363,882,345

     

148,923,700

   

Cash

   

     

     

5,510,901

     

409,279

   

Foreign currency at value (B)

   

731,457

     

416,728

     

     

   

Dividends, interest and other receivable—Unaffiliated issuers

   

     

368,882

     

191,188

     

1,214,399

   

Receivable for securities sold

   

13,331,784

     

2,980,204

     

     

501,523

   

Receivable for capital shares sold

   

1,215,357

     

1,275,044

     

5,519,240

     

272,277

   

Prepaid expenses

   

24,365

     

28,617

     

13,799

     

11,461

   

TOTAL ASSETS

   

1,416,063,452

     

436,724,478

     

375,117,473

     

151,332,639

   

LIABILITIES:

 

Payable for securities purchased

   

1,230,642

     

     

81,733

     

   

Payable for capital shares redeemed

   

7,984,499

     

3,081,603

     

1,971,678

     

44,647

   

Cash overdraft

   

1,456,784

     

2,052,337

     

     

   

Deferred foreign capital gains tax liability (Note 2-D)

   

     

     

     

   

Due to Advisor (Note 5)

   

789,015

     

239,263

     

199,460

     

82,474

   

Administration and accounting fees payable

   

19,192

     

5,792

     

4,729

     

1,977

   

Administration and shareholder servicing fees payable

   

252,438

     

75,229

     

58,891

     

23,791

   

Professional fees payable

   

29,808

     

38,550

     

28,157

     

28,046

   

Trustees fees payable

   

418

     

149

     

     

24

   

Transfer agent fees payable

   

181,941

     

57,975

     

33,879

     

14,837

   

Accrued other expenses payable

   

131,856

     

79,122

     

48,318

     

23,786

   

TOTAL LIABILITIES

   

12,076,593

     

5,630,020

     

2,426,845

     

219,582

   

NET ASSETS

 

$

1,403,986,859

   

$

431,094,458

   

$

372,690,628

   

$

151,113,057

   

NET ASSETS:

 

Investor Class

 

$

1,286,308,574

   

$

427,860,922

   

$

312,988,498

   

$

138,829,964

   

Institutional Class

   

117,678,285

     

3,233,536

     

59,702,130

     

12,283,093

   

TOTAL

 

$

1,403,986,859

   

$

431,094,458

   

$

372,690,628

   

$

151,113,057

   

SHARES OUTSTANDING:

 
(shares of beneficial interest issued and outstanding, respectively,
unlimited number of shares authorized with a $0.001 par value)
 

Investor Class

   

56,329,843

     

26,281,909

     

19,320,017

     

23,345,604

   

Institutional Class

   

5,158,449

     

198,247

     

3,685,142

     

2,059,925

   

TOTAL

   

61,488,292

     

26,480,156

     

23,005,159

     

25,405,529

   

See accompanying notes to financial statements.

86 MATTHEWS ASIA FUNDS



    Matthews Asia
Small Companies
Fund
  Matthews China
Small Companies
Fund
  Matthews Asia
Science and
Technology Fund
 

ASSETS:

 

Investments at value (A) (Note 2-A and 7):

 

Unaffiliated issuers

 

$

433,739,069

   

$

25,607,969

   

$

156,393,628

   

Affiliated issuers

   

     

     

   

Total investments

   

433,739,069

     

25,607,969

     

156,393,628

   

Cash

   

21,864,014

     

1,193,794

     

4,463,726

   

Foreign currency at value (B)

   

499,221

     

     

133,000

   

Dividends, interest and other receivable—Unaffiliated issuers

   

211,217

     

867

     

200,739

   

Receivable for securities sold

   

119,310

     

     

   

Receivable for capital shares sold

   

1,999,783

     

57,611

     

428,948

   

Prepaid expenses

   

25,116

     

4,057

     

18,332

   

TOTAL ASSETS

   

458,457,730

     

26,864,298

     

161,638,373

   

LIABILITIES:

 

Payable for securities purchased

   

4,382,906

     

127,899

     

171,773

   

Payable for capital shares redeemed

   

476,294

     

3,144

     

96,857

   

Cash overdraft

   

     

     

   

Deferred foreign capital gains tax liability (Note 2-D)

   

893,784

     

     

201,559

   

Due to Advisor (Note 5)

   

360,914

     

14,045

     

86,255

   

Administration and accounting fees payable

   

5,715

     

329

     

2,046

   

Administration and shareholder servicing fees payable

   

75,647

     

4,269

     

23,856

   

Professional fees payable

   

32,653

     

27,904

     

32,458

   

Trustees fees payable

   

68

     

     

17

   

Transfer agent fees payable

   

50,995

     

2,789

     

12,494

   

Accrued other expenses payable

   

58,329

     

9,702

     

23,759

   

TOTAL LIABILITIES

   

6,337,305

     

190,081

     

651,074

   

NET ASSETS

 

$

452,120,425

   

$

26,674,217

   

$

160,987,299

   

NET ASSETS:

 

Investor Class

 

$

407,351,755

   

$

26,674,217

   

$

111,750,950

   

Institutional Class

   

44,768,670

     

     

49,236,349

   

TOTAL

 

$

452,120,425

   

$

26,674,217

   

$

160,987,299

   

SHARES OUTSTANDING:

 
(shares of beneficial interest issued and outstanding, respectively,
unlimited number of shares authorized with a $0.001 par value)
 

Investor Class

   

21,058,669

     

2,697,278

     

8,874,462

   

Institutional Class

   

2,315,662

     

     

3,912,568

   

TOTAL

   

23,374,331

     

2,697,278

     

12,787,030

   

matthewsasia.com | 800.789.ASIA 87



Statements of Assets and Liabilities (continued)  December 31, 2013

    Matthews
China Fund
  Matthews
India Fund
  Matthews
Japan Fund
  Matthews
Korea Fund
 

NET ASSET VALUE:

 

Investor Class, offering price and redemption price

 

$

22.84

   

$

16.28

   

$

16.20

   

$

5.95

   

Institutional Class, offering price and redemption price

 

$

22.81

   

$

16.31

   

$

16.20

   

$

5.96

   

NET ASSETS CONSIST OF:

 

Capital paid-in

 

$

1,126,325,521

   

$

420,453,453

   

$

391,823,427

   

$

77,370,116

   

Undistributed (distributions in excess of) net investment income (loss)

   

164,220

     

1,813,280

     

(2,984,878

)

   

(530,537

)

 
Undistributed/accumulated net realized gain (loss) on investments, foreign currency
related transactions and foreign capital gains taxes
   

(597,981

)

   

2,191,375

     

(64,332,433

)

   

9,282,282

   
Net unrealized appreciation (depreciation) on investments, foreign currency
translations and deferred foreign capital gains taxes
   

278,095,099

     

6,636,350

     

48,184,512

     

64,991,196

   

NET ASSETS

 

$

1,403,986,859

   

$

431,094,458

   

$

372,690,628

   

$

151,113,057

   

(A) Investments at cost:

 

Unaffiliated issuers

 

$

1,102,454,743

   

$

424,923,912

   

$

315,696,717

   

$

83,939,537

   

Affiliated issuers

   

20,210,647

     

     

     

   

Total investments at cost

 

$

1,122,665,390

   

$

424,923,912

   

$

315,696,717

   

$

83,939,537

   

(B) Foreign currency at cost

 

$

731,457

   

$

416,702

   

$

   

$

   

See accompanying notes to financial statements.

88 MATTHEWS ASIA FUNDS



    Matthews Asia
Small Companies
Fund
  Matthews China
Small Companies
Fund
  Matthews Asia
Science and
Technology Fund
 

NET ASSET VALUE:

 

Investor Class, offering price and redemption price

 

$

19.34

   

$

9.89

   

$

12.59

   

Institutional Class, offering price and redemption price

 

$

19.33

   

$

   

$

12.58

   

NET ASSETS CONSIST OF:

 

Capital paid-in

 

$

403,953,613

   

$

22,979,667

   

$

108,843,891

   

Undistributed (distributions in excess of) net investment income (loss)

   

1,663,283

     

(228,652

)

   

92,541

   
Undistributed/accumulated net realized gain (loss) on investments, foreign currency
related transactions and foreign capital gains taxes
   

(8,267,899

)

   

(1,388,008

)

   

(5,093,909

)

 
Net unrealized appreciation (depreciation) on investments, foreign currency
translations and deferred foreign capital gains taxes
   

54,771,428

     

5,311,210

     

57,144,776

   

NET ASSETS

 

$

452,120,425

   

$

26,674,217

   

$

160,987,299

   

(A) Investments at cost:

 

Unaffiliated issuers

 

$

378,060,152

   

$

20,296,743

   

$

99,046,741

   

Affiliated issuers

   

     

     

   

Total investments at cost

 

$

378,060,152

   

$

20,296,743

   

$

99,046,741

   

(B) Foreign currency at cost

 

$

499,303

   

$

   

$

133,000

   

matthewsasia.com | 800.789.ASIA 89



Statements of Operations  Year Ended December 31, 2013

    Matthews Asia
Strategic
Income Fund
  Matthews Asian
Growth and
Income Fund
  Matthews Asia
Dividend Fund
  Matthews China
Dividend Fund
 

INVESTMENT INCOME:

 

Dividends—Unaffiliated Issuers

 

$

148,703

   

$

134,249,968

   

$

146,257,354

   

$

4,220,545

   

Dividends—Affiliated Issuers (Note 7)

   

     

3,204,369

     

27,819,183

     

   

Interest

   

2,499,752

     

14,614,065

     

4,994

     

   

Foreign withholding tax

   

(35,318

)

   

(6,993,225

)

   

(11,893,658

)

   

(249,583

)

 

TOTAL INVESTMENT INCOME

   

2,613,137

     

145,075,177

     

162,187,873

     

3,970,962

   

EXPENSES:

 

Investment advisory fees (Note 5)

   

342,529

     

29,911,798

     

34,737,711

     

793,795

   

Administration and accounting fees (Note 5)

   

4,215

     

360,046

     

418,555

     

9,562

   

Administration and shareholder servicing fees (Note 5)

   

106,708

     

9,237,488

     

10,087,664

     

246,659

   

Accounting out-of-pocket fees

   

24,901

     

42,932

     

42,892

     

25,715

   

Custodian fees

   

22,190

     

1,151,400

     

1,183,933

     

90,042

   

Printing fees

   

6,791

     

195,920

     

400,219

     

18,006

   

Professional fees

   

39,314

     

94,757

     

106,141

     

39,346

   

Registration fees

   

43,296

     

134,103

     

403,311

     

55,315

   

Transfer agent fees

   

66,072

     

5,664,530

     

5,586,013

     

165,461

   

Trustees fees

   

1,858

     

166,170

     

177,176

     

3,664

   

Offering costs (Note 2-E)

   

     

     

     

   

Other expenses

   

2,055

     

96,955

     

134,502

     

5,937

   

TOTAL EXPENSES

   

659,929

     

47,056,099

     

53,278,117

     

1,453,502

   
Advisory fees waived or recaptured and expenses waived or
reimbursed (Note 5)
   

(41,268

)

   

     

     

104,529

   

NET EXPENSES

   

618,661

     

47,056,099

     

53,278,117

     

1,558,031

   

NET INVESTMENT INCOME (LOSS)

   

1,994,476

     

98,019,078

     

108,909,756

     

2,412,931

   
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS,
FINANCIAL FUTURES CONTRACTS, FOREIGN CURRENCY RELATED
TRANSACTIONS AND DEFERRED CAPITAL GAINS TAXES:
 

Net realized gain (loss) on investments—Unaffiliated Issuers

   

71,656

     

39,137,399

     

(66,276,950

)

   

839,481

   

Net realized gain (loss) on investments—Affiliated Issuers

   

     

     

1,993,149

     

   

Net realized gain (loss) on financial futures contracts

   

21,000

     

     

     

   

Net realized foreign capital gains tax

   

     

     

     

   

Net realized gain (loss) on foreign currency related transactions

   

(778,887

)

   

2,947,620

     

(207,258

)

   

11,317

   

Net change in unrealized appreciation/depreciation on investments

   

(2,878,856

)

   

58,553,505

     

443,418,202

     

10,206,361

   
Net change in deferred foreign capital gains taxes on unrealized
appreciation
   

2,295

     

1,468,703

     

(793,218

)

   

   
Net change in unrealized appreciation/depreciation on financial
futures contracts
   

64,922

     

     

     

   
Net change in unrealized appreciation/depreciation on foreign currency
related translations
   

33,226

     

12,649

     

44,376

     

2

   
Net realized and unrealized gain (loss) on investments, financial
futures contracts, foreign currency related transactions and
deferred capital gains taxes
   

(3,464,644

)

   

102,119,876

     

378,178,301

     

11,057,161

   

NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS

 

($

1,470,168

)

 

$

200,138,954

   

$

487,088,057

   

$

13,470,092

   

*  Matthews Asia Focus Fund and Matthews Emerging Asia Fund commenced operations on April 30, 2013.

See accompanying notes to financial statements.

90 MATTHEWS ASIA FUNDS



    Matthews Asia
Focus Fund*
  Matthews Asia
Growth Fund
  Matthews Pacific
Tiger Fund
  Matthews Emerging
Asia Fund*
 

INVESTMENT INCOME:

 

Dividends—Unaffiliated Issuers

 

$

119,400

   

$

11,389,596

   

$

123,830,909

   

$

420,965

   

Dividends—Affiliated Issuers (Note 7)

   

     

     

16,979,906

     

   

Interest

   

31

     

165

     

119

     

   

Foreign withholding tax

   

(4,694

)

   

(791,369

)

   

(12,204,224

)

   

(28,016

)

 

TOTAL INVESTMENT INCOME

   

114,737

     

10,598,392

     

128,606,710

     

392,949

   

EXPENSES:

 

Investment advisory fees (Note 5)

   

32,399

     

4,225,929

     

48,602,934

     

205,456

   

Administration and accounting fees (Note 5)

   

393

     

50,952

     

585,149

     

1,654

   

Administration and shareholder servicing fees (Note 5)

   

9,907

     

1,241,536

     

13,270,400

     

44,333

   

Accounting out-of-pocket fees

   

17,281

     

37,726

     

48,077

     

25,857

   

Custodian fees

   

34,324

     

293,822

     

3,129,242

     

115,169

   

Printing fees

   

1,770

     

19,480

     

160,126

     

4,434

   

Professional fees

   

25,989

     

58,669

     

137,278

     

18,173

   

Registration fees

   

1,232

     

89,259

     

188,271

     

5,259

   

Transfer agent fees

   

6,830

     

688,991

     

6,114,878

     

31,779

   

Trustees fees

   

107

     

20,606

     

268,010

     

407

   

Offering costs (Note 2-E)

   

38,424

     

     

     

38,828

   

Other expenses

   

1,218

     

17,990

     

149,807

     

1,566

   

TOTAL EXPENSES

   

169,874

     

6,744,960

     

72,654,172

     

492,915

   
Advisory fees waived or recaptured and expenses waived or
reimbursed (Note 5)
   

(87,951

)

   

     

     

(85,829

)

 

NET EXPENSES

   

81,923

     

6,744,960

     

72,654,172

     

407,086

   

NET INVESTMENT INCOME (LOSS)

   

32,814

     

3,853,432

     

55,952,538

     

(14,137

)

 
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS,
FINANCIAL FUTURES CONTRACTS, FOREIGN CURRENCY RELATED
TRANSACTIONS AND DEFERRED CAPITAL GAINS TAXES:
 

Net realized gain (loss) on investments—Unaffiliated Issuers

   

(105,570

)

   

7,981,818

     

140,987,802

     

(113,563

)

 

Net realized gain (loss) on investments—Affiliated Issuers

   

     

     

     

   

Net realized gain (loss) on financial futures contracts

   

     

     

     

   

Net realized foreign capital gains tax

   

(29

)

   

     

     

   

Net realized gain (loss) on foreign currency related transactions

   

(3,957

)

   

(58,426

)

   

(1,970,569

)

   

(24,385

)

 

Net change in unrealized appreciation/depreciation on investments

   

(43,565

)

   

88,160,325

     

67,098,804

     

563,446

   
Net change in deferred foreign capital gains taxes on unrealized
appreciation
   

(9,501

)

   

356,319

     

1,887,327

     

(172,792

)

 
Net change in unrealized appreciation/depreciation on financial
futures contracts
   

     

     

     

   
Net change in unrealized appreciation/depreciation on foreign currency
related translations
   

62

     

5,877

     

11,557

     

(1,470

)

 
Net realized and unrealized gain (loss) on investments, financial
futures contracts, foreign currency related transactions and
deferred capital gains taxes
   

(162,560

)

   

96,445,913

     

208,014,921

     

251,236

   

NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS

 

($

129,746

)

 

$

100,299,345

   

$

263,967,459

   

$

237,099

   

matthewsasia.com | 800.789.ASIA 91



Statements of Operations (continued)  Year Ended December 31, 2013

    Matthews
China Fund
  Matthews
India Fund
  Matthews
Japan Fund
  Matthews
Korea Fund
 

INVESTMENT INCOME:

 

Dividends—Unaffiliated Issuers

 

$

36,491,930

   

$

8,260,775

   

$

3,513,882

   

$

1,989,260

   

Dividends—Affiliated Issuers (Note 7)

   

354,669

     

     

     

   

Interest

   

118

     

229,048

     

893

     

   

Foreign withholding tax

   

(1,683,380

)

   

     

(254,073

)

   

(377,320

)

 

TOTAL INVESTMENT INCOME

   

35,163,337

     

8,489,823

     

3,260,702

     

1,611,940

   

EXPENSES:

 

Investment advisory fees (Note 5)

   

10,995,785

     

3,511,555

     

1,649,630

     

949,149

   

Administration and accounting fees (Note 5)

   

132,144

     

42,215

     

19,923

     

11,426

   

Administration and shareholder servicing fees (Note 5)

   

3,407,155

     

1,090,305

     

489,911

     

278,946

   

Accounting out-of-pocket fees

   

37,314

     

30,011

     

37,822

     

35,143

   

Custodian fees

   

426,297

     

308,974

     

45,904

     

54,473

   

Printing fees

   

61,129

     

11,430

     

21,662

     

3,668

   

Professional fees

   

60,070

     

78,496

     

41,102

     

40,352

   

Registration fees

   

54,163

     

40,264

     

77,368

     

37,249

   

Transfer agent fees

   

2,211,650

     

762,277

     

283,332

     

173,724

   

Trustees fees

   

69,006

     

22,476

     

7,096

     

5,437

   

Other expenses

   

59,816

     

17,543

     

8,789

     

6,781

   

TOTAL EXPENSES

   

17,514,529

     

5,915,546

     

2,682,539

     

1,596,348

   

Advisory fees waived and expenses waived or reimbursed (Note 5)

   

     

     

     

   

NET EXPENSES

   

17,514,529

     

5,915,546

     

2,682,539

     

1,596,348

   

NET INVESTMENT INCOME (LOSS)

   

17,648,808

     

2,574,277

     

578,163

     

15,592

   
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, FOREIGN
CURRENCY RELATED TRANSACTIONS AND DEFERRED CAPITAL GAINS TAXES:
 

Net realized gain (loss) on investments—Unaffiliated Issuers

   

123,701,441

     

6,686,219

     

10,115,102

     

11,565,686

   

Net realized gain (loss) on investments—Affiliated Issuers

   

2,226,393

     

     

     

   

Net realized foreign capital gains tax

   

     

(49,704

)

   

     

   

Net realized gain (loss) on foreign currency related transactions

   

(44,519

)

   

94,470

     

(163,449

)

   

(104,458

)

 

Net change in unrealized appreciation/depreciation on investments

   

(75,323,757

)

   

(56,803,200

)

   

41,654,043

     

2,112,170

   

Net change in deferred foreign capital gains taxes on unrealized appreciation

   

     

     

     

   

Net change in unrealized appreciation/depreciation on foreign currency related translations

   

     

32,146

     

4,040

     

6,046

   
Net realized and unrealized gain (loss) on investments, foreign currency related
transactions and deferred capital gains taxes
   

50,559,558

     

(50,040,069

)

   

51,609,736

     

13,579,444

   

NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS

 

$

68,208,366

   

($

47,465,792

)

 

$

52,187,899

   

$

13,595,036

   

See accompanying notes to financial statements.

92 MATTHEWS ASIA FUNDS



    Matthews Asia
Small Companies
Fund
  Matthews China
Small Companies
Fund
  Matthews Asia
Science and
Technology Fund
 

INVESTMENT INCOME:

 

Dividends—Unaffiliated Issuers

 

$

9,146,711

   

$

431,486

   

$

2,002,424

   

Dividends—Affiliated Issuers (Note 7)

   

     

     

   

Interest

   

9,049

     

     

   

Foreign withholding tax

   

(613,441

)

   

(11,777

)

   

(202,941

)

 

TOTAL INVESTMENT INCOME

   

8,542,319

     

419,709

     

1,799,483

   

EXPENSES:

 

Investment advisory fees (Note 5)

   

4,112,567

     

192,536

     

908,992

   

Administration and accounting fees (Note 5)

   

32,908

     

1,543

     

10,946

   

Administration and shareholder servicing fees (Note 5)

   

878,869

     

41,975

     

263,591

   

Accounting out-of-pocket fees

   

40,860

     

30,885

     

31,334

   

Custodian fees

   

206,084

     

27,698

     

75,514

   

Printing fees

   

12,346

     

2,712

     

4,144

   

Professional fees

   

53,840

     

38,269

     

50,990

   

Registration fees

   

47,007

     

23,131

     

55,379

   

Transfer agent fees

   

600,932

     

32,006

     

151,951

   

Trustees fees

   

14,764

     

576

     

5,070

   

Other expenses

   

12,242

     

2,492

     

6,781

   

TOTAL EXPENSES

   

6,012,419

     

393,823

     

1,564,692

   

Advisory fees waived and expenses waived or reimbursed (Note 5)

   

     

(7,801

)

   

   

NET EXPENSES

   

6,012,419

     

386,022

     

1,564,692

   

NET INVESTMENT INCOME (LOSS)

   

2,529,900

     

33,687

     

234,791

   
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS, FOREIGN
CURRENCY RELATED TRANSACTIONS AND DEFERRED CAPITAL GAINS TAXES:
 

Net realized gain (loss) on investments—Unaffiliated Issuers

   

8,947,568

     

(180,877

)

   

7,254,084

   

Net realized gain (loss) on investments—Affiliated Issuers

   

     

     

   

Net realized foreign capital gains tax

   

     

     

   

Net realized gain (loss) on foreign currency related transactions

   

(234,884

)

   

(716

)

   

(88,141

)

 

Net change in unrealized appreciation/depreciation on investments

   

17,453,610

     

4,876,431

     

35,540,257

   

Net change in deferred foreign capital gains taxes on unrealized appreciation

   

(893,784

)

   

     

(201,559

)

 

Net change in unrealized appreciation/depreciation on foreign currency related translations

   

(2,970

)

   

(16

)

   

675

   
Net realized and unrealized gain (loss) on investments, foreign currency related
transactions and deferred capital gains taxes
   

25,269,540

     

4,694,822

     

42,505,316

   

NET INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS

 

$

27,799,440

   

$

4,728,509

   

$

42,740,107

   

matthewsasia.com | 800.789.ASIA 93



Statements of Changes in Net Assets

MATTHEWS ASIA STRATEGIC INCOME FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

1,994,476

   

$

846,899

   

Net realized gain (loss) on investments, financial futures contracts and foreign currency related transactions

   

(686,231

)

   

40,630

   

Net change in unrealized appreciation/depreciation on investments and foreign currency related translations

   

(2,845,630

)

   

2,057,488

   

Net change on deferred foreign capital gains taxes on unrealized appreciation

   

2,295

     

(5,392

)

 

Net change in unrealized appreciation/depreciation on financial future contracts

   

64,922

     

   

Net increase (decrease) in net assets resulting from operations

   

(1,470,168

)

   

2,939,625

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(1,589,709

)

   

(826,795

)

 

Institutional Class

   

(258,124

)

   

(244,478

)

 

Realized gains on investments:

 

Investor Class

   

(36,733

)

   

   

Institutional Class

   

(7,098

)

   

   

Net decrease in net assets resulting from distributions

   

(1,891,664

)

   

(1,071,273

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

13,276,778

     

20,792,275

   

REDEMPTION FEES

   

114,081

     

11,821

   

Total increase (decrease) in net assets

   

10,029,027

     

22,672,448

   

NET ASSETS:

 

Beginning of year

   

35,683,857

     

13,011,409

   
End of year (including undistributed/(distributions in excess of) net investment income of $6,710
and ($110,372), respectively)
 

$

45,712,884

   

$

35,683,857

   

MATTHEWS ASIAN GROWTH AND INCOME FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

98,019,078

   

$

86,663,128

   

Net realized gain (loss) on investments and foreign currency related transactions

   

42,085,019

     

23,210,338

   

Net change in unrealized appreciation/depreciation on investments and foreign currency related translations

   

58,566,154

     

694,832,409

   

Net change on deferred foreign capital gains taxes on unrealized appreciation

   

1,468,703

     

(1,468,703

)

 

Net increase (decrease) in net assets resulting from operations

   

200,138,954

     

803,237,172

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(81,799,391

)

   

(76,159,190

)

 

Institutional Class

   

(28,309,395

)

   

(21,993,302

)

 

Realized gains on investments:

 

Investor Class

   

(20,324,691

)

   

   

Institutional Class

   

(7,044,765

)

   

   

Net decrease in net assets resulting from distributions

   

(137,478,242

)

   

(98,152,492

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

263,721,884

     

494,377,253

   

REDEMPTION FEES

   

560,563

     

299,883

   

Total increase (decrease) in net assets

   

326,943,159

     

1,199,761,816

   

NET ASSETS:

 

Beginning of year

   

4,071,860,651

     

2,872,098,835

   
End of year (including distributions in excess of net investment income of ($32,982,969) and
($32,863,458), respectively)
 

$

4,398,803,810

   

$

4,071,860,651

   

See accompanying notes to financial statements.

94 MATTHEWS ASIA FUNDS



MATTHEWS ASIA DIVIDEND FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

108,909,756

   

$

77,461,662

   

Net realized gain (loss) on investments and foreign currency related transactions

   

(64,491,059

)

   

(91,900,011

)

 
Net change in unrealized appreciation/depreciation on investments and foreign currency
related translations
   

443,462,578

     

581,403,382

   

Net change on deferred foreign capital gains taxes on unrealized appreciation

   

(793,218

)

   

(1,487,960

)

 

Net increase (decrease) in net assets resulting from operations

   

487,088,057

     

565,477,073

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(140,503,427

)

   

(97,249,044

)

 

Institutional Class

   

(71,771,090

)

   

(29,462,711

)

 

Net decrease in net assets resulting from distributions

   

(212,274,517

)

   

(126,711,755

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

1,815,678,058

     

988,608,171

   

REDEMPTION FEES

   

808,032

     

365,281

   

Total increase (decrease) in net assets

   

2,091,299,630

     

1,427,738,770

   

NET ASSETS:

 

Beginning of year

   

3,702,604,303

     

2,274,865,533

   
End of year (including distributions in excess of net investment income of ($163,945,391) and
($62,410,638), respectively)
 

$

5,793,903,933

   

$

3,702,604,303

   

MATTHEWS CHINA DIVIDEND FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

2,412,931

   

$

725,829

   

Net realized gain (loss) on investments and foreign currency related transactions

   

850,798

     

(1,125,861

)

 
Net change in unrealized appreciation/depreciation on investments and foreign currency
related translations
   

10,206,363

     

8,841,018

   

Net increase (decrease) in net assets resulting from operations

   

13,470,092

     

8,440,986

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(1,996,260

)

   

(1,503,223

)

 

Institutional Class

   

(381,714

)

   

(4,528

)

 

Net decrease in net assets resulting from distributions

   

(2,377,974

)

   

(1,507,751

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

79,790,869

     

26,295,804

   

REDEMPTION FEES

   

135,085

     

29,199

   

Total increase (decrease) in net assets

   

91,018,072

     

33,258,238

   

NET ASSETS:

 

Beginning of year

   

59,736,353

     

26,478,115

   
End of year (including distributions in excess of net investment income of ($492,556) and
($801,799), respectively)
 

$

150,754,425

   

$

59,736,353

   

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 95



Statements of Changes in Net Assets (continued)

MATTHEWS ASIA FOCUS FUND

  Period Ended
December 31, 20131
 

OPERATIONS:

 

Net investment income (loss)

 

$

32,814

   

Net realized gain (loss) on investments and foreign currency related transactions

   

(109,556

)

 
Net change in unrealized appreciation/depreciation on investments and foreign currency
related translations
   

(43,503

)

 

Net change on deferred foreign capital gains taxes on unrealized appreciation

   

(9,501

)

 

Net increase (decrease) in net assets resulting from operations

   

(129,746

)

 

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(50,059

)

 

Institutional Class

   

(19,682

)

 

Net decrease in net assets resulting from distributions

   

(69,741

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

8,573,304

   

REDEMPTION FEES

   

1,964

   

Total increase (decrease) in net assets

   

8,375,781

   

NET ASSETS:

 

Beginning of period

   

   

End of period (including distribution in excess of net investment income of ($298)

 

$

8,375,781

   

1  Matthews Asia Focus Fund commenced operations on April 30, 2013.

MATTHEWS ASIA GROWTH FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

3,853,432

   

$

3,605,538

   

Net realized gain (loss) on investments and foreign currency related transactions

   

7,923,392

     

18,134,467

   
Net change in unrealized appreciation/depreciation on investments and foreign currency
related translations
   

88,166,202

     

38,344,220

   

Net change on deferred foreign capital gains taxes on unrealized appreciation

   

356,319

     

(356,319

)

 

Net increase (decrease) in net assets resulting from operations

   

100,299,345

     

59,727,906

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(8,514,779

)

   

   

Institutional Class

   

(3,834,235

)

   

   

Net decrease in net assets resulting from distributions

   

(12,349,014

)

   

   

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

274,137,238

     

20,786,713

   

REDEMPTION FEES

   

145,542

     

43,244

   

Total increase (decrease) in net assets

   

362,233,111

     

80,557,863

   

NET ASSETS:

 

Beginning of year

   

424,026,015

     

343,468,152

   
End of year (including undistributed/(distributions in excess of) net investment income of
($4,691,410) and $2,902,963, respectively)
 

$

786,259,126

   

$

424,026,015

   

See accompanying notes to financial statements.

96 MATTHEWS ASIA FUNDS



MATTHEWS PACIFIC TIGER FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

55,952,538

   

$

51,360,619

   

Net realized gain (loss) on investments and foreign currency related transactions

   

139,017,233

     

2,052,185

   
Net change in unrealized appreciation/depreciation on investments and foreign currency
related translations
   

67,110,361

     

1,049,124,550

   

Net change on deferred foreign capital gains taxes on unrealized appreciation

   

1,887,327

     

(3,076,436

)

 

Net increase (decrease) in net assets resulting from operations

   

263,967,459

     

1,099,460,918

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(18,386,626

)

   

(19,031,664

)

 

Institutional Class

   

(37,413,781

)

   

(29,138,401

)

 

Realized gains on investments:

 

Investor Class

   

(18,776,931

)

   

(2,495,226

)

 

Institutional Class

   

(29,778,886

)

   

(2,957,326

)

 

Net decrease in net assets resulting from distributions

   

(104,356,224

)

   

(53,622,617

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

708,410,077

     

908,423,520

   

REDEMPTION FEES

   

531,715

     

600,987

   

Total increase (decrease) in net assets

   

868,553,027

     

1,954,862,808

   

NET ASSETS:

 

Beginning of year

   

6,764,594,020

     

4,809,731,212

   
End of year (including undistributed net investment income of $554,843
and $2,373,281, respectively)
 

$

7,633,147,047

   

$

6,764,594,020

   

 

MATTHEWS EMERGING ASIA FUND

  Period Ended
December 31, 20131
 

OPERATIONS:

 

Net investment income (loss)

 

($

14,137

)

 

Net realized gain (loss) on investments and foreign currency related transactions

   

(137,948

)

 
Net change in unrealized appreciation/depreciation on investments and foreign currency
related translations
   

561,976

   

Net change on deferred foreign capital gains taxes on unrealized appreciation

   

(172,792

)

 

Net increase (decrease) in net assets resulting from operations

   

237,099

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(1,843

)

 

Institutional Class

   

(283

)

 

Return of capital:

 

Investor Class

   

(30,975

)

 

Institutional Class

   

(4,757

)

 

Net decrease in net assets resulting from distributions

   

(37,858

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

39,826,472

   

REDEMPTION FEES

   

13,298

   

Total increase (decrease) in net assets

   

40,039,011

   

NET ASSETS:

 

Beginning of period

   

   

End of period (including distributions in excess of net investment loss of ($1,820)

 

$

40,039,011

   

1  Matthews Emerging Asia Fund commenced operations on April 30, 2013.

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 97



Statements of Changes in Net Assets (continued)

MATTHEWS CHINA FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

17,648,808

   

$

29,401,597

   

Net realized gain (loss) on investments and foreign currency related transactions

   

125,883,315

     

69,898,698

   

Net change in unrealized appreciation/depreciation on investments and foreign currency related translations

   

(75,323,757

)

   

119,730,206

   

Net increase (decrease) in net assets resulting from operations

   

68,208,366

     

219,030,501

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(14,160,927

)

   

(23,450,603

)

 

Institutional Class

   

(1,500,281

)

   

(6,100,821

)

 

Realized gains on investments:

 

Investor Class

   

(104,225,815

)

   

(16,894,676

)

 

Institutional Class

   

(9,564,766

)

   

(3,819,767

)

 

Net decrease in net assets resulting from distributions

   

(129,451,789

)

   

(50,265,867

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

(567,939,044

)

   

(260,760,729

)

 

REDEMPTION FEES

   

335,544

     

220,100

   

Total increase (decrease) in net assets

   

(628,846,923

)

   

(91,775,995

)

 

NET ASSETS:

 

Beginning of year

   

2,032,833,782

     

2,124,609,777

   
End of year (including undistributed/(distributions in excess of) net investment income of
$164,220 and ($3,835), respectively)
 

$

1,403,986,859

   

$

2,032,833,782

   

MATTHEWS INDIA FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

2,574,277

   

$

4,287,230

   

Net realized gain (loss) on investments and foreign currency related transactions

   

6,730,985

     

3,158,610

   

Net change in unrealized appreciation/depreciation on investments and foreign currency related translations

   

(56,771,054

)

   

162,955,308

   

Net increase (decrease) in net assets resulting from operations

   

(47,465,792

)

   

170,401,148

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(4,840,984

)

   

(3,145,386

)

 

Institutional Class

   

(41,650

)

   

(252,093

)

 

Realized gains on investments:

 

Investor Class

   

(369,552

)

   

(9,352,977

)

 

Institutional Class

   

(2,745

)

   

(547,723

)

 

Net decrease in net assets resulting from distributions

   

(5,254,931

)

   

(13,298,179

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

(160,379,740

)

   

(99,540,038

)

 

REDEMPTION FEES

   

229,028

     

146,264

   

Total increase (decrease) in net assets

   

(212,871,435

)

   

57,709,195

   

NET ASSETS:

 

Beginning of year

   

643,965,893

     

586,256,698

   
End of year (including undistributed net investment income of $1,813,280 and
$3,587,957, respectively)
 

$

431,094,458

   

$

643,965,893

   

See accompanying notes to financial statements.

98 MATTHEWS ASIA FUNDS



MATTHEWS JAPAN FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

578,163

   

$

970,649

   

Net realized gain (loss) on investments and foreign currency related transactions

   

9,951,653

     

6,319,870

   
Net change in unrealized appreciation/depreciation on investments and foreign currency
related translations
   

41,658,083

     

1,680,062

   

Net increase (decrease) in net assets resulting from operations

   

52,187,899

     

8,970,581

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(4,541,567

)

   

(80,356

)

 

Institutional Class

   

(927,799

)

   

(70,916

)

 

Net decrease in net assets resulting from distributions

   

(5,469,366

)

   

(151,272

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

220,891,495

     

(35,836,826

)

 

REDEMPTION FEES

   

384,672

     

42,650

   

Total increase (decrease) in net assets

   

267,994,700

     

(26,974,867

)

 

NET ASSETS:

 

Beginning of year

   

104,695,928

     

131,670,795

   
End of year (including undistributed/(distribution in excess of) net investment income of
($2,984,878) and $1,481,000, respectively)
 

$

372,690,628

   

$

104,695,928

   

MATTHEWS KOREA FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

15,592

   

($

4,327

)

 

Net realized gain (loss) on investments and foreign currency related transactions

   

11,461,228

     

5,630,506

   
Net change in unrealized appreciation/depreciation on investments and foreign currency
related translations
   

2,118,216

     

23,184,535

   

Net increase (decrease) in net assets resulting from operations

   

13,595,036

     

28,810,714

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(405,628

)

   

   

Institutional Class

   

(57,142

)

   

   

Realized gains on investments:

 

Investor Class

   

(5,378,606

)

   

(1,320,452

)

 

Institutional Class

   

(486,472

)

   

(80,111

)

 

Net decrease in net assets resulting from distributions

   

(6,327,848

)

   

(1,400,563

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

(6,062,003

)

   

(34,290,287

)

 

REDEMPTION FEES

   

64,006

     

24,373

   

Total increase (decrease) in net assets

   

1,269,191

     

(6,855,763

)

 

NET ASSETS:

 

Beginning of year

   

149,843,866

     

156,699,629

   
End of year (including distributions in excess of net investment income of ($530,537) and
($161,740), respectively)
 

$

151,113,057

   

$

149,843,866

   

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 99



Statements of Changes in Net Assets (continued)

MATTHEWS ASIA SMALL COMPANIES FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

2,529,900

   

$

3,352,429

   

Net realized gain (loss) on investments and foreign currency related transactions

   

8,712,684

     

(17,198,260

)

 
Net change in unrealized appreciation/depreciation on investments and foreign currency
related translations
   

17,450,640

     

76,129,263

   

Net change on deferred foreign capital gains taxes on unrealized appreciation

   

(893,784

)

   

   

Net increase (decrease) in net assets resulting from operations

   

27,799,440

     

62,283,432

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(1,895,218

)

   

(1,711,401

)

 

Institutional Class

   

(259,608

)

   

   

Realized gains on investments:

 

Investor Class

   

     

(1,439,994

)

 

Net decrease in net assets resulting from distributions

   

(2,154,826

)

   

(3,151,395

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

59,667,066

     

48,592,420

   

REDEMPTION FEES

   

56,198

     

84,348

   

Total increase (decrease) in net assets

   

85,367,878

     

107,808,805

   

NET ASSETS:

 

Beginning of year

   

366,752,547

     

258,943,742

   
End of year (including undistributed net investment income of $1,663,283 and
$1,522,985, respectively)
 

$

452,120,425

   

$

366,752,547

   

MATTHEWS CHINA SMALL COMPANIES FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

33,687

   

$

24,235

   

Net realized gain (loss) on investments and foreign currency related transactions

   

(181,593

)

   

(1,090,613

)

 
Net change in unrealized appreciation/depreciation on investments and foreign currency
related translations
   

4,876,415

     

1,689,474

   

Net increase (decrease) in net assets resulting from operations

   

4,728,509

     

623,096

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(278,033

)

   

(24,817

)

 

Net decrease in net assets resulting from distributions

   

(278,033

)

   

(24,817

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

11,950,924

     

5,152,371

   

REDEMPTION FEES

   

6,383

     

22,486

   

Total increase (decrease) in net assets

   

16,407,783

     

5,773,136

   

NET ASSETS:

 

Beginning of year

   

10,266,434

     

4,493,298

   
End of year (including undistributed/(distributions in excess of) net investment income of ($228,652)
and $15,809, respectively)
 

$

26,674,217

   

$

10,266,434

   

See accompanying notes to financial statements.

100 MATTHEWS ASIA FUNDS



MATTHEWS ASIA SCIENCE AND TECHNOLOGY FUND

  Year Ended
December 31, 2013
  Year Ended
December 31, 2012
 

OPERATIONS:

 

Net investment income (loss)

 

$

234,791

   

$

421,904

   

Net realized gain (loss) on investments and foreign currency related transactions

   

7,165,943

     

(1,180,489

)

 
Net change in unrealized appreciation/depreciation on investments and foreign currency
related translations
   

35,540,932

     

19,606,502

   

Net change on deferred foreign capital gains taxes on unrealized appreciation

   

(201,559

)

   

   

Net increase (decrease) in net assets resulting from operations

   

42,740,107

     

18,847,917

   

DISTRIBUTIONS TO SHAREHOLDERS FROM:

 

Net investment income:

 

Investor Class

   

(68,138

)

   

(297,871

)

 

Institutional Class

   

(119,153

)

   

   

Net decrease in net assets resulting from distributions

   

(187,291

)

   

(297,871

)

 

CAPITAL SHARE TRANSACTIONS (net) (Note 4)

   

(13,205,251

)

   

(40,279,638

)

 

REDEMPTION FEES

   

11,048

     

9,379

   

Total increase (decrease) in net assets

   

29,358,613

     

(21,720,213

)

 

NET ASSETS:

 

Beginning of year

   

131,628,686

     

153,348,899

   

End of year (including undistributed net investment income of $92,541 and $131,430, respectively)

 

$

160,987,299

   

$

131,628,686

   

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 101




Financial Highlights

Matthews Asia Strategic Income Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

Period Ended

 

INVESTOR CLASS

 

2013

 

2012

 

Dec. 31, 20111

 

Net Asset Value, beginning of period

 

$

10.84

   

$

9.93

   

$

10.00

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)2

   

0.40

     

0.37

     

0.02

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments, financial futures contracts and foreign currency
   

(0.48

)

   

0.95

     

(0.07

)

 

Total from investment operations

   

(0.08

)

   

1.32

     

(0.05

)

 

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.35

)

   

(0.42

)

   

(0.02

)

 

Net realized gains on investments

   

(0.01

)

   

     

   

Total distributions

   

(0.36

)

   

(0.42

)

   

(0.02

)

 

Paid-in capital from redemption fees (Note 4)

   

0.02

     

0.01

     

   

Net Asset Value, end of period

 

$

10.42

   

$

10.84

   

$

9.93

   

TOTAL RETURN

   

(0.50

%)

   

13.62

%

   

(0.52

%)3

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

38,051

   

$

29,479

   

$

7,746

   
Ratio of expenses to average net assets before any reimbursement,
waiver or recapture of expenses by Advisor and Administrator (Note 5)
   

1.28

%

   

1.85

%

   

3.20

%4

 
Ratio of expenses to average net assets after any reimbursement,
waiver or recapture of expenses by Advisor and Administrator
   

1.20

%

   

1.17

%

   

1.00

%4

 

Ratio of net investment income (loss) to average net assets

   

3.75

%

   

3.58

%

   

2.06

%4

 

Portfolio turnover5

   

48.71

%

   

18.45

%

   

3.66

%3

 
   

Year Ended Dec. 31

 

Period Ended

 

INSTITUTIONAL CLASS

 

2013

 

2012

 

Dec. 31, 20111

 

Net Asset Value, beginning of period

 

$

10.83

   

$

9.93

   

$

10.00

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)2

   

0.42

     

0.39

     

0.02

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments, financial futures contracts, and foreign currency
   

(0.46

)

   

0.94

     

(0.07

)

 

Total from investment operations

   

(0.04

)

   

1.33

     

(0.05

)

 

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.38

)

   

(0.44

)

   

(0.02

)

 

Net realized gains on investments

   

(0.01

)

   

     

   

Total distributions

   

(0.39

)

   

(0.44

)

   

(0.02

)

 

Paid-in capital from redemption fees (Note 4)

   

0.02

     

0.01

     

   

Net Asset Value, end of period

 

$

10.42

   

$

10.83

   

$

9.93

   

TOTAL RETURN

   

(0.20

%)

   

13.74

%

   

(0.52

%)3

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

7,662

   

$

6,205

   

$

5,266

   
Ratio of expenses to average net assets before any reimbursement,
waiver or recapture of expenses by Advisor and Administrator (Note 5)
   

1.09

%

   

1.70

%

   

3.20

%4

 
Ratio of expenses to average net assets after any reimbursement,
waiver or recapture of expenses by Advisor and Administrator
   

1.00

%

   

1.00

%

   

1.00

%4

 

Ratio of net investment income (loss) to average net assets

   

3.99

%

   

3.70

%

   

1.96

%4

 

Portfolio turnover5

   

48.71

%

   

18.45

%

   

3.66

%3

 

1 Commencement of operations on November 30, 2011.

2 Calculated using the average daily shares method.

3 Not annualized.

4 Annualized.

5 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of shares issued.

See accompanying notes to financial statements.

102 MATTHEWS ASIA FUNDS



Matthews Asian Growth and Income Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

INVESTOR CLASS

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net Asset Value, beginning of year

 

$

18.61

   

$

15.07

   

$

18.04

   

$

15.77

   

$

11.50

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.41

     

0.43

     

0.47

     

0.41

     

0.48

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

0.47

     

3.58

     

(2.36

)

   

2.57

     

4.23

   

Total from investment operations

   

0.88

     

4.01

     

(1.89

)

   

2.98

     

4.71

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.46

)

   

(0.47

)

   

(0.47

)

   

(0.47

)

   

(0.44

)

 

Net realized gains on investments

   

(0.12

)

   

     

(0.61

)

   

(0.24

)

   

   

Total distributions

   

(0.58

)

   

(0.47

)

   

(1.08

)

   

(0.71

)

   

(0.44

)

 

Paid-in capital from redemption fees (Note 4)2

   

     

     

     

     

   

Net Asset Value, end of year

 

$

18.91

   

$

18.61

   

$

15.07

   

$

18.04

   

$

15.77

   

TOTAL RETURN

   

4.83

%

   

26.90

%

   

(10.62

%)

   

19.18

%

   

41.44

%

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of year (in 000's)

 

$

3,278,586

   

$

3,214,984

   

$

2,340,606

   

$

3,926,253

   

$

2,547,411

   

Ratio of expenses to average net assets

   

1.08

%

   

1.11

%

   

1.12

%

   

1.13

%

   

1.18

%

 

Ratio of net investment income (loss) to average net assets

   

2.14

%

   

2.52

%

   

2.71

%

   

2.47

%

   

3.47

%

 

Portfolio turnover

   

15.27

%3

   

17.43

%3

   

16.54

%3

   

19.84

%3

   

17.51

%

 

 

   

Year Ended Dec. 31

 

Period Ended

 

INSTITUTIONAL CLASS

 

2013

 

2012

 

2011

 

Dec. 31, 20104

 

Net Asset Value, beginning of period

 

$

18.60

   

$

15.06

   

$

18.04

   

$

18.13

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.44

     

0.45

     

0.52

     

0.07

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

0.48

     

3.58

     

(2.39

)

   

0.37

   

Total from investment operations

   

0.92

     

4.03

     

(1.87

)

   

0.44

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.50

)

   

(0.49

)

   

(0.50

)

   

(0.29

)

 

Net realized gains on investments

   

(0.12

)

   

     

(0.61

)

   

(0.24

)

 

Total distributions

   

(0.62

)

   

(0.49

)

   

(1.11

)

   

(0.53

)

 

Paid-in capital from redemption fees (Note 4)

   

2

     

2

     

2

     

   

Net Asset Value, end of period

 

$

18.90

   

$

18.60

   

$

15.06

   

$

18.04

   

TOTAL RETURN

   

5.04

%

   

27.09

%

   

(10.54

%)

   

2.49

%5

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

1,120,218

   

$

856,876

   

$

531,493

   

$

128,417

   

Ratio of expenses to average net assets

   

0.93

%

   

0.97

%

   

0.99

%

   

0.93

%6

 

Ratio of net investment income (loss) to average net assets

   

2.30

%

   

2.69

%

   

3.05

%

   

2.46

%6

 

Portfolio turnover3

   

15.27

%

   

17.43

%

   

16.54

%

   

19.84

%5

 

1 Calculated using the average daily shares method.

2 Less than $0.01 per share.

3 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of shares issued.

4 Institutional Class commenced operations on October 29, 2010.

5 Not annualized.

6 Annualized.

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 103



Financial Highlights (continued)

Matthews Asia Dividend Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

INVESTOR CLASS

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net Asset Value, beginning of year

 

$

14.58

   

$

12.48

   

$

14.33

   

$

12.06

   

$

8.61

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.32

     

0.36

     

0.36

     

0.31

     

0.32

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

1.30

     

2.30

     

(1.78

)

   

2.40

     

3.67

   

Total from investment operations

   

1.62

     

2.66

     

(1.42

)

   

2.71

     

3.99

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.60

)

   

(0.56

)

   

(0.37

)

   

(0.41

)

   

(0.55

)

 

Net realized gains on investments

   

     

     

(0.06

)

   

(0.04

)

   

   

Total distributions

   

(0.60

)

   

(0.56

)

   

(0.43

)

   

(0.45

)

   

(0.55

)

 

Paid-in capital from redemption fees (Note 4)

   

2

     

2

     

2

     

0.01

     

0.01

   

Net Asset Value, end of year

 

$

15.60

   

$

14.58

   

$

12.48

   

$

14.33

   

$

12.06

   

TOTAL RETURN

   

11.27

%

   

21.63

%

   

(10.02

%)

   

22.83

%

   

47.59

%

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of year (in 000's)

 

$

3,669,690

   

$

2,780,043

   

$

1,930,363

   

$

1,933,383

   

$

322,003

   
Ratio of expenses to average net assets before any reimbursement,
waiver or recapture of expenses by Advisor and Administrator (Note 5)
   

1.06

%

   

1.09

%

   

1.10

%

   

1.14

%

   

1.28

%

 
Ratio of expenses to average net assets after any reimbursement,
waiver or recapture of expenses by Advisor and Administrator
   

1.06

%

   

1.09

%

   

1.10

%

   

1.15

%

   

1.30

%

 

Ratio of net investment income (loss) to average net assets

   

2.04

%

   

2.65

%

   

2.61

%

   

2.31

%

   

3.16

%

 

Portfolio turnover

   

14.06

%3

   

9.17

%3

   

16.48

%3

   

10.48

%3

   

32.41

%

 

 

   

Year Ended Dec. 31

 

Period Ended

 

INSTITUTIONAL CLASS

 

2013

 

2012

 

2011

 

Dec. 31, 20104

 

Net Asset Value, beginning of period

 

$

14.57

   

$

12.48

   

$

14.33

   

$

14.13

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.34

     

0.37

     

0.41

     

0.09

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

1.30

     

2.29

     

(1.82

)

   

0.32

   

Total from investment operations

   

1.64

     

2.66

     

(1.41

)

   

0.41

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.62

)

   

(0.57

)

   

(0.38

)

   

(0.17

)

 

Net realized gains on investments

   

     

     

(0.06

)

   

(0.04

)

 

Total distributions

   

(0.62

)

   

(0.57

)

   

(0.44

)

   

(0.21

)

 

Paid-in capital from redemption fees (Note 4)2

   

     

     

     

   

Net Asset Value, end of period

 

$

15.59

   

$

14.57

   

$

12.48

   

$

14.33

   

TOTAL RETURN

   

11.43

%

   

21.70

%

   

(9.93

%)

   

2.95

%5

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

2,124,214

   

$

922,561

   

$

344,502

   

$

48,293

   

Ratio of expenses to average net assets

   

0.93

%

   

0.97

%

   

1.00

%

   

1.02

%6

 

Ratio of net investment income (loss) to average net assets

   

2.17

%

   

2.72

%

   

3.03

%

   

3.86

%6

 

Portfolio turnover3

   

14.06

%

   

9.17

%

   

16.48

%

   

10.48

%5

 

1 Calculated using the average daily shares method.

2 Less than $0.01 per share.

3 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of share issues.

4 Institutional Class commenced operations on October 29, 2010.

5 Not annualized.

6 Annualized.

See accompanying notes to financial statements.

104 MATTHEWS ASIA FUNDS



Matthews China Dividend Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

Period Ended

 

INVESTOR CLASS

 

2013

 

2012

 

2011

 

2010

 

Dec. 31, 20091

 

Net Asset Value, beginning of period

 

$

12.35

   

$

10.06

   

$

12.17

   

$

10.18

   

$

10.00

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)2

   

0.25

     

0.25

     

0.29

     

0.17

     

(0.01

)

 
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

1.35

     

2.49

     

(2.04

)

   

2.09

     

0.19

   

Total from investment operations

   

1.60

     

2.74

     

(1.75

)

   

2.26

     

0.18

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.23

)

   

(0.46

)

   

(0.35

)

   

(0.24

)

   

   

Net realized gains on investments

   

     

     

(0.02

)

   

(0.04

)

   

   

Total distributions

   

(0.23

)

   

(0.46

)

   

(0.37

)

   

(0.28

)

   

   

Paid-in capital from redemption fees (Note 4)

   

0.02

     

0.01

     

0.01

     

0.01

     

3

   

Net Asset Value, end of period

 

$

13.74

   

$

12.35

   

$

10.06

   

$

12.17

   

$

10.18

   

TOTAL RETURN

   

13.35

%

   

27.81

%

   

(14.44

%)

   

22.53

%

   

1.80

%4

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

125,965

   

$

59,535

   

$

26,467

   

$

45,364

   

$

7,134

   
Ratio of expenses to average net assets before any reimbursement or
waiver or recapture of expenses by Advisor and Administrator (Note 5)
   

1.24

%

   

1.47

%

   

1.52

%

   

1.95

%

   

10.50

%5

 
Ratio of expenses to average net assets after any reimbursement or
waiver or recapture of expenses by Advisor and Administrator
   

1.34

%

   

1.50

%

   

1.50

%

   

1.50

%

   

1.50

%5

 

Ratio of net investment income (loss) to average net assets

   

1.94

%

   

2.24

%

   

2.47

%

   

1.49

%

   

(0.81

%)5

 

Portfolio turnover

   

20.52

%6

   

21.40

%6

   

22.31

%6

   

6.84

%6

   

0.00

%4

 

 

   

Year Ended Dec. 31

 

Period Ended

 

INSTITUTIONAL CLASS

 

2013

 

2012

 

2011

 

Dec. 31, 20107

 

Net Asset Value, beginning of period

 

$

12.34

   

$

10.06

   

$

12.17

   

$

11.87

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)2

   

0.33

     

0.22

     

0.30

     

3

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

1.32

     

2.53

     

(2.01

)

   

0.47

   

Total from investment operations

   

1.65

     

2.75

     

(1.71

)

   

0.47

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.26

)

   

(0.48

)

   

(0.38

)

   

(0.13

)

 

Net realized gains on investments

   

     

     

(0.02

)

   

(0.04

)

 

Total distributions

   

(0.26

)

   

(0.48

)

   

(0.40

)

   

(0.17

)

 

Paid-in capital from redemption fees (Note 4)

   

0.01

     

0.01

     

3

     

   

Net Asset Value, end of period

 

$

13.74

   

$

12.34

   

$

10.06

   

$

12.17

   

TOTAL RETURN

   

13.72

%

   

27.90

%

   

(14.22

%)

   

3.91

%4

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

24,790

   

$

201

   

$

12

   

$

4

   

Ratio of expenses to average net assets

   

1.08

%

   

1.29

%

   

1.31

%

   

1.24

%5

 

Ratio of net investment income (loss) to average net assets

   

2.54

%

   

1.87

%

   

2.61

%

   

(0.06

%)5

 

Portfolio turnover6

   

20.52

%

   

21.40

%

   

22.31

%

   

6.84

%4

 

1 Investor Class commenced operations on November 30, 2009.

2 Calculated using the average daily shares method.

3 Less than $0.01 per share.

4 Not annualized.

5 Annualized.

6 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of shares issued.

7 Institutional Class commenced operations on October 29, 2010.

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 105



Financial Highlights (continued)

Matthews Asia Focus Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

INVESTOR CLASS

  Period Ended
Dec. 31, 20131
 

Net Asset Value, beginning of period

 

$

10.00

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)2

   

0.04

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

(0.30

)

 

Total from investment operations

   

(0.26

)

 

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.08

)

 

Total distributions

   

(0.08

)

 

Paid-in capital from redemption fees (Note 4)

   

3

   

Net Asset Value, end of period

 

$

9.66

   

TOTAL RETURN

   

(2.63

%)4

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

6,258

   
Ratio of expenses to average net assets before any reimbursement,
waiver or recapture of expenses by Advisor and Administrator (Note 5)
   

3.50

%5

 
Ratio of expenses to average net assets after any reimbursement,
waiver or recapture of expenses by Advisor and Administrator
   

1.71

%5

 

Ratio of net investment income (loss) to average net assets

   

0.64

%5

 

Portfolio turnover6

   

16.23

%4

 

INSTITUTIONAL CLASS

  Period Ended
Dec. 31, 20131
 

Net Asset Value, beginning of period

 

$

10.00

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)2

   

0.05

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

(0.30

)

 

Total from investment operations

   

(0.25

)

 

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.09

)

 

Total distributions

   

(0.09

)

 

Paid-in capital from redemption fees (Note 4)

   

3

   

Net Asset Value, end of period

   

9.66

   

TOTAL RETURN

   

(2.48

%)4

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

2,118

   
Ratio of expenses to average net assets before any reimbursement,
waiver or recapture of expenses by Advisor and Administrator (Note 5)
   

3.32

%5

 
Ratio of expenses to average net assets after any reimbursement,
waiver or recapture of expenses by Advisor and Administrator
   

1.50

%5

 

Ratio of net investment income (loss) to average net assets

   

0.79

%5

 

Portfolio turnover6

   

16.23

%4

 

1 Commenced operations on April 30, 2013.

2 Calculated using the average daily shares method.

3 Less than $0.01 per share.

4 Not annualized.

5 Annualized.

6 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of shares issued.

See accompanying notes to financial statements.

106 MATTHEWS ASIA FUNDS



Matthews Asia Growth Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

INVESTOR CLASS

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net Asset Value, beginning of year

 

$

18.02

   

$

15.34

   

$

17.97

   

$

14.29

   

$

10.03

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.11

     

0.15

     

0.11

     

0.10

     

0.06

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

3.37

     

2.53

     

(2.41

)

   

3.72

     

4.44

   

Total from investment operations

   

3.48

     

2.68

     

(2.30

)

   

3.82

     

4.50

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.33

)

   

     

(0.35

)

   

(0.15

)

   

(0.24

)

 

Net realized gains on investments

   

     

     

     

     

   

Total distributions

   

(0.33

)

   

     

(0.35

)

   

(0.15

)

   

(0.24

)

 

Paid-in capital from redemption fees (Note 4)

   

2

     

2

     

0.02

     

0.01

     

2

   

Net Asset Value, end of year

 

$

21.17

   

$

18.02

   

$

15.34

   

$

17.97

   

$

14.29

   

TOTAL RETURN

   

19.35

%

   

17.47

%

   

(12.70

%)

   

26.85

%

   

44.82

%

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of year (in 000's)

 

$

558,407

   

$

276,884

   

$

259,166

   

$

335,429

   

$

227,651

   

Ratio of expenses to average net assets

   

1.12

%

   

1.16

%

   

1.19

%

   

1.19

%

   

1.28

%

 

Ratio of net investment income (loss) to average net assets

   

0.55

%

   

0.92

%

   

0.63

%

   

0.63

%

   

0.50

%

 

Portfolio turnover

   

10.77

%3

   

44.76

%3

   

28.06

%3

   

26.33

%3

   

58.10

%

 

 

   

Year Ended Dec. 31

 

Period Ended

 

INSTITUTIONAL CLASS

 

2013

 

2012

 

2011

 

Dec. 31, 20104

 

Net Asset Value, beginning of period

 

$

18.08

   

$

15.37

   

$

17.98

   

$

17.65

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.15

     

0.17

     

0.14

     

0.01

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

3.39

     

2.54

     

(2.42

)

   

0.47

   

Total from investment operations

   

3.54

     

2.71

     

(2.28

)

   

0.48

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.36

)

   

     

(0.35

)

   

(0.15

)

 

Total distributions

   

(0.36

)

   

     

(0.35

)

   

(0.15

)

 

Paid-in capital from redemption fees (Note 4)

   

2

     

2

     

0.02

     

   

Net Asset Value, end of period

 

$

21.26

   

$

18.08

   

$

15.37

   

$

17.98

   

TOTAL RETURN

   

19.63

%

   

17.63

%

   

(12.58

%)

   

2.76

%5

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

227,852

   

$

147,142

   

$

84,302

   

$

8,853

   

Ratio of expenses to average net assets

   

0.93

%

   

0.98

%

   

1.03

%

   

0.99

%6

 

Ratio of net investment income (loss) to average net assets

   

0.73

%

   

1.02

%

   

0.84

%

   

0.37

%6

 

Portfolio turnover3

   

10.77

%

   

44.76

%

   

28.06

%

   

26.33

%5

 

1 Calculated using the average daily shares method.

2 Less than $0.01 per share.

3 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of shares issued.

4 Institutional Class commenced operations on October 29, 2010.

5 Not annualized.

6 Annualized.

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 107



Financial Highlights (continued)

Matthews Pacific Tiger Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

INVESTOR CLASS

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net Asset Value, beginning of year

 

$

24.42

   

$

20.33

   

$

23.44

   

$

19.23

   

$

11.05

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.17

     

0.18

     

0.10

     

0.09

     

0.06

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

0.72

     

4.09

     

(2.78

)

   

4.20

     

8.27

   

Total from investment operations

   

0.89

     

4.27

     

(2.68

)

   

4.29

     

8.33

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.16

)

   

(0.16

)

   

(0.11

)

   

(0.08

)

   

(0.15

)

 

Net realized gains on investments

   

(0.16

)

   

(0.02

)

   

(0.33

)

   

     

   

Total distributions

   

(0.32

)

   

(0.18

)

   

(0.44

)

   

(0.08

)

   

(0.15

)

 

Paid-in capital from redemption fees (Note 4)

   

2

     

2

     

0.01

     

2

     

   

Net Asset Value, end of year

 

$

24.99

   

$

24.42

   

$

20.33

   

$

23.44

   

$

19.23

   

TOTAL RETURN

   

3.63

%

   

21.00

%

   

(11.41

%)

   

22.30

%

   

75.37

%

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of year (in 000's)

 

$

2,954,108

   

$

2,994,026

   

$

2,780,640

   

$

5,196,743

   

$

3,565,745

   

Ratio of expenses to average net assets

   

1.09

%

   

1.11

%

   

1.11

%

   

1.09

%

   

1.13

%

 

Ratio of net investment income (loss) to average net assets

   

0.67

%

   

0.82

%

   

0.44

%

   

0.43

%

   

0.41

%

 

Portfolio turnover

   

7.73

%3

   

6.53

%3

   

10.51

%3

   

11.43

%3

   

13.22

%

 

 

   

Year Ended Dec. 31

 

Period Ended

 

INSTITUTIONAL CLASS

 

2013

 

2012

 

2011

 

Dec. 31, 20104

 

Net Asset Value, beginning of period

 

$

24.41

   

$

20.32

   

$

23.44

   

$

23.37

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.21

     

0.21

     

0.23

     

0.01

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

0.71

     

4.10

     

(2.87

)

   

0.15

   

Total from investment operations

   

0.92

     

4.31

     

(2.64

)

   

0.16

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.20

)

   

(0.20

)

   

(0.15

)

   

(0.09

)

 

Net realized gains on investments

   

(0.16

)

   

(0.02

)

   

(0.33

)

   

   

Total distributions

   

(0.36

)

   

(0.22

)

   

(0.48

)

   

(0.09

)

 

Paid-in capital from redemption fees (Note 4)2

   

     

     

     

   

Net Asset Value, end of period

 

$

24.97

   

$

24.41

   

$

20.32

   

$

23.44

   

TOTAL RETURN

   

3.78

%

   

21.24

%

   

(11.28

%)

   

0.67

%5

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

4,679,039

   

$

3,770,568

   

$

2,029,091

   

$

540,469

   

Ratio of expenses to average net assets

   

0.92

%

   

0.95

%

   

0.95

%

   

0.95

%6

 

Ratio of net investment income (loss) to average net assets

   

0.83

%

   

0.95

%

   

1.03

%

   

0.38

%6

 

Portfolio turnover3

   

7.73

%

   

6.53

%

   

10.51

%

   

11.43

%5

 

1 Calculated using the average daily shares method.

2 Less than $0.01 per share.

3 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of shares issued.

4 Institutional Class commenced operations on October 29, 2010.

5 Not annualized.

6 Annualized.

See accompanying notes to financial statements.

108 MATTHEWS ASIA FUNDS



Matthews Emerging Asia Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

INVESTOR CLASS

  Period Ended
Dec. 31, 20131
 

Net Asset Value, beginning of period

 

$

10.00

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)2

   

(0.01

)

 
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

(0.05

)

 

Total from investment operations

   

(0.06

)

 

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

3

   

Return of capital

   

(0.01

)

 

Total distributions

   

(0.01

)

 

Paid-in capital from redemption fees (Note 4)

   

3

   

Net Asset Value, end of period

 

$

9.93

   

TOTAL RETURN

   

(0.61

%)4

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

38,022

   
Ratio of expenses to average net assets before any reimbursement,
waiver or recapture of expenses by Advisor and Administrator (Note 5)
   

2.39

%5

 
Ratio of expenses to average net assets after any reimbursement,
waiver or recapture of expenses by Advisor and Administrator
   

1.98

%5

 

Ratio of net investment income (loss) to average net assets

   

(0.08

%)5

 

Portfolio turnover6

   

1.66

%4

 

INSTITUTIONAL CLASS

  Period Ended
Dec.31, 20131
 

Net Asset Value, beginning of period

 

$

10.00

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)2

   

0.01

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

(0.07

)

 

Total from investment operations

   

(0.06

)

 

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

3

   

Return of capital

   

(0.02

)

 

Total distributions

   

(0.02

)

 

Paid-in capital from redemption fees (Note 4)

   

3

   

Net Asset Value, end of period

 

$

9.92

   

TOTAL RETURN

   

(0.55

%)4

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

2,017

   
Ratio of expenses to average net assets before any reimbursement,
waiver or recapture of expenses by Advisor and Administrator (Note 5)
   

2.21

%5

 
Ratio of expenses to average net assets after any reimbursement,
waiver or recapture of expenses by Advisor and Administrator
   

1.75

%5

 

Ratio of net investment income (loss) to average net assets

   

0.19

%5

 

Portfolio turnover6

   

1.66

%4

 

1 Commenced operations on April 30, 2013.

2 Calculated using the average daily shares method.

3 Less than $0.01 per share.

4 Not annualized.

5 Annualized.

6 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of shares issued.

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 109



Financial Highlights (continued)

Matthews China Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

INVESTOR CLASS

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net Asset Value, beginning of year

 

$

23.47

   

$

21.51

   

$

29.36

   

$

25.50

   

$

14.34

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.25

     

0.30

     

0.26

     

0.15

     

0.09

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

1.33

     

2.26

     

(5.78

)

   

3.86

     

11.12

   

Total from investment operations

   

1.58

     

2.56

     

(5.52

)

   

4.01

     

11.21

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.26

)

   

(0.35

)

   

(0.28

)

   

(0.15

)

   

(0.07

)

 

Net realized gains on investments

   

(1.95

)

   

(0.25

)

   

(2.06

)

   

(0.02

)

   

   

Total distributions

   

(2.21

)

   

(0.60

)

   

(2.34

)

   

(0.17

)

   

(0.07

)

 

Paid-in capital from redemption fees (Note 4)

   

2

     

2

     

0.01

     

0.02

     

0.02

   

Net Asset Value, end of year

 

$

22.84

   

$

23.47

   

$

21.51

   

$

29.36

   

$

25.50

   

TOTAL RETURN

   

6.84

%

   

11.96

%

   

(18.93

%)

   

15.77

%

   

78.30

%

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of year (in 000's)

 

$

1,286,309

   

$

1,642,090

   

$

1,836,333

   

$

2,939,638

   

$

2,566,005

   

Ratio of expenses to average net assets

   

1.08

%

   

1.12

%

   

1.13

%

   

1.15

%

   

1.21

%

 

Ratio of net investment income (loss) to average net assets

   

1.06

%

   

1.33

%

   

0.93

%

   

0.54

%

   

0.46

%

 

Portfolio turnover

   

6.29

%3

   

9.61

%3

   

8.43

%3

   

9.98

%3

   

5.28

%

 

 

   

Year Ended Dec. 31

 

Period Ended

 

INSTITUTIONAL CLASS

 

2013

 

2012

 

2011

 

Dec. 31, 20104

 

Net Asset Value, beginning of period

 

$

23.45

   

$

21.49

   

$

29.36

   

$

30.02

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.26

     

0.36

     

0.26

     

(0.04

)

 
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

1.36

     

2.25

     

(5.73

)

   

(0.44

)

 

Total from investment operations

   

1.62

     

2.61

     

(5.47

)

   

(0.48

)

 

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.31

)

   

(0.40

)

   

(0.34

)

   

(0.16

)

 

Net realized gains on investments

   

(1.95

)

   

(0.25

)

   

(2.06

)

   

(0.02

)

 

Total distributions

   

(2.26

)

   

(0.65

)

   

(2.40

)

   

(0.18

)

 

Paid-in capital from redemption fees (Note 4)

   

2

     

2

     

2

     

   

Net Asset Value, end of period

 

$

22.81

   

$

23.45

   

$

21.49

   

$

29.36

   

TOTAL RETURN

   

6.97

%

   

12.22

%

   

(18.80

%)

   

(1.62

%)5

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

117,678

   

$

390,744

   

$

288,277

   

$

41,545

   

Ratio of expenses to average net assets

   

0.91

%

   

0.91

%

   

0.96

%

   

0.97

%6

 

Ratio of net investment income (loss) to average net assets

   

1.13

%

   

1.58

%

   

0.99

%

   

(0.74

%)6

 

Portfolio turnover3

   

6.29

%

   

9.61

%

   

8.43

%

   

9.98

%5

 

1 Calculated using the average daily shares method.

2 Less than $0.01 per share.

3 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of shares issued.

4 Institutional Class commenced operations on October 29, 2010.

5 Not annualized.

6 Annualized.

See accompanying notes to financial statements.

110 MATTHEWS ASIA FUNDS



Matthews India Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

INVESTOR CLASS

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net Asset Value, beginning of year

 

$

17.51

   

$

13.59

   

$

21.49

   

$

16.29

   

$

8.37

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.08

     

0.11

     

0.11

     

0.05

     

0.07

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

(1.13

)

   

4.17

     

(7.96

)

   

5.22

     

8.06

   

Total from investment operations

   

(1.05

)

   

4.28

     

(7.85

)

   

5.27

     

8.13

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.18

)

   

(0.09

)

   

(0.07

)

   

(0.09

)

   

(0.10

)

 

Net realized gains on investments

   

(0.01

)

   

(0.27

)

   

     

     

(0.12

)

 

Total distributions

   

(0.19

)

   

(0.36

)

   

(0.07

)

   

(0.09

)

   

(0.22

)

 

Paid-in capital from redemption fees (Note 4)

   

0.01

     

2

     

0.02

     

0.02

     

0.01

   

Net Asset Value, end of year

 

$

16.28

   

$

17.51

   

$

13.59

   

$

21.49

   

$

16.29

   

TOTAL RETURN

   

(5.90

%)

   

31.54

%

   

(36.48

%)

   

32.53

%

   

97.25

%

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of year (in 000's)

 

$

427,861

   

$

607,800

   

$

559,337

   

$

1,388,892

   

$

720,925

   

Ratio of expenses to average net assets

   

1.13

%

   

1.18

%

   

1.18

%

   

1.18

%

   

1.27

%

 

Ratio of net investment income (loss) to average net assets

   

0.48

%

   

0.65

%

   

0.58

%

   

0.25

%

   

0.59

%

 

Portfolio turnover

   

8.70

%3

   

7.03

%3

   

3.51

%3

   

6.14

%3

   

18.09

%

 

 

   

Year Ended Dec. 31

 

Period Ended

 

INSTITUTIONAL CLASS

 

2013

 

2012

 

2011

 

Dec. 31, 20104

 

Net Asset Value, beginning of period

 

$

17.53

   

$

13.61

   

$

21.48

   

$

22.03

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.10

     

0.14

     

0.16

     

(0.02

)

 
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

(1.11

)

   

4.17

     

(7.96

)

   

(0.43

)

 

Total from investment operations

   

(1.01

)

   

4.31

     

(7.80

)

   

(0.45

)

 

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.21

)

   

(0.12

)

   

(0.07

)

   

(0.10

)

 

Net realized gains on investments

   

(0.01

)

   

(0.27

)

   

     

   

Total distributions

   

(0.22

)

   

(0.39

)

   

(0.07

)

   

(0.10

)

 

Paid-in capital from redemption fees (Note 4)

   

0.01

     

2

     

2

     

   

Net Asset Value, end of period

 

$

16.31

   

$

17.53

   

$

13.61

   

$

21.48

   

TOTAL RETURN

   

(5.67

%)

   

31.74

%

   

(36.35

%)

   

(2.01

%)5

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

3,234

   

$

36,166

   

$

26,920

   

$

48,119

   

Ratio of expenses to average net assets

   

0.95

%

   

0.98

%

   

0.99

%

   

0.99

%6

 

Ratio of net investment income (loss) to average net assets

   

0.61

%

   

0.87

%

   

0.86

%

   

(0.51

%)6

 

Portfolio turnover3

   

8.70

%

   

7.03

%

   

3.51

%

   

6.14

%5

 

1 Calculated using the average daily shares method.

2 Less than $0.01 per share.

3 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of shares issued.

4 Institutional Class commenced operations on October 29, 2010.

5 Not annualized.

6 Annualized.

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 111



Financial Highlights (continued)

Matthews Japan Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

INVESTOR CLASS

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net Asset Value, beginning of year

 

$

12.27

   

$

11.34

   

$

12.53

   

$

10.91

   

$

10.19

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.03

     

0.10

     

0.07

     

0.02

     

0.10

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

4.12

     

0.84

     

(1.06

)

   

2.09

     

0.92

   

Total from investment operations

   

4.15

     

0.94

     

(0.99

)

   

2.11

     

1.02

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.24

)

   

(0.01

)

   

(0.22

)

   

(0.49

)

   

(0.31

)

 

Total distributions

   

(0.24

)

   

(0.01

)

   

(0.22

)

   

(0.49

)

   

(0.31

)

 

Paid-in capital from redemption fees (Note 4)

   

0.02

     

2

     

0.02

     

2

     

0.01

   

Net Asset Value, end of year

 

$

16.20

   

$

12.27

   

$

11.34

   

$

12.53

   

$

10.91

   

TOTAL RETURN

   

34.03

%

   

8.32

%

   

(7.72

%)

   

19.58

%

   

10.06

%

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of year (in 000's)

 

$

312,988

   

$

82,463

   

$

101,369

   

$

67,805

   

$

88,334

   

Ratio of expenses to average net assets

   

1.10

%

   

1.20

%

   

1.22

%

   

1.30

%

   

1.31

%

 

Ratio of net investment income (loss) to average net assets

   

0.19

%

   

0.81

%

   

0.54

%

   

0.13

%

   

0.97

%

 

Portfolio turnover

   

22.72

%3

   

48.58

%3

   

34.94

%3

   

46.29

%3

   

126.75

%

 

 

   

Year Ended Dec. 31

 

Period Ended

 

INSTITUTIONAL CLASS

 

2013

 

2012

 

2011

 

Dec. 31, 20104

 

Net Asset Value, beginning of period

 

$

12.26

   

$

11.34

   

$

12.53

   

$

11.73

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.06

     

0.12

     

0.06

     

(0.01

)

 
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

4.12

     

0.84

     

(1.04

)

   

1.30

   

Total from investment operations

   

4.18

     

0.96

     

(0.98

)

   

1.29

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.26

)

   

(0.04

)

   

(0.22

)

   

(0.49

)

 

Total distributions

   

(0.26

)

   

(0.04

)

   

(0.22

)

   

(0.49

)

 

Paid-in capital from redemption fees (Note 4)

   

0.02

     

2

     

0.01

     

   

Net Asset Value, end of period

 

$

16.20

   

$

12.26

   

$

11.34

   

$

12.53

   

TOTAL RETURN

   

34.27

%

   

8.47

%

   

(7.72

%)

   

11.22

%5

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

59,702

   

$

22,233

   

$

30,302

   

$

4

   

Ratio of expenses to average net assets

   

0.96

%

   

1.04

%

   

1.07

%

   

1.08

%6

 

Ratio of net investment income (loss) to average net assets

   

0.41

%

   

0.99

%

   

0.46

%

   

(0.51

%)6

 

Portfolio turnover3

   

22.72

%

   

48.58

%

   

34.94

%

   

46.29

%5

 

1 Calculated using the average daily shares method.

2 Less than $0.01 per share.

3 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of shares issued.

4 Institutional Class commenced operations on October 29, 2010.

5 Not annualized.

6 Annualized.

See accompanying notes to financial statements.

112 MATTHEWS ASIA FUNDS



Matthews Korea Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

INVESTOR CLASS

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net Asset Value, beginning of year

 

$

5.64

   

$

4.59

   

$

5.14

   

$

4.31

   

$

2.75

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

2

     

2

     

(0.01

)

   

0.01

     

(0.01

)

 
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

0.57

     

1.10

     

(0.31

)

   

0.93

     

1.74

   

Total from investment operations

   

0.57

     

1.10

     

(0.32

)

   

0.94

     

1.73

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.02

)

   

     

(0.01

)

   

     

   

Net realized gains on investments

   

(0.24

)

   

(0.05

)

   

(0.22

)

   

(0.11

)

   

(0.17

)

 

Total distributions

   

(0.26

)

   

(0.05

)

   

(0.23

)

   

(0.11

)

   

(0.17

)

 

Paid-in capital from redemption fees (Note 4)2

   

     

     

     

     

   

Net Asset Value, end of year

 

$

5.95

   

$

5.64

   

$

4.59

   

$

5.14

   

$

4.31

   

TOTAL RETURN

   

10.11

%

   

24.05

%

   

(6.45

%)

   

21.86

%

   

62.92

%

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of year (in 000's)

 

$

138,830

   

$

141,247

   

$

141,590

   

$

166,990

   

$

138,371

   

Ratio of expenses to average net assets

   

1.13

%

   

1.16

%

   

1.18

%

   

1.21

%

   

1.30

%

 

Ratio of net investment income (loss) to average net assets

   

0.02

%

   

0.01

%

   

(0.18

%)

   

0.16

%

   

(0.36

%)

 

Portfolio turnover

   

46.20

%3

   

34.84

%3

   

30.13

%3

   

39.05

%3

   

52.47

%

 

 

   

Year Ended Dec. 31

 

Period Ended

 

INSTITUTIONAL CLASS

 

2013

 

2012

 

2011

 

Dec. 31, 20104

 

Net Asset Value, beginning of period

 

$

5.67

   

$

4.61

   

$

5.14

   

$

4.84

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

2

     

2

     

0.17

     

0.03

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

0.56

     

1.11

     

(0.47

)

   

0.38

   

Total from investment operations

   

0.56

     

1.11

     

(0.30

)

   

0.41

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.03

)

   

     

(0.01

)

   

   

Net realized gains on investments

   

(0.24

)

   

(0.05

)

   

(0.22

)

   

(0.11

)

 

Total distributions

   

(0.27

)

   

(0.05

)

   

(0.23

)

   

(0.11

)

 

Paid-in capital from redemption fees (Note 4)

   

2

     

2

     

2

     

   

Net Asset Value, end of period

 

$

5.96

   

$

5.67

   

$

4.61

   

$

5.14

   

TOTAL RETURN

   

9.87

%

   

24.16

%

   

(6.05

%)

   

8.51

%5

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

12,283

   

$

8,597

   

$

15,109

   

$

4

   

Ratio of expenses to average net assets

   

0.97

%

   

1.00

%

   

1.07

%

   

0.91

%6

 

Ratio of net investment income (loss) to average net assets

   

(0.03

%)

   

(0.07

%)

   

3.37

%

   

3.74

%6

 

Portfolio turnover3

   

46.20

%

   

34.84

%

   

30.13

%

   

39.05

%5

 

1 Calculated using the average daily shares method.

2 Less than $0.01 per share.

3 The portfolio turnover rate is calculated on the Fund as a whole without distinguishing between classes of shares issued.

4 Institutional Class commenced operations on October 29, 2010.

5 Not annualized.

6 Annualized.

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 113



Financial Highlights (continued)

Matthews Asia Small Companies Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

INVESTOR CLASS

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net Asset Value, beginning of year

 

$

18.13

   

$

14.77

   

$

21.16

   

$

15.79

   

$

7.89

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.11

     

0.17

     

0.15

     

0.04

     

0.02

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

1.19

     

3.36

     

(4.35

)

   

5.55

     

8.04

   

Total from investment operations

   

1.30

     

3.53

     

(4.20

)

   

5.59

     

8.06

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.09

)

   

(0.09

)

   

(0.17

)

   

(0.09

)

   

(0.05

)

 

Net realized gains on investments

   

     

(0.08

)

   

(2.04

)

   

(0.15

)

   

(0.15

)

 

Total distributions

   

(0.09

)

   

(0.17

)

   

(2.21

)

   

(0.24

)

   

(0.20

)

 

Paid-in capital from redemption fees (Note 4)

   

2

     

2

     

0.02

     

0.02

     

0.04

   

Net Asset Value, end of year

 

$

19.34

   

$

18.13

   

$

14.77

   

$

21.16

   

$

15.79

   

TOTAL RETURN

   

7.19

%

   

23.92

%

   

(20.03

%)

   

35.54

%

   

103.00

%

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of year (in 000's)

 

$

407,352

   

$

366,753

   

$

258,944

   

$

547,094

   

$

109,726

   
Ratio of expenses to average net assets before any reimbursement,
waiver or recapture of expenses by Advisor and Administrator (Note 5)
   

1.47

%

   

1.50

%

   

1.52

%

   

1.59

%

   

2.90

%

 
Ratio of expenses to average net assets after any reimbursement,
waiver or recapture of expenses by Advisor and Administrator
   

1.47

%

   

1.50

%

   

1.52

%

   

1.63

%

   

2.00

%

 

Ratio of net investment income (loss) to average net assets

   

0.58

%

   

1.06

%

   

0.76

%

   

0.24

%

   

0.13

%

 

Portfolio turnover3

   

37.01

%

   

27.95

%

   

19.97

%

   

23.99

%

   

21.39

%

 

 

INSTITUTIONAL CLASS

  Period Ended
Dec. 31, 20134
 

Net Asset Value, beginning of period

 

$

19.44

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.18

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

(0.16

)

 

Total from investment operations

   

0.02

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.13

)

 

Net realized gains on investments

   

   

Total distributions

   

(0.13

)

 

Paid-in capital from redemption fees (Note 4)

   

2

   

Net Asset Value, end of period

 

$

19.33

   

TOTAL RETURN

   

0.13

%5

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

44,769

   

Ratio of expenses to average net assets

   

1.25

%6

 

Ratio of net investment income (loss) to average net assets

   

1.39

%6

 

Portfolio turnover

   

37.01

%3

 

1 Calculated using the average daily shares method.

2 Less than $0.01 per share.

3 The portfolio turnover rate is calculated on the Fund as a whole for the entire year without distinguishing between classes of shares issued.

4 Institutional Class commenced operations on April 30, 2013.

5 Not annualized.

6 Annualized.

See accompanying notes to financial statements.

114 MATTHEWS ASIA FUNDS



Matthews China Small Companies Fund

The table below sets forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

Period Ended

 

INVESTOR CLASS

 

2013

 

2012

 

Dec. 31, 20111

 

Net Asset Value, beginning of period

 

$

7.76

   

$

7.04

   

$

10.00

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)2

   

0.02

     

0.03

     

(0.02

)

 
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

2.22

     

0.68

     

(2.96

)

 

Total from investment operations

   

2.24

     

0.71

     

(2.98

)

 

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.11

)

   

(0.02

)

   

(0.01

)

 

Total distributions

   

(0.11

)

   

(0.02

)

   

(0.01

)

 

Paid-in capital from redemption fees (Note 4)

   

3

     

0.03

     

0.03

   

Net Asset Value, end of period

 

$

9.89

   

$

7.76

   

$

7.04

   

TOTAL RETURN

   

28.85

%

   

10.53

%

   

(29.51

%)4

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

26,674

   

$

10,266

   

$

4,493

   
Ratio of expenses to average net assets before any reimbursement,
waiver or recapture of expenses by Advisor and Administrator (Note 5)
   

2.04

%

   

3.26

%

   

5.32

%5

 
Ratio of expenses to average net assets after any reimbursement,
waiver or recapture of expenses by Advisor and Administrator
   

2.00

%

   

2.00

%

   

2.00

%5

 

Ratio of net investment income (loss) to average net assets

   

0.17

%

   

0.40

%

   

(0.53

%)5

 

Portfolio turnover

   

10.28

%

   

34.01

%

   

6.08

%4

 

1 Investor Class commenced operations on May 31, 2011.

2 Calculated using the average daily shares method.

3 Less than $0.01 per share.

4 Not annualized.

5 Annualized.

See accompanying notes to financial statements.

matthewsasia.com | 800.789.ASIA 115



Financial Highlights (continued)

Matthews Asia Science and Technology Fund

The tables below set forth financial data for a share of beneficial interest outstanding throughout each period presented.

   

Year Ended Dec. 31

 

INVESTOR CLASS

 

2013

 

2012

 

2011

 

2010

 

2009

 

Net Asset Value, beginning of year

 

$

9.29

   

$

8.16

   

$

9.89

   

$

8.02

   

$

4.71

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.01

     

0.03

     

0.02

     

0.03

     

2

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

3.30

     

1.12

     

(1.74

)

   

1.86

     

3.31

   

Total from investment operations

   

3.31

     

1.15

     

(1.72

)

   

1.89

     

3.31

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.01

)

   

(0.02

)

   

(0.02

)

   

(0.02

)

   

   

Total distributions

   

(0.01

)

   

(0.02

)

   

(0.02

)

   

(0.02

)

   

   

Paid-in capital from redemption fees (Note 4)

   

2

     

2

     

0.01

     

2

     

2

   

Net Asset Value, end of year

 

$

12.59

   

$

9.29

   

$

8.16

   

$

9.89

   

$

8.02

   

TOTAL RETURN

   

35.61

%

   

14.11

%

   

(17.26

%)

   

23.58

%

   

70.28

%

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of year (in 000's)

 

$

111,751

   

$

131,629

   

$

153,349

   

$

190,436

   

$

130,367

   

Ratio of expenses to average net assets

   

1.18

%

   

1.18

%

   

1.21

%

   

1.26

%

   

1.40

%

 

Ratio of net investment income (loss) to average net assets

   

0.07

%

   

0.30

%

   

0.23

%

   

0.35

%

   

0.30

%

 

Portfolio turnover

   

62.04

%3

   

45.76

%

   

65.47

%

   

61.61

%

   

83.27

%

 

 

INSTITUTIONAL CLASS

  Period Ended
Dec. 31, 20134
 

Net Asset Value, beginning of period

 

$

10.09

   

INCOME (LOSS) FROM INVESTMENT OPERATIONS:

 

Net investment income (loss)1

   

0.04

   
Net realized gain (loss) and unrealized appreciation/depreciation
on investments and foreign currency
   

2.48

   

Total from investment operations

   

2.52

   

LESS DISTRIBUTIONS FROM:

 

Net investment income

   

(0.03

)

 

Total distributions

   

(0.03

)

 

Paid-in capital from redemption fees (Note 4)2

   

   

Net Asset Value, end of period

 

$

12.58

   

TOTAL RETURN

   

24.99

%5

 

RATIOS/SUPPLEMENTAL DATA

 

Net assets, end of period (in 000's)

 

$

49,236

   

Ratio of expenses to average net assets

   

1.00

%6

 

Ratio of net investment income (loss) to average net assets

   

0.56

%6

 

Portfolio turnover

   

62.04

%3

 

1 Calculated using the average daily shares method.

2 Less than $0.01 per share.

3 The portfolio turnover rate is calculated on the Fund as a whole for the entire year without distinguishing between classes of share issues.

4 Institutional Class commenced operations on April 30, 2013.

5 Not annualized.

6 Annualized.

See accompanying notes to financial statements.

116 MATTHEWS ASIA FUNDS




Notes to Financial Statements

1.  ORGANIZATION

Matthews Asia Funds (the "Trust") is an open-end management investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"). The Trust currently issues fifteen separate series of shares (each a "Fund" and collectively, the "Funds"): Matthews Asia Strategic Income Fund, Matthews Asian Growth and Income Fund, Matthews Asia Dividend Fund, Matthews China Dividend Fund, Matthews Asia Focus Fund, Matthews Asia Growth Fund, Matthews Pacific Tiger Fund, Matthews Emerging Asia Fund, Matthews China Fund, Matthews India Fund, Matthews Japan Fund, Matthews Korea Fund, Matthews Asia Small Companies Fund, Matthews China Small Companies Fund and Matthews Asia Science and Technology Fund. Each Fund except for Matthews China Small Companies Fund currently offers two classes of shares: Investor Class and Institutional Class. Matthews China Small Companies Fund currently offers only Investor Class shares. Each class of shares has identical voting, dividend, liquidation and other rights and the same terms and conditions, except each class may be subject to different class expenses as outlined in the relevant prospectus and each class has exclusive voting rights with respect to matters solely affecting such class. Effective June 14, 2013 and October 25, 2013, the Matthews Asia Dividend Fund and Matthews Pacific Tiger Fund, respectively were closed to new investors, but will continue to accept investments from existing shareholders.

2.  SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies consistently followed by the Funds in preparation of their financial statements.

A.  SECURITY VALUATION: The value of the Funds' securities is based on market quotations for those securities, or on their fair value determined by the valuation policies approved by the Funds' Board of Trustees (the "Board"). Market quotations and valuation information are provided by commercial pricing services or securities dealers that are independent of the Funds and Matthews International Capital Management, LLC ("Matthews"), in accordance with procedures established by the Funds' Board. Foreign exchange-traded securities are valued as of the close of trading on the primary exchange on which they trade. Securities that trade in over-the-counter markets, including most debt securities (bonds), may be valued by other third-party vendors or by using indicative bid quotations from dealers or market makers, or other available market information. Market values for securities are determined based on quotations, market data or other information from the principal (or most advantageous) market on which the security is traded. Market quotations for equity securities used by the Funds include last reported sale prices, or, if such prices are not reported or available, bid and ask prices. Financial futures contracts traded on exchanges are valued at their settlement price. Foreign currency exchange contracts are valued at the mean between the bid and ask prices and are determined at the close of business on the New York Stock Exchange ("NYSE"). Interpolated values are derived when the settlement date of the contract is an interim date for which quotations are not available. The Funds may also utilize independent pricing services to assist them in determining a current market value for each security based on sources believed to be reliable.

The Board has delegated the responsibility of making fair value determinations to the Funds' Valuation Committee (the "Valuation Committee") subject to the Funds' Pricing Policies. When fair value pricing is employed, the prices of securities used by a Fund to calculate its Net Asset Value ("NAV") may differ from any quoted or published prices for the same securities for that day. All fair value determinations are made subject to the Board's oversight. Events affecting the value of foreign investments may occur between the time at which they are determined and when the Funds calculate their NAV, which is normally the close of trading on the NYSE. If such events render market quotations unreliable, and the impact of such events can be reasonably determined, the investments will be valued at their fair value in accordance with pricing policies. The fair value of a security held by the Funds may be determined using the services of third-party pricing services to assist in this process.

The books and records of the Funds are maintained in U.S. dollars. Transactions, portfolio securities, and assets and liabilities denominated in a foreign currency are translated and recorded in U.S. dollars at the prevailing exchange rate as of the close of trading on the NYSE. Translation gains or losses resulting from changes in the exchange rate during the reporting period and realized gains and losses on the settlement of foreign currency transactions are reported in the results of operations for the current period. The Funds do not isolate that portion of gains and losses on investments in equity securities that is due to changes in foreign exchange rate from that which is due to changes in market prices of securities.

Foreign securities held by the Funds may be traded on days and at times when the NYSE is closed. Accordingly, the NAV of the Funds may be significantly affected on days when shareholders have no access to the Funds.

B.  FAIR VALUE MEASUREMENTS: In accordance with the guidance on fair value measurements and disclosures under generally accepted accounting principles in the United States ("U.S. GAAP"), the Funds disclose the fair value of their investments in a hierarchy that prioritizes the inputs to valuation techniques used to measure the fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurement) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). Various inputs are used in determining the fair value of investments, which are as follows:

Level 1: Quoted prices in active markets for identical securities.

Level 2: Other significant observable inputs (including quoted prices for similar securities, 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).

Level 3 securities consist of equities that, as of December 31, 2013, were suspended from trading. As described in Note 2-A, these securities are valued based on their fair value as determined under the direction of the Board. The significant unobservable inputs, the methodology used for valuing such securities, and the characterization of such securities as Level 3 securities are not necessarily an indication of liquidity, or the risk associated with investing in these securities. A significant change in the unobservable inputs could result in a significantly lower or higher value in such Level 3 securities. Level 2 equity securities consist primarily of securities that have been fair valued by third-party pricing services (see Note 2-A).

matthewsasia.com | 800.789.ASIA 117



Notes to Financial Statements (continued)

The summary of inputs used to determine the fair valuation of the Fund's investments and derivative financial instruments as of December 31, 2013 is as follows:

    Matthews Asia
Strategic
Income Fund
  Matthews Asian
Growth and
Income Fund
  Matthews Asia
Dividend Fund
  Matthews Asia
Focus Fund
  Matthews Asia
Growth Fund
 

Assets:

 

Investment:

 

Level 1: Quoted Prices

 

Common Equities:

 

Australia

 

$

   

$

304,823,331

   

$

508,175,714

   

$

945,727

   

$

19,616,723

   

China/Hong Kong

   

     

299,583,314

     

743,236,821

     

1,226,629

     

52,592,713

   

India

   

     

     

107,220,362

     

260,617

     

39,468,631

   

Indonesia

   

     

55,352,400

     

28,530,649

     

     

5,380,332

   

Malaysia

   

421,310

     

322,883,907

     

128,089,757

     

939,132

     

19,542,264

   

New Zealand

   

     

64,009,393

     

     

     

   

Singapore

   

1,039,819

     

628,264,552

     

438,124,712

     

800,305

     

10,343,840

   

Sri Lanka

   

     

     

     

     

35,155,777

   

Taiwan

   

     

174,796,358

     

331,454,835

     

315,047

     

32,425,675

   

Thailand

   

     

     

88,803,994

     

     

   

United Kingdom

   

     

80,109,924

     

     

215,751

     

   

United States

   

     

     

     

323,984

     

   

Vietnam

   

     

58,196,884

     

47,507,649

     

     

17,167,923

   

Preferred Equities:

 

South Korea

   

     

26,464,984

     

     

     

   

Warrants:

 

Sri Lanka

   

     

     

     

     

653,834

   

Level 2: Other Significant Observable Inputs

 

Foreign Government Obligationsa

   

11,583,472

     

     

     

     

   

Non-Convertible Corporate Bondsa

   

28,102,982

     

     

     

     

   

Convertible Corporate Bondsa

   

2,922,500

     

507,123,255

     

     

     

   

Common Equities:

 

China/Hong Kong

   

436,053

     

674,878,208

     

1,166,297,978

     

1,429,012

     

49,562,235

   

Indonesia

   

     

58,735,871

     

288,799,721

     

627,759

     

45,492,571

   

Japan

   

     

342,195,414

     

1,450,849,908

     

     

391,872,393

   

Philippines

       

76,467,848

     

55,673,358

     

     

19,139,025

   

South Korea

   

     

221,007,255

     

121,198,837

     

441,448

     

   

Switzerland

   

     

     

     

345,046

     

   

Taiwan

   

     

     

     

     

26,666,009

   

Thailand

   

515,375

     

170,634,169

     

     

509,084

     

   

Preferred Equities:

 

South Korea

   

     

226,574,825

     

138,156,493

     

     

   

Total Market Value of Investments

 

$

45,021,511

   

$

4,292,101,892

   

$

5,642,120,788

   

$

8,379,541

   

$

765,079,945

   

a  Industry, countries, or security types are disclosed on the Schedule of Investments.

    Matthews Asia
Strategic Income
Fund
 

Derivative Financial Instruments1

 

Assets:

 

Level 1: Quoted Prices

 

Interest Rate Futures Contracts

 

$

64,922

   

Level 2: Other Significant Observable Inputs

 

Foreign Currency Exchange Contracts

   

37,595

   

Total Market Value of Derivative Financial Instruments

 

$

102,517

   

1  Derivative financial instruments are financial futures contracts and foreign currency exchange contracts. Financial futures contracts and foreign currency exchange contracts are valued at the unrealized appreciation/depreciation on the instrument.

118 MATTHEWS ASIA FUNDS



    Matthews China
Dividend Fund
  Matthews
China Fund
  Matthews
India Fund
  Matthews
Japan Fund
  Matthews
Korea Fund
  Matthews
China Small
Companies
Fund
 

Assets:

 

Investments:

 

Level 1: Quoted Prices

 

Common Equities:

 

Consumer Discretionary

 

$

15,870,470

   

$

49,652,231

   

$

45,501,025

   

$

   

$

3,205,721

   

$

2,597,450

   

Consumer Staples

   

3,765,533

     

     

90,217,120

     

     

     

   

Financials

   

8,602,477

     

7,673,400

     

93,713,953

     

     

649,220

     

1,038,810

   

Health Care

   

11,333,915

     

36,293,388

     

16,802,492

     

951,657

     

     

2,639,741

   

Industrials

   

12,871,574

     

9,467,747

     

90,157,973

     

     

     

2,962,341

   

Information Technology

   

2,617,759

     

78,498,777

     

27,768,039

     

     

     

843,305

   

Materials

   

     

     

53,605,665

     

     

2,423,699

     

   

Telecommunication Services

   

7,416,136

     

18,855,774

     

     

     

5,352,388

     

   

Utilities

   

     

     

13,888,736

     

     

     

   

Level 2: Other Significant Observable Inputs

 

Common Equities:

 

Consumer Discretionary

   

32,547,761

     

183,017,112

     

     

58,861,998

     

38,174,203

     

3,084,428

   

Consumer Staples

   

4,230,978

     

161,651,271

     

     

33,955,138

     

18,298,465

     

222,498

   

Energy

   

4,823,099

     

87,148,873

     

     

     

3,454,400

     

560,827

   

Financials

   

11,213,597

     

284,829,802

     

     

83,216,799

     

24,795,209

     

2,489,208

   

Health Care

   

     

51,893,429

     

     

35,924,001

     

3,510,254

     

2,466,222

   

Industrials

   

13,852,192

     

130,762,581

     

     

77,821,053

     

5,109,931

     

2,638,590

   

Information Technology

   

3,908,848

     

172,044,590

     

     

50,958,363

     

16,331,585

     

1,548,378

   

Materials

   

4,302,343

     

     

     

8,916,645

     

2,632,985

     

1,020,140

   

Telecommunication Services

   

     

51,396,352

     

     

13,276,691

     

     

   

Utilities

   

5,284,768

     

77,575,162

     

     

     

     

1,488,487

   

Preferred Equities:

 

Consumer Discretionary

   

     

     

     

     

8,154,868

     

   

Consumer Staples

   

     

     

     

     

934,637

     

   

Energy

   

     

     

     

     

1,222,965

     

   

Financials

   

     

     

     

     

6,543,151

     

   

Information Technology

   

     

     

     

     

4,684,112

     

   

Materials

   

     

     

     

     

3,445,907

     

   

Level 3: Significant Unobservable Inputs

 

Common Equities:

 

Information Technology

   

     

     

     

     

     

7,544

   

Total Market Value of Investments

 

$

142,641,450

   

$

1,400,760,489

   

$

431,655,003

   

$

363,882,345

   

$

148,923,700

   

$

25,607,969

   

matthewsasia.com | 800.789.ASIA 119



Notes to Financial Statements (continued)

    Matthews
Pacific Tiger
Fund
  Matthews
Emerging Asia
Fund
  Matthews Asia
Small Companies
Fund
  Matthews Asia
Science and
Technology Fund
 

Assets:

 

Investments:

 

Level 1: Quoted Prices

 

Common Equities:

 

Australia

 

$

   

$

574,286

   

$

   

$

   

Bangladesh

   

     

2,664,095

     

     

   

China/Hong Kong

   

404,333,650

     

1,783,672

     

26,062,384

     

40,362,445

   

India

   

1,198,388,618

     

6,444,202

     

68,732,411

     

11,918,148

   

Indonesia

   

13,468,845

     

     

7,278,299

     

   

Malaysia

   

391,127,802

     

1,486,737

     

33,447,343

     

   

Singapore

   

151,076,261

     

1,193,359

     

33,676,524

     

   

Sri Lanka

   

     

5,902,339

     

     

   

South Korea

   

     

     

     

3,971,206

   

Taiwan

   

722,440,342

     

1,257,270

     

54,717,705

     

21,603,885

   

Vietnam

   

125,578,523

     

2,898,000

     

     

   

United States

   

     

     

     

4,122,210

   

Rights:

 

Malaysia

   

     

     

130,747

     

   

Warrants:

 

Malaysia

   

11,709,549

     

     

     

   

Sri Lanka

   

     

32,968

     

     

   

Level 2: Other Significant Observable Inputs

 

Common Equities:

 

Bangladesh

   

     

1,415,322

     

     

   

Cambodia

   

     

1,428,145

     

     

   

China/Hong Kong

   

1,762,985,252

     

5,220,985

     

93,960,760

     

16,174,218

   

Indonesia

   

547,963,160

     

1,659,966

     

31,683,737

     

1,569,157

   

Japan

   

     

     

     

35,907,164

   

Philippines

   

156,313,603

     

3,253,050

     

23,687,604

     

   

South Korea

   

1,325,945,517

     

     

28,911,631

     

16,202,899

   

Switzerland

   

136,810,514

     

     

     

   

Thailand

   

416,493,594

     

1,723,465

     

31,449,410

     

   

Preferred Equities:

 

South Korea

   

     

     

     

4,562,296

   

Level 3: Significant Unobservable Inputs

 

Common Equities:

 

China/Hong Kong

   

     

     

514

     

   

Total Market Value of Investments

 

$

7,364,635,230

   

$

38,937,861

   

$

433,739,069

   

$

156,393,628

   

Foreign securities that are valued based on market quotations are categorized as Level 1 in the fair value hierarchy (see Note 2-B). Certain foreign securities may be fair valued by external pricing services when the Funds determine that events affecting the value of foreign securities which occur between the time at which they are determined and the close of trading on the NYSE render market quotations unreliable. Such fair valuations are typically categorized as Level 2 in the fair value hierarchy. The Funds' policy is to recognize transfers in and transfers out as of the beginning of the reporting period. At December 31, 2013, the Funds utilized third party pricing services to fair value certain markets which were different than markets which utilized third party pricing services at December 31, 2012. As a result, certain securities held by the Funds were transferred from Level 2 into Level 1 and certain securities held by the Funds were transferred from Level 1 into Level 2 with beginning of period values as follows:

    Transfer to Level 1
from Level 2
  Transfer to Level 2
from Level 1
 

Matthews Asia Strategic Income Fund

 

$

944,940

   

$

   

Matthews Asian Growth and Income Fund

   

1,073,841,927

     

   

Matthews Asia Dividend Fund

   

827,986,845

     

   

Matthews China Dividend Fund

   

11,611,486

     

1,503,892

   

Matthews Asia Growth Fund

   

132,237,072

     

   

Matthews Pacific Tiger Fund

   

2,255,274,040

     

94,394,016

   

Matthews India Fund

   

414,091,420

     

   

Matthews Japan Fund

   

     

3,951,636

   

Matthews Korea Fund

   

2,198,901

     

5,150,775

   

Matthews Asia Small Companies Fund

   

106,089,449

     

7,992,257

   

Matthews China Small Companies Fund

   

1,129,750

     

   

Matthews Asia Science and Technology Fund

   

19,370,670

     

2,625,036

   

120 MATTHEWS ASIA FUNDS



A reconciliation of Level 3 investments for which significant unobservable inputs were used to determine value are as follows:

    Matthews Asia
Strategic
Income Fund
  Matthews
Asia Small
Companies Fund
  Matthews
China Small
Companies Fund
 
    Non-Convertible
Corporate Bonds
  Common
Equities —
China
  Common
Equities —
Information
Technology
 

Balance as of 12/31/12 (market value)

 

$

212,844

   

$

190,601

   

$

10,064

   

Accrued discounts/premiums

   

     

     

   

Realized gain/(loss)

   

     

     

   

Change in unrealized (depreciation)

   

     

(190,087

)

   

(2,520

)

 

Purchases

   

     

     

   

Sales

   

     

     

   

Transfers in to Level 3*

   

     

     

   

Transfers out of Level 3*

   

(212,844

)

   

     

   

Balance as of 12/31/13 (market value)

 

$

   

$

514

   

$

7,544

   
Net change in unrealized appreciation/depreciation
on Level 3 investments held as of 12/31/13**
 

$

   

($

190,087

)

 

($

2,520

)

 

*  The Fund's policy is to recognize transfers in and transfer out as of the beginning of the reporting period.

**  Included in the related amounts on the Statements of Operations.

Certain foreign securities, for which market quotations are not readily available, may be fair valued and classified as either Level 2 or Level 3. When the underlying inputs include significant observable inputs obtained from sources independent of the Funds, the securities are classified as Level 2. When the underlying inputs include significant unobservable inputs and reflect assumptions of market participants, the securities are classified as Level 3. As of December 31, 2013, the Funds utilized significant observable inputs including evaluated prices from the Funds' pricing vendors, day-on-day price changes, primary and ancillary pricing sources, and other available independent market indicators of value as well as significant unobservable inputs. As a result, certain securities held by the Funds that were previously classified as Level 3 were transferred to Level 2.

C.  RISKS ASSOCIATED WITH NON-U.S. COMPANIES: Investments by the Funds in the securities of non-U.S. companies may involve investment risks not typically associated with investments in U.S. issuers. These risks include possible political, economic, social and religious instability, inadequate investor protection; changes in laws or regulations of countries within the Asia Pacific region (including both in countries where you invest, as well as in the broader region); international relations with other nations; natural disasters; corruption; and military activity. Foreign securities may be subject to greater fluctuations in price than securities of domestic corporations or the U.S. government. Foreign investing may also include the risk of expropriation or confiscatory taxation, limitation on the removal or funds or other assets, currency crises and exchange controls, the imposition of foreign withholding tax on the interest income payable on such instruments, the possible seizure or nationalization of foreign deposits or assets, or the adoption of other foreign government restrictions that might adversely affect the foreign securities held by the Funds. Additionally, Asia Pacific countries may utilize formal or informal currency exchange controls or "capital controls" that may limit the ability to repatriate investments or income or adversely affect the value of portfolio investments. The economies of many Asia Pacific countries differ from the economies of more developed countries in many respects, such as their rate of growth, inflation, capital reinvestment, resource self-sufficiency and dependence on other economies, financial system stability, the national balance of payments position and sensitivity to changes in global trade. Certain Asia Pacific countries are highly dependent upon and may be affected by developments in the economies of other countries. Non-U.S. companies are subject to different accounting, auditing, and financial reporting standards, practices, and requirements than U.S. companies. There is generally less government regulation of stock exchanges, brokers, and listed companies abroad than in the United States, which may result in less transparency with respect to a company's operations, and make obtaining information about them more difficult (or such information may be unavailable).

Foreign stock markets may not be as developed or efficient as those in the United States, and the absence of negotiated brokerage commissions in certain countries may result in higher brokerage fees. The time between the trade and settlement dates of securities transactions on foreign exchanges ranges from one day to four weeks or longer and may result in higher custody charges. Custodial arrangements may be less well developed than in the United States. Foreign securities are generally denominated and pay distributions in foreign currencies, exposing the Funds to changes in foreign currency exchange rates. Investing in any country in the Asia Pacific region will also entail risks specific and unique to that country, and these risks can be significant and change rapidly.

D.  INCOME AND WITHHOLDING TAXES: It is the policy of the Funds to comply with all requirements of the Internal Revenue Code of 1986, as amended ("the Code"), applicable to regulated investment companies and to distribute substantially all of their taxable income to their shareholders. The Funds have met the requirements of the Code applicable to regulated investment companies for year ended December 31, 2013. Therefore, no federal income tax provision is required.

Management has analyzed the Funds' tax positions taken on federal income tax returns for all open tax years (current and prior three tax years), and has concluded that no provision for federal income tax is required in the Funds' financial statements. The Funds' federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.

The Funds may be subject to foreign taxation related to income received, capital gains on the sale of securities and certain foreign currency transactions in the foreign jurisdictions in which they invest. Foreign taxes, if any, are recorded based on the tax regulations and rates that

matthewsasia.com | 800.789.ASIA 121



Notes to Financial Statements (continued)

exist in the foreign markets in which the Funds invest. When a capital gain tax is determined to apply the Funds record an estimated deferred tax liability in an amount that may be payable if the securities were disposed of on the valuation date.

E.  OFFERING COSTS: Offering costs are amortized on a straight-line basis over one year from each Fund's respective commencement of operations. In the event that any of the initial shares are redeemed during the period of amortization of the Fund's offering costs, the redemption proceeds will be reduced by any such unamortized offering costs in the same proportion as the number of shares being redeemed bears to the number of those shares outstanding at the time of redemption.

F.  DISTRIBUTIONS TO SHAREHOLDERS: It is the policy of Matthews Asian Growth and Income Fund and Matthews China Dividend Fund to distribute net investment income on a semi-annual basis and capital gains, if any, annually. It is the policy of Matthews Asia Dividend Fund and Matthews Asia Strategic Income Fund to distribute net investment income on a quarterly basis and capital gains, if any, annually. Each of the other Funds distribute net investment income and capital gains, if any, annually. Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from U.S. GAAP.

The tax character of distributions paid for the fiscal years ended December 31, 2013 and December 31, 2012 were as follows:

YEAR ENDED DECEMBER 31, 2013

  Ordinary Income   Net Long-Term
Capital Gains
  Return of
Capital
  Total Taxable
Distributions
 

Matthews Asia Strategic Income Fund

 

$

1,861,692

   

$

29,972

   

$

   

$

1,891,664

   

Matthews Asian Growth and Income Fund

   

110,108,786

     

27,369,456

     

     

137,478,242

   

Matthews Asia Dividend Fund

   

212,274,517

     

     

     

212,274,517

   

Matthews China Dividend Fund

   

2,377,974

     

     

     

2,377,974

   

Matthews Asia Focus Fund

   

69,741

     

     

     

69,741

   

Matthews Asia Growth Fund

   

12,349,014

     

     

     

12,349,014

   

Matthews Pacific Tiger Fund

   

56,207,775

     

48,148,449

     

     

104,356,224

   

Matthews Emerging Asia Fund

   

2,126

     

     

35,732

     

37,858

   

Matthews China Fund

   

15,661,208

     

113,790,581

     

     

129,451,789

   

Matthews India Fund

   

4,882,634

     

372,297

     

     

5,254,931

   

Matthews Japan Fund

   

5,469,366

     

     

     

5,469,366

   

Matthews Korea Fund

   

462,570

     

5,865,278

     

     

6,327,848

   

Matthews Asia Small Companies Fund

   

2,154,826

     

     

     

2,154,826

   

Matthews China Small Companies Fund

   

278,033

     

     

     

278,033

   

Matthews Asia Science and Technology Fund

   

187,291

     

     

     

187,291

   

 

YEAR ENDED DECEMBER 31, 2012  

Ordinary Income

  Net Long-Term
Capital Gains
  Total Taxable
Distributions
 

Matthews Asia Strategic Income Fund

 

$

1,071,273

   

$

   

$

1,071,273

   

Matthews Asian Growth and Income Fund

   

98,152,492

     

     

98,152,492

   

Matthews Asia Dividend Fund

   

126,711,755

     

     

126,711,755

   

Matthews China Dividend Fund

   

1,507,751

     

     

1,507,751

   

Matthews Pacific Tiger Fund

   

48,170,065

     

5,452,552

     

53,622,617

   

Matthews China Fund

   

29,496,720

     

20,769,147

     

50,265,867

   

Matthews India Fund

   

3,397,479

     

9,900,700

     

13,298,179

   

Matthews Japan Fund

   

151,272

     

     

151,272

   

Matthews Korea Fund

   

     

1,400,563

     

1,400,563

   

Matthews Asia Small Companies Fund

   

1,711,579

     

1,439,816

     

3,151,395

   

Matthews China Small Companies Fund

   

24,817

     

     

24,817

   

Matthews Asia Science and Technology Fund

   

297,871

     

     

297,871

   

G.  INVESTMENT TRANSACTIONS AND INCOME: Securities transactions are accounted for on the date the securities are purchased or sold. Gains or losses on the sale of securities are determined on the identified cost basis. Interest income is recorded on the accrual basis. Dividend income is generally recorded on the ex-dividend date. Dividend income for certain issuers headquartered in countries which the Funds invest may not be recorded until approved by the shareholders (which may occur after the ex-dividend date) if, in the judgment of management, such dividends are not reasonably determined as of the ex-dividend date. Income and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

H.  FUND EXPENSE ALLOCATIONS: The Funds account separately for the assets, liabilities and operations of each Fund. Direct expenses of each Fund or class are charged to that Fund or class while general expenses are allocated pro-rata among the Funds based on net assets or other appropriate methods.

I.  CASH OVERDRAFTS: When cash balances are overdrawn, a Fund is charged an overdraft fee by the custodian of 1.00% above the 30-day LIBOR rate on outstanding balances. These amounts, if any, are included in "Other expenses" on the Statements of Operations.

122 MATTHEWS ASIA FUNDS



J.  USE OF ESTIMATES: The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results may differ from those estimates.

3.  DERIVATIVE FINANCIAL INSTRUMENTS

Matthews Asia Strategic Income Fund engages in derivative transactions for a variety of purposes, including managing interest rate, currency and credit exposure. In particular, the Fund may seek to take on currency exposure by using derivatives such as currency forwards, and the Fund may also employ a currency overlay strategy in an effort to enhance returns and moderate volatility. Derivative financial instruments and transactions in which the Fund may engage include financial futures contracts and forward foreign currency exchange contracts. The currency overlay strategy involves long and short positions on one or more currencies. As a result, the Fund's exposure to a currency could exceed the value of the Fund's assets and could be exposed to currency risk whether or not it holds a bond or other instrument denominated in that currency. The gross notional value of derivative financial instruments and transactions could exceed the value of the Fund's net assets, although the net market value of these instruments and transactions, on a marked-to-market basis, at most times, is expected to be substantially lower. The primary risks associated with the use of derivative financial instruments are: (i) Matthews may not correctly predict the direction of currency exchange rates, interest rates, security prices, or other economic factors; (ii) Matthews may not correctly predict changes in the value of derivative financial instruments and related underlying instruments or assets, which may result in disproportionately increased losses and/or reduced opportunities for gains; (iii) imperfect correlation between the change in market value of the securities held by the Fund and the price of financial futures contracts; (iv) the lack of, or a reduction in the liquidity of, any secondary market for the instrument, and the resulting inability to close position (or exit the position) when desired; (v) losses, which are potentially unlimited, due to unanticipated market movements; (vi) the value of the instrument may change unfavorably due to movements in the value of the referenced foreign currencies; (vii) the Fund may suffer disproportionately heavy losses relative to the amount invested; (viii) changes in the value of the derivatives may not match or fully offset changes in the value of hedged or related portfolio securities, thereby failing to achieve the hedging or investment purpose for the derivative transaction; and (ix) the other party to the instrument may fail to fulfill its obligation.

Financial Futures Contracts: Financial futures contracts are agreements between the Fund and a counterparty to buy or sell a specific quantity of an underlying instrument at a specified price and at a specified date. Depending on the terms of the particular contract, futures contracts are settled either through physical delivery of the underlying instrument on the settlement date or by payment of a cash settlement amount on settlement date. Pursuant to the contract, the Fund agrees to receive from or pay an amount of cash equal to the daily fluctuation in value of the contract. Such receipts or payments are known as variation margin and are recorded by the Fund as unrealized appreciation or depreciation. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

Forward Foreign Currency Exchange Contracts: A forward foreign currency exchange contract is an agreement between two parties to buy and sell a currency at a set exchange rate on a future date. The contract is marked-to-market daily and the change in market value is recorded by the Fund as an unrealized gain or loss. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value at the time it was opened and the value at the time it was closed.

Derivative Financial Instruments Categorized by Risk Exposure:

As of December 31, 2013, the fair values of derivative financial instruments were as follows:

   

Statement of Assets and Liabilities Location

  Matthews Asia
Strategic Income
Fund
 
   

Asset Derivatives

     

Interest rate contracts

 

Unrealized appreciation on financial futures contracts*

 

$

64,922

   

Forward foreign currency exchange contracts

  Unrealized appreciation on forward foreign currency
exchange contracts
   

37,595

   

Total

     

$

102,517

   

*  Includes cumulative appreciation/depreciation of financial futures contracts as reported in the Schedule of Investments. Only current day's margin variation is reported within the Statement of Assets and Liabilities.

For the year ended December 31, 2013, the effect of derivative financial instruments on the Statements of Operations were as follows:

Derivative type

  Statement of Operations
Location
  Matthews Asia
Strategic Income
Fund
 

Net Realized Gain (Loss)

 

Interest rate contracts:

 

Financial futures contracts

 

Net realized gain (loss) on financial futures contracts

 

$

21,000

   

Foreign currency contracts:

 

Foreign currency exchange contracts

 

Net realized gain (loss) on foreign currency related transactions

 

($

581,675

)

 

Net Change in Unrealized Appreciation (Depreciation)

 

Interest rate contracts:

 

Financial futures contracts

  Net change in unrealized appreciation/depreciation on
financial futures contracts
 

$

64,922

   

Foreign currency contracts:

 

Foreign currency exchange contracts

  Net change in unrealized appreciation/depreciation on
foreign currency related translations
 

$

37,595

   

matthewsasia.com | 800.789.ASIA 123



Notes to Financial Statements (continued)

For the year ended December 31, 2013, the end of quarter average balances of outstanding derivative financial instruments were as follows:

    Matthews Asia
Strategic Income
Fund
 

Financial Futures Contracts (Interest Rate Risk):

 

Average number of contracts sold

   

18

   

Average total notional value of contracts sold

 

$

2,201,172

   

Forward Foreign Currency Exchange Contracts (Foreign Currency Exchange Risk):

 

Average number of contracts—U.S. dollars purchased

   

6

   

Average total U.S. dollar amounts purchased

 

$

6,499,152

   

Average number of contracts—U.S. dollars sold

   

7

   

Average total U.S. dollar amounts sold

 

$

6,801,223

   

4. CAPITAL SHARE TRANSACTIONS

Each Fund is authorized to issue an unlimited number of shares of beneficial interest with a par value of $0.001 per share.

   

Year Ended December 31, 2013

 

Year Ended December 31, 2012

 
   

Shares

 

Amount

 

Shares

 

Amount

 

MATTHEWS ASIA STRATEGIC INCOME FUND

 

Investor Class

 

Shares sold

   

3,745,840

   

$

40,829,249

     

2,220,740

   

$

23,251,177

   

Shares issued through reinvestment of distributions

   

150,938

     

1,585,049

     

76,233

     

804,134

   

Shares redeemed

   

(2,967,175

)

   

(30,908,607

)

   

(356,564

)

   

(3,708,303

)

 

Net increase (decrease)

   

929,603

   

$

11,505,691

     

1,940,409

   

$

20,347,008

   

Institutional Class

 

Shares sold

   

152,518

   

$

1,666,843

     

23,391

   

$

243,178

   

Shares issued through reinvestment of distributions

   

25,259

     

264,495

     

23,315

     

244,478

   

Shares redeemed

   

(15,229

)

   

(160,251

)

   

(4,068

)

   

(42,389

)

 

Net increase (decrease)

   

162,548

   

$

1,771,087

     

42,638

   

$

445,267

   

MATTHEWS ASIAN GROWTH AND INCOME FUND

 

Investor Class

 

Shares sold

   

50,910,142

   

$

975,445,062

     

48,595,863

   

$

838,808,054

   

Shares issued through reinvestment of distributions

   

5,201,327

     

95,757,860

     

4,151,037

     

71,385,411

   

Shares redeemed

   

(55,522,506

)

   

(1,058,702,543

)

   

(35,314,194

)

   

(596,940,180

)

 

Net increase (decrease)

   

588,963

   

$

12,500,379

     

17,432,706

   

$

313,253,285

   

Institutional Class

 

Shares sold

   

24,431,571

   

$

465,841,409

     

17,034,591

   

$

287,562,186

   

Shares issued through reinvestment of distributions

   

1,836,588

     

33,834,591

     

1,181,732

     

20,331,566

   

Shares redeemed

   

(13,055,475

)

   

(248,454,495

)

   

(7,436,624

)

   

(126,769,784

)

 

Net increase (decrease)

   

13,212,684

   

$

251,221,505

     

10,779,699

   

$

181,123,968

   

MATTHEWS ASIA DIVIDEND FUND

 

Investor Class

 

Shares sold

   

99,621,023

   

$

1,546,841,400

     

77,762,477

   

$

1,065,544,525

   

Shares issued through reinvestment of distributions

   

8,220,277

     

125,957,575

     

6,181,131

     

85,229,647

   

Shares redeemed

   

(63,387,585

)

   

(985,525,489

)

   

(47,838,310

)

   

(650,928,607

)

 

Net increase (decrease)

   

44,453,715

   

$

687,273,486

     

36,105,298

   

$

499,845,565

   

Institutional Class

 

Shares sold

   

85,294,760

   

$

1,322,202,668

     

41,658,452

   

$

570,550,284

   

Shares issued through reinvestment of distributions

   

2,778,193

     

42,599,649

     

1,317,635

     

18,233,019

   

Shares redeemed

   

(15,174,466

)

   

(236,397,745

)

   

(7,254,225

)

   

(100,020,697

)

 

Net increase (decrease)

   

72,898,487

   

$

1,128,404,572

     

35,721,862

   

$

488,762,606

   

124 MATTHEWS ASIA FUNDS



   

Year Ended December 31, 2013

 

Year Ended December 31, 2012

 
   

Shares

 

Amount

 

Shares

 

Amount

 

MATTHEWS CHINA DIVIDEND FUND

 

Investor Class

 

Shares sold

   

8,605,528

   

$

110,622,425

     

3,176,426

   

$

37,085,392

   

Shares issued through reinvestment of distributions

   

151,856

     

1,870,520

     

122,584

     

1,396,131

   

Shares redeemed

   

(4,410,569

)

   

(55,811,935

)

   

(1,107,850

)

   

(12,362,523

)

 

Net increase (decrease)

   

4,346,815

   

$

56,681,010

     

2,191,160

   

$

26,119,000

   

Institutional Class

 

Shares sold

   

1,904,137

   

$

24,649,821

     

16,213

   

$

189,562

   

Shares issued through reinvestment of distributions

   

30,796

     

381,714

     

387

     

4,528

   

Shares redeemed

   

(146,558

)

   

(1,921,676

)

   

(1,474

)

   

(17,286

)

 

Net increase (decrease)

   

1,788,375

   

$

23,109,859

     

15,126

   

$

176,804

   

MATTHEWS ASIA FOCUS FUND*

 

Investor Class

 

Shares sold

   

846,121

   

$

8,348,637

           

Shares issued through reinvestment of distributions

   

5,290

     

49,775

           

Shares redeemed

   

(203,646

)

   

(1,913,944

)

         

Net increase (decrease)

   

647,765

   

$

6,484,468

           

Institutional Class

 

Shares sold

   

244,995

   

$

2,335,477

           

Shares issued through reinvestment of distributions

   

2,092

     

19,683

           

Shares redeemed

   

(27,857

)

   

(266,324

)

         

Net increase (decrease)

   

219,230

   

$

2,088,836

           

MATTHEWS ASIA GROWTH FUND

 

Investor Class

 

Shares sold

   

14,878,768

   

$

299,712,557

     

3,721,046

   

$

63,331,425

   

Shares issued through reinvestment of distributions

   

295,056

     

6,163,723

     

     

   

Shares redeemed

   

(4,166,027

)

   

(84,404,359

)

   

(5,248,807

)

   

(88,329,897

)

 

Net increase (decrease)

   

11,007,797

   

$

221,471,921

     

(1,527,761

)

 

($

24,998,472

)

 

Institutional Class

 

Shares sold

   

3,098,066

   

$

63,221,456

     

4,863,307

   

$

83,083,414

   

Shares issued through reinvestment of distributions

   

182,774

     

3,832,779

     

     

   

Shares redeemed

   

(698,970

)

   

(14,388,918

)

   

(2,211,230

)

   

(37,298,229

)

 

Net increase (decrease)

   

2,581,870

   

$

52,665,317

     

2,652,077

   

$

45,785,185

   

MATTHEWS PACIFIC TIGER FUND

 

Investor Class

 

Shares sold

   

27,012,739

   

$

672,355,297

     

27,777,515

   

$

621,796,389

   

Shares issued through reinvestment of distributions

   

1,385,477

     

34,498,321

     

811,853

     

19,598,132

   

Shares redeemed

   

(32,772,349

)

   

(809,094,334

)

   

(42,748,798

)

   

(959,086,345

)

 

Net increase (decrease)

   

(4,374,133

)

 

($

102,240,716

)

   

(14,159,430

)

 

($

317,691,824

)

 

Institutional Class

 

Shares sold

   

64,636,522

   

$

1,596,651,346

     

79,998,608

   

$

1,801,060,227

   

Shares issued through reinvestment of distributions

   

1,387,312

     

34,516,325

     

597,916

     

14,421,744

   

Shares redeemed

   

(33,128,054

)

   

(820,516,878

)

   

(25,944,049

)

   

(589,366,627

)

 

Net increase (decrease)

   

32,895,780

   

$

810,650,793

     

54,652,475

   

$

1,226,115,344

   

matthewsasia.com | 800.789.ASIA 125



Notes to Financial Statements (continued)

   

Year Ended December 31, 2013

 

Year Ended December 31, 2012

 
   

Shares

 

Amount

 

Shares

 

Amount

 

MATTHEWS EMERGING ASIA FUND*

 

Investor Class

 

Shares sold

   

4,251,615

   

$

41,780,099

           

Shares issued through reinvestment of distributions

   

3,360

     

32,761

           

Shares redeemed

   

(426,089

)

   

(4,022,586

)

         

Net increase (decrease)

   

3,828,886

   

$

37,790,274

           

Institutional Class

 

Shares sold

   

214,207

   

$

2,140,969

           

Shares issued through reinvestment of distributions

   

517

     

5,040

           

Shares redeemed

   

(11,439

)

   

(109,811

)

         

Net increase (decrease)

   

203,285

   

$

2,036,198

           

MATTHEWS CHINA FUND

 

Investor Class

 

Shares sold

   

9,603,494

   

$

227,616,931

     

13,170,343

   

$

300,777,524

   

Shares issued through reinvestment of distributions

   

5,068,913

     

114,658,721

     

1,706,904

     

38,849,124

   

Shares redeemed

   

(28,310,189

)

   

(648,793,241

)

   

(30,279,030

)

   

(679,455,872

)

 

Net increase (decrease)

   

(13,637,782

)

 

($

306,517,589

)

   

(15,401,783

)

 

($

339,829,224

)

 

Institutional Class

 

Shares sold

   

2,060,633

   

$

48,716,752

     

11,827,474

   

$

270,914,455

   

Shares issued through reinvestment of distributions

   

407,596

     

9,211,677

     

89,313

     

2,030,100

   

Shares redeemed

   

(13,975,418

)

   

(319,349,884

)

   

(8,663,672

)

   

(193,876,060

)

 

Net increase (decrease)

   

(11,507,189

)

 

($

261,421,455

)

   

3,253,115

   

$

79,068,495

   

MATTHEWS INDIA FUND

 

Investor Class

 

Shares sold

   

4,172,828

   

$

68,392,848

     

5,201,385

   

$

85,925,731

   

Shares issued through reinvestment of distributions

   

309,531

     

4,998,780

     

681,987

     

11,818,835

   

Shares redeemed

   

(12,908,744

)

   

(209,732,996

)

   

(12,325,063

)

   

(198,687,083

)

 

Net increase (decrease)

   

(8,426,385

)

 

($

136,341,368

)

   

(6,441,691

)

 

($

100,942,517

)

 

Institutional Class

 

Shares sold

   

40,050

   

$

699,162

     

93,829

   

$

1,552,011

   

Shares issued through reinvestment of distributions

   

2,746

     

44,395

     

46,125

     

799,816

   

Shares redeemed

   

(1,907,618

)

   

(24,781,929

)

   

(55,380

)

   

(949,348

)

 

Net increase (decrease)

   

(1,864,822

)

 

($

24,038,372

)

   

84,574

   

$

1,402,479

   

MATTHEWS JAPAN FUND

 

Investor Class

 

Shares sold

   

18,828,332

   

$

287,144,412

     

2,552,518

   

$

30,321,153

   

Shares issued through reinvestment of distributions

   

254,335

     

4,076,983

     

6,087

     

72,984

   

Shares redeemed

   

(6,485,310

)

   

(97,714,790

)

   

(4,778,502

)

   

(56,073,619

)

 

Net increase (decrease)

   

12,597,357

   

$

193,506,605

     

(2,219,897

)

 

($

25,679,482

)

 

Institutional Class

 

Shares sold

   

1,963,683

   

$

28,804,131

     

490,430

   

$

5,822,798

   

Shares issued through reinvestment of distributions

   

44,482

     

713,048

     

3,074

     

36,828

   

Shares redeemed

   

(136,248

)

   

(2,132,289

)

   

(1,352,621

)

   

(16,016,970

)

 

Net increase (decrease)

   

1,871,917

   

$

27,384,890

     

(859,117

)

 

($

10,157,344

)

 

MATTHEWS KOREA FUND

 

Investor Class

 

Shares sold

   

3,278,133

   

$

18,476,568

     

3,004,174

   

$

15,405,145

   

Shares issued through reinvestment of distributions

   

958,600

     

5,569,465

     

227,370

     

1,261,906

   

Shares redeemed

   

(5,922,961

)

   

(32,598,761

)

   

(9,016,025

)

   

(45,221,382

)

 

Net increase (decrease)

   

(1,686,228

)

 

($

8,552,728

)

   

(5,784,481

)

 

($

28,554,331

)

 

*  Investor Class and Institutional Class commencement of operations on April 30, 2013.

126 MATTHEWS ASIA FUNDS



   

Year Ended December 31, 2013

 

Year Ended December 31, 2012

 
   

Shares

 

Amount

 

Shares

 

Amount

 

Institutional Class

 

Shares sold

   

7,577,356

   

$

41,070,000

     

8,618,940

   

$

42,519,900

   

Shares redeemed

   

(7,034,105

)

   

(38,579,275

)

   

(10,380,179

)

   

(48,255,856

)

 

Net increase (decrease)

   

543,251

   

$

2,490,725

     

(1,761,239

)

 

($

5,735,956

)

 

MATTHEWS ASIA SMALL COMPANIES FUND

 

Investor Class

 

Shares sold

   

8,112,960

   

$

153,340,855

     

9,095,379

   

$

152,711,909

   

Shares issued through reinvestment of distributions

   

95,242

     

1,826,741

     

161,312

     

2,845,544

   

Shares redeemed

   

(7,380,126

)

   

(140,788,302

)

   

(6,558,137

)

   

(106,965,033

)

 

Net increase (decrease)

   

828,076

   

$

14,379,294

     

2,698,554

   

$

48,592,420

   

Institutional Class*

 

Shares sold

   

2,625,749

   

$

51,018,053

           

Shares issued through reinvestment of distributions

   

4,794

     

91,895

           

Shares redeemed

   

(314,881

)

   

(5,822,176

)

         

Net increase (decrease)

   

2,315,662

   

$

45,287,772

           

MATTHEWS CHINA SMALL COMPANIES FUND

 

Investor Class

 

Shares sold

   

1,988,275

   

$

17,263,500

     

1,094,940

   

$

8,135,914

   

Shares issued through reinvestment of distributions

   

28,896

     

277,117

     

3,294

     

24,605

   

Shares redeemed

   

(643,558

)

   

(5,589,693

)

   

(413,179

)

   

(3,008,148

)

 

Net increase (decrease)

   

1,373,613

   

$

11,950,924

     

685,055

   

$

5,152,371

   

MATTHEWS ASIA SCIENCE AND TECHNOLOGY FUND

 

Investor Class

 

Shares sold

   

979,122

   

$

10,756,975

     

667,622

   

$

5,929,115

   

Shares issued through reinvestment of distributions

   

5,373

     

65,713

     

29,966

     

274,795

   

Shares redeemed

   

(6,280,700

)

   

(64,340,033

)

   

(5,327,248

)

   

(46,483,548

)

 

Net increase (decrease)

   

(5,296,205

)

 

($

53,517,345

)

   

(4,629,660

)

 

($

40,279,638

)

 

Institutional Class*

 

Shares sold

   

3,902,817

   

$

40,192,941

           

Shares issued through reinvestment of distributions

   

9,751

     

119,153

           

Net increase (decrease)

   

3,912,568

   

$

40,312,094

           

*  Institutional Class commenced operations on April 30, 2013.

The Funds generally assess a redemption fee of 2.00% of the total redemption proceeds if shareholders sell or exchange their shares within 90 calendar days after purchasing them. The redemption fee is paid directly to the Funds and is designed to offset transaction costs associated with short-term trading of Fund shares. For purposes of determining whether the redemption fee applies, the shares that have been held the longest will be redeemed first. The Funds may grant an exemption from the redemption fee when the Funds have previously received assurances that transactions do not involve a substantial risk of the type of harm that the policy is designed to avoid. The Funds may also waive the imposition of redemption fees in certain circumstances. For more information on this policy, please see the Funds' prospectuses. The redemption fees returned to the assets of the Funds are stated in the Statements of Changes in Net Assets.

5.  INVESTMENT ADVISORY FEES AND OTHER TRANSACTIONS WITH AFFILIATES

Matthews, a registered investment advisor under the 1940 Act, provides the Funds with investment management services. Pursuant to an Investment Advisory Agreement dated August 13, 2004, as amended (the "Advisory Agreement"), the Funds pay Matthews (i) for management and advisory services; and (ii) for certain administrative services, an annual fee as a percentage of average daily net assets. Under the Advisory Agreement each of the Funds, other than Matthews Asia Strategic Income Fund, Matthews Emerging Asia Fund, Matthews Asia Small Companies Fund and Matthews China Small Companies Fund pays Matthews 0.75% of their annual aggregate average daily net assets up to $2 billion, 0.6834% of the annual aggregate average daily net assets between $2 billion and $5 billion, and 0.65% of the annual aggregate average daily net assets between $5 billion and $25 billion, and 0.64% of the annual aggregate average daily net assets over $25 billion. Matthews Asia Strategic Income Fund pays Matthews an annual fee of 0.65% of its annual average daily net assets pursuant to the Advisory Agreement. Each of the Matthews Emerging Asia Fund, Matthews Asia Small Companies Fund and Matthews China Small Companies Fund pays Matthews an annual fee of 1.00% of their annual average daily net assets pursuant to the Advisory Agreement. Each Fund pays Matthews a monthly fee of one-twelfth (1/12) of the management fee of the Fund's average daily net asset value.

Under a written agreement between the Funds and Matthews, Matthews agrees to waive fees and reimburse expenses to a Fund if its expense ratio exceeds a certain percentage level. For Matthews China Fund, Matthews India Fund, Matthews Japan Fund, Matthews Korea Fund, Matthews Asia Small Companies Fund, Matthews China Small Companies Fund and Matthews Asia Science and Technology Fund, this level is 2.00%. For Matthews Asian Growth and Income Fund, Matthews Asia Growth Fund and Matthews Pacific Tiger Fund, this level

matthewsasia.com | 800.789.ASIA 127



Notes to Financial Statements (continued)

is 1.90%. For Matthews Asia Dividend Fund and Matthews China Dividend Fund, this level is 1.50%. For Matthews Asia Strategic Income Fund, Matthews Asia Focus Fund and Matthews Emerging Asia Fund, Matthews agrees to waive fees and reimburse expenses to each Fund if its expense ratio exceeds 1.25%, 1.75%, 2.00%, respectively, for the Institutional Class and agrees to reduce the expense ratio by an equal amount for the Investor Class. Because certain expenses of the Investor Class for Matthews Asia Strategic Income Fund, Matthews Asia Focus Fund and Matthews Emerging Asia Fund may be higher than the Institutional Class, the expense ratio of the Investor Class may exceed 1.25%, 1.75%, or 2.00%, respectively. In turn, if a Fund's expenses fall below the level noted within three years after Matthews has made such a reimbursement, the Fund may reimburse Matthews up to an amount of the recoupment available not to exceed its expense limitation. For each Fund other than Matthews Asia Focus Fund and Matthews Emerging Asia Fund, this agreement will continue through at least August 31, 2014. For Matthews Asia Focus Fund and Matthews Emerging Asia Fund, this agreement will continue through at least August 31, 2015. These agreements may be extended for additional periods for each of the Funds.

On December 31, 2013, the amounts subject to possible future recoupment under the expense limitation agreement are as follows:

 

Expiring December 31,

 

 

2014

 

2015

 

2016

 

Matthews Asia Strategic Income Fund

 

$

22,795

   

$

161,965

   

$

41,268

   

Matthews Asia Focus Fund

   

     

     

87,951

   

Matthews Emerging Asia Fund

   

     

     

85,829

   

Matthews China Small Companies Fund

   

76,945

     

76,425

     

7,801

   

Matthews Asian Growth and Income Fund, Matthews Asia Dividend Fund, Matthews China Dividend Fund, Matthews Asia Growth Fund, Matthews Pacific Tiger Fund, Matthews China Fund, Matthews India Fund, Matthews Japan Fund, Matthews Korea Fund, Matthews Asia Small Companies Fund, Matthews Asia Science and Technology Fund had no amounts available for recoupment and no amounts recouped during the year ended December 31, 2013.

Matthews has also agreed to waive fees and reimburse additional expenses for the Institutional Class of Matthews Asia Strategic Income Fund, Matthews Asia Focus Fund and Matthews Emerging Asia Fund on a voluntary basis if its expense ratio exceeds 1.00%, 1.50%, 1.75%, respectively. Furthermore, any amounts voluntarily waived by Matthews with respect to the Institutional Class of Matthews Asia Strategic Income Fund, Matthews Asia Focus Fund and Matthews Emerging Asia Fund, excluding any voluntary waiver of class-specific shareholder servicing fees, may also be waived for the Investor Class of Matthews Asia Strategic Income Fund, Matthews Asia Focus Fund and Matthews Emerging Asia Fund. These voluntary waivers and/or reimbursements may be terminated at any time in the sole and absolute discretion of Matthews, subject to prior notice to the Board of Trustees.

Investment advisory fees charged, waived, reimbursed and recaptured for the year ended December 31, 2013, were as follows:

   

Gross Advisory Fees

  Advisory Fees
Waived and
Reimbursed in
Excess of the
Expense Limitation
  Recapture
of Previously
Waived Fees
  Net Advisory Fee/
Reimbursement
 

Matthews Asia Strategic Income Fund

 

$

342,529

   

($

41,268

)

 

$

   

$

301,261

   

Matthews Asian Growth and Income Fund

   

29,911,798

     

     

     

29,911,798

   

Matthews Asia Dividend Fund

   

34,737,711

     

     

     

34,737,711

   

Matthews China Dividend Fund

   

793,795

     

     

104,529

     

898,324

   

Matthews Asia Focus Fund

   

32,399

     

(87,951

)

   

     

(55,552

)

 

Matthews Asia Growth Fund

   

4,225,929

     

     

     

4,225,929

   

Matthews Pacific Tiger Fund

   

48,602,934

     

     

     

48,602,934

   

Matthews Emerging Asia Fund

   

205,456

     

(85,829

)

   

     

119,627

   

Matthews China Fund

   

10,995,785

     

     

     

10,995,785

   

Matthews India Fund

   

3,511,555

     

     

     

3,511,555

   

Matthews Japan Fund

   

1,649,630

     

     

     

1,649,630

   

Matthews Korea Fund

   

949,149

     

     

     

949,149

   

Matthews Asia Small Companies Fund

   

4,112,567

     

     

     

4,112,567

   

Matthews China Small Companies Fund

   

192,536

     

(7,801

)

   

     

184,735

   

Matthews Asia Science and Technology Fund

   

908,992

     

     

     

908,992

   

Certain officers and Trustees of the Funds are also officers and directors of Matthews. All officers serve without compensation from the Funds. The Funds paid the Independent Trustees $739,000 in aggregate for regular compensation during the year ended December 31, 2013.

The Funds have a Shareholder Services Agreement, in which the Funds pay an annual administration and shareholder servicing fee to Matthews, as a percentage of the average daily net assets of each Fund in aggregate, computed and prorated on a daily basis. Under the Shareholder Services Agreement, the Funds pay 0.25% of their aggregate average daily net assets between $0 and $2 billion, 0.1834% of their aggregate average daily net assets between $2 billion and $5 billion, 0.15% of their aggregate average daily net assets between $5 billion and $7.5 billion, 0.125% of their aggregate average daily net assets between $7.5 billion and $15 billion and 0.11% of their aggregate average daily net assets between $15 billion and $22.5 billion, and 0.10% of their aggregate average daily net assets over $22.5 billion.

128 MATTHEWS ASIA FUNDS



Administration and shareholder servicing fees charged, for the year ended December 31, 2013, were as follows:

    Administration and
Shareholder
Servicing Fees
 

Matthews Asia Strategic Income Fund

 

$

75,848

   

Matthews Asian Growth and Income Fund

   

6,478,164

   

Matthews Asia Dividend Fund

   

7,517,452

   

Matthews China Dividend Fund

   

171,733

   

Matthews Asia Focus Fund

   

6,987

   

Matthews Asia Growth Fund

   

914,193

   

Matthews Pacific Tiger Fund

   

10,524,900

   

Matthews Emerging Asia Fund

   

29,438

   

Matthews China Fund

   

2,384,174

   

Matthews India Fund

   

761,349

   

Matthews Japan Fund

   

356,445

   

Matthews Korea Fund

   

205,601

   

Matthews Asia Small Companies Fund

   

591,947

   

Matthews China Small Companies Fund

   

27,674

   

Matthews Asia Science and Technology Fund

   

196,828

   

The Funds bear a portion of the fees paid to certain service providers (exclusive of the Funds' transfer agent) which provide transfer agency and shareholder servicing to certain shareholders. Additional information concerning these services and fees is contained in the Funds' prospectuses. Fees accrued to pay to such service providers for the year ended December 31, 2013 are a component of Transfer Agent fees and Administration and shareholder servicing fees in the Statements of Operations as follows:

   

Transfer Agent Fees

  Administration and
Shareholder
Servicing Fees
 

Total

 

Matthews Asia Strategic Income Fund

 

$

61,721

   

$

30,860

   

$

92,581

   

Matthews Asian Growth and Income Fund

   

5,518,649

     

2,759,324

     

8,277,973

   

Matthews Asia Dividend Fund

   

5,140,423

     

2,570,212

     

7,710,635

   

Matthews China Dividend Fund

   

149,851

     

74,926

     

224,777

   

Matthews Asia Focus Fund

   

5,839

     

2,920

     

8,759

   

Matthews Asia Growth Fund

   

654,685

     

327,343

     

982,028

   

Matthews Pacific Tiger Fund

   

5,491,001

     

2,745,500

     

8,236,501

   

Matthews Emerging Asia Fund

   

29,789

     

14,895

     

44,684

   

Matthews China Fund

   

2,045,961

     

1,022,981

     

3,068,942

   

Matthews India Fund

   

657,913

     

328,956

     

986,869

   

Matthews Japan Fund

   

266,932

     

133,466

     

400,398

   

Matthews Korea Fund

   

146,691

     

73,345

     

220,036

   

Matthews Asia Small Companies Fund

   

573,844

     

286,922

     

860,766

   

Matthews China Small Companies Fund

   

28,603

     

14,301

     

42,904

   

Matthews Asia Science and Technology Fund

   

133,525

     

66,763

     

200,288

   

matthewsasia.com | 800.789.ASIA 129



Notes to Financial Statements (continued)

BNY Mellon Investment Servicing (US) Inc. ("BNY Mellon"), an indirect wholly owned subsidiary of The Bank of New York Mellon Corporation, serves as the Funds' administrator, and in that capacity, performs various administrative and accounting services for each Fund. BNY Mellon also serves as the Funds' transfer agent, dividend disbursing agent and registrar. An officer of BNY Mellon serves as Assistant Treasurer to the Funds. Total fees accrued by the Funds for administration and accounting services for the year ended December 31, 2013 were as follows:

    Administration and
Accounting Fees
 

Matthews Asia Strategic Income Fund

 

$

4,215

   

Matthews Asian Growth and Income Fund

   

360,046

   

Matthews Asia Dividend Fund

   

418,555

   

Matthews China Dividend Fund

   

9,562

   

Matthews Asia Focus Fund

   

393

   

Matthews Asia Growth Fund

   

50,952

   

Matthews Pacific Tiger Fund

   

585,149

   

Matthews Emerging Asia Fund

   

1,654

   

Matthews China Fund

   

132,144

   

Matthews India Fund

   

42,215

   

Matthews Japan Fund

   

19,923

   

Matthews Korea Fund

   

11,426

   

Matthews Asia Small Companies Fund

   

32,908

   

Matthews China Small Companies Fund

   

1,543

   

Matthews Asia Science and Technology Fund

   

10,946

   

Brown Brothers Harriman & Co. serves as the Funds' custodian. Foreside Funds Distributors LLC, serves as the Funds' distributor in the United States pursuant to an Underwriting Agreement. Matthews Asia Funds are distributed in Latin America by HMC Partners.

On November 30, 2011, Matthews invested $10 million in Matthews Asia Strategic Income Fund to provide the Fund with its initial investment assets. As of December 31, 2013, the Fund's net assets were $45,712,884 of which 1,081,610 shares held by Matthews represented 25%.

The Funds entered into transactions with J.P. Morgan Chase Bank, N.A., including its subsidiaries and affiliates ("J.P. Morgan") acting as a broker-dealer in the purchase and sale of portfolio investments on an agency basis. The aggregate value of such transactions with J.P. Morgan by the Funds in 2013 was $461,121. In addition, pursuant to an Administrative Fee Agreement dated July 1, 2009, the Funds received certain shareholder, administrative and sub-transfer agency services from J.P. Morgan (including transmission of purchase and redemption orders in accordance with the Funds' prospectuses; maintenance of separate records for its clients; mailing of shareholder confirmations and periodic statements; processing dividend payments; and shareholder information and support). Pursuant to the agreement with J.P. Morgan, the Funds paid J.P. Morgan $1,604,632 for such services.

6.  INVESTMENTS

The value of investment transactions made for affiliated and unaffiliated holdings for the year ended December 31, 2013 were as follows:

   

Affiliated Purchases

  Proceeds from
Affiliates Sales
  Unaffiliated
Purchases
  Proceeds from
Unaffiliated Sales
 

Matthews Asia Strategic Income Fund

 

$

   

$

   

$

37,943,279

   

$

24,455,336

   

Matthews Asian Growth and Income Fund

   

13,575,060

     

     

934,784,488

     

666,695,424

   

Matthews Asia Dividend Fund

   

478,774,781

     

9,041,779

     

1,908,834,036

     

699,812,924

   

Matthews China Dividend Fund

   

     

     

98,994,314

     

23,608,723

   

Matthews Asia Focus Fund

   

     

     

9,731,810

     

1,203,134

   

Matthews Asia Growth Fund

   

     

     

314,860,979

     

66,278,239

   

Matthews Pacific Tiger Fund

   

171,499,731

     

     

949,592,424

     

549,656,016

   

Matthews Emerging Asia Fund

   

     

     

39,024,042

     

536,064

   

Matthews China Fund

   

     

8,940,840

     

103,709,015

     

755,215,361

   

Matthews India Fund

   

     

     

45,667,550

     

199,605,382

   

Matthews Japan Fund

   

     

     

264,150,391

     

54,738,722

   

Matthews Korea Fund

   

     

     

65,071,470

     

77,558,660

   

Matthews Asia Small Companies Fund

   

     

     

200,885,508

     

147,906,704

   

Matthews China Small Companies Fund

   

     

     

13,032,345

     

1,905,960

   

Matthews Asia Science and Technology Fund

   

     

     

83,130,749

     

99,785,952

   

130 MATTHEWS ASIA FUNDS



7.  HOLDINGS OF 5% VOTING SHARES OF PORTFOLIO COMPANIES

The 1940 Act defines "affiliated companies" to include investments in portfolio companies in which a fund owns 5% or more of the outstanding voting shares. During the year ended December 31, 2013, the Funds below held 5% or more of the outstanding voting shares of the noted portfolio companies. During this period, other Funds in the Trust may also have held voting shares of the issuers at levels below 5%.

Investments in affiliates:
A summary of transactions in securities of issuers affiliated with a Fund for the year ended December 31, 2013 is as follows:

    Shares Held at
Dec. 31, 2012
  Shares
Purchased
  Shares
Sold
  Shares Held at
Dec. 31, 2013
  Value at
Dec. 31, 2013
  Dividend
Income
Jan. 1, 2013–
Dec. 31, 2013
  Net Realized
Gain
Jan. 1, 2013–
Dec. 31, 2013
 

MATTHEWS ASIAN GROWTH AND INCOME FUND

 

Name of Issuer:

 
CITIC Telecom International
Holdings, Ltd.
   

139,126,000

     

52,172,250

     

     

191,298,250

   

$

61,589,634

   

$

1,882,461

   

$

   

Vitasoy International Holdings, Ltd.

   

51,771,000

     

     

     

51,771,000

     

79,825,797

     

1,321,908

     

   

Total Affiliates

                 

$

141,415,431

   

$

3,204,369

   

$

   

MATTHEWS ASIA DIVIDEND FUND

 

Name of Issuer:

 

Ansell, Ltd.

   

     

9,815,000

     

     

9,815,000

   

$

181,147,416

   

$

1,680,204

   

$

   

Ascendas India Trust

   

55,065,000

     

     

     

55,065,000

     

29,671,699

     

1,950,741

     

   

Breville Group, Ltd.

   

     

8,427,453

     

     

8,427,453

     

67,196,888

     

934,688

     

   

CapitaRetail China Trust, REIT

   

47,540,000

     

2,852,400

     

     

50,392,400

     

53,109,784

     

2,330,262

     

   

EPS Corp.

   

14,592

     

14,592

   

     

29,184

     

38,281,342

     

542,323

     

   

Greatview Aseptic Packaging Co., Ltd.

   

     

107,945,000

     

     

107,945,000

     

63,810,998

     

925,430

     

   
Jiangsu Expressway Co., Ltd.
H Shares
   

65,104,000

     

11,978,000

     

1,300,000

     

75,782,000

     

93,135,739

     

4,487,081

     

362,351

   

Johnson Health Tech Co., Ltd.

   

16,429,890

     

584,649

††

   

     

17,014,539

     

44,415,291

     

847,229

     

   

Minth Group, Ltd.

   

56,685,000

     

3,122,000

     

     

59,807,000

     

124,452,171

     

2,965,872

     

   

Pigeon Corp.

   

1,501,800

     

1,501,800

   

     

3,003,600

     

145,673,254

     

2,187,933

     

   

Primary Health Care, Ltd.

   

     

31,495,465

     

     

31,495,465

     

139,204,921

     

3,899,810

     

   
Shinko Plantech Co., Ltd.†††     

3,760,200

     

     

3,760,200

     

     

     

     

   
Sichuan Expressway Co., Ltd.
H Shares††† 
   

74,946,000

     

     

74,946,000

     

     

     

     

   
TXC Corp.†††     

21,549,524

     

     

7,310,000

     

14,239,524

     

     

     

   
Woongjin Thinkbig Co., Ltd.†††     

2,079,870

     

     

2,079,870

     

     

     

     

   
Xingda International Holdings, Ltd.
H Shares
   

109,164,000

     

9,000,000

     

13,460,000

     

104,704,000

     

62,653,697

     

2,282,818

     

1,630,798

   

Yuexiu Transport Infrastructure, Ltd.

   

97,210,000

     

13,280,000

     

     

110,490,000

     

57,917,162

     

2,784,792

     

   

Total Affiliates

                 

$

1,100,670,362

   

$

27,819,183

   

$

1,993,149

   

MATTHEWS PACIFIC TIGER FUND

 

Name of Issuer:

 

Cheil Worldwide, Inc.

   

5,510,440

     

1,051,440

     

     

6,561,880

   

$

172,198,037

   

$

   

$

   

Digital China Holdings, Ltd.

   

55,828,000

     

5,594,000

     

     

61,422,000

     

72,537,177

     

2,993,464

     

   

Dongbu Insurance Co., Ltd.

   

3,505,500

     

445,000

     

     

3,950,500

     

211,599,788

     

4,388,392

     

   

Green Cross Corp.

   

838,869

     

128,631

††

   

1

     

967,499

     

114,899,678

     

1,147,196

           

Hyflux, Ltd.

   

65,284,280

     

     

     

65,284,280

     

60,527,444

     

1,685,115

     

   

MegaStudy Co., Ltd.

   

396,412

     

     

     

396,412

     

29,449,926

     

1,128,093

     

   
Sinopharm Group Co., Ltd.
H Shares††† 
   

43,788,000

     

     

     

43,788,000

     

     

     

   
Synnex Technology
International Corp.
   

50,022,354

     

34,000,000

     

     

84,022,354

     

133,348,679

     

3,342,511

     

   

Tata Power Co., Ltd.

   

89,491,554

     

36,668,956

     

     

126,160,510

     

186,319,014

     

2,295,135

     

   
Yuhan Corp.†††     

584,138

     

     

42,000

     

542,138

     

     

     

   

Total Affiliates

                 

$

980,879,743

   

$

16,979,906

   

$

   

MATTHEWS CHINA FUND

 

Name of Issuer:

 
Lianhua Supermarket
Holdings Co., Ltd. H Shares
   

31,193,800

     

     

10,995,000

     

20,198,800

   

$

15,641,386

   

$

354,669

   

$

2,226,393

   

Total Affiliates

                 

$

15,641,386

   

$

354,669

   

$

2,226,393

   

†  Includes stock split during the period.

††  Includes stock dividend during the period.

†††  Issuer was not an affiliated company as of December 31, 2013.

matthewsasia.com | 800.789.ASIA 131



Notes to Financial Statements (continued)

8.  FEDERAL INCOME TAX INFORMATION

As of December 31, 2013, the components of accumulated earnings/deficit) on tax basis were as follows:

    Undistributed
Ordinary Income
  Undistributed
Long-Term
Capital Gains
  Capital Loss
Carryforwards
 

Matthews Asia Strategic Income Fund

  $62,649   $   ($591,822)  

Matthews Asian Growth and Income Fund

 

3,929,540

 

17,277,275

 

 

Matthews Asia Dividend Fund

 

12,377,076

 

  (214,225,000)  

Matthews China Dividend Fund

 

45,539

 

  (1,304,904)  

Matthews Asia Focus Fund

 

 

  (41,670)  

Matthews Asia Growth Fund

 

15,440,257

 

  (42,179,332)  

Matthews Pacific Tiger Fund

 

1,127,416

 

95,514,490

 

 

Matthews Emerging Asia Fund

 

 

  (113,563)  

Matthews China Fund

 

211,504

 

 

 

Matthews India Fund

 

1,848,471

 

2,253,472

 

 

Matthews Japan Fund

 

3,325,396

 

  (64,206,520)  

Matthews Korea Fund

 

 

9,796,478

 

 

Matthews Asia Small Companies Fund

 

1,680,820

 

  (8,263,629)  

Matthews China Small Companies Fund

 

22,734

 

  (1,325,635)  

Matthews Asia Science and Technology Fund

 

929,241

 

  (4,165,322)  

  Late Year
Losses*
  Other Temporary
Differences
  Unrealized
Appreciation
(Depreciation)**
  Total Accumulated
Earnings/Deficit
 

Matthews Asia Strategic Income Fund

 

$

   

$

   

($

930,707

)

 

($

1,459,880

)

 

Matthews Asian Growth and Income Fund

   

(11,672,091

)

   

     

845,978,000

     

855,512,724

   

Matthews Asia Dividend Fund

   

(7,621,098

)

   

(36,248

)

   

770,242,455

     

560,737,185

   

Matthews China Dividend Fund

   

(111,857

)

   

     

16,320,096

     

14,948,874

   

Matthews Asia Focus Fund

   

(298

)

   

     

(116,905

)

   

(158,873

)

 

Matthews Asia Growth Fund

   

     

     

155,925,470

     

129,186,395

   

Matthews Pacific Tiger Fund

   

(293,175

)

   

     

1,985,567,989

     

2,081,916,720

   

Matthews Emerging Asia Fund

   

(1,820

)

   

     

389,184

     

273,801

   

Matthews China Fund

   

(1,650

)

   

     

277,451,484

     

277,661,338

   

Matthews India Fund

   

(18,353

)

   

(16,837

)

   

6,574,252

     

10,641,005

   

Matthews Japan Fund

   

(125,910

)

   

     

41,874,235

     

(19,132,799

)

 

Matthews Korea Fund

   

(6,628

)

   

     

63,953,091

     

73,742,941

   

Matthews Asia Small Companies Fund

   

(17,537

)

   

     

54,767,158

     

48,166,812

   

Matthews China Small Companies Fund

   

     

     

4,997,451

     

3,694,550

   

Matthews Asia Science and Technology Fund

   

(843,478

)

   

     

56,222,967

     

52,143,408

   

*  The Funds have elected to defer certain qualified late-year losses and recognize such losses in the next fiscal year.

**  The differences between book-basis and tax-basis unrealized appreciation/depreciation is attributable primarily to the tax deferral of losses on wash sales and passive foreign investment company (PFIC) mark to market adjustments.

132 MATTHEWS ASIA FUNDS



As of December 31, 2013, the Funds have capital loss carryforwards available to offset future realized capital gains through the indicated expiration dates as follows:

           

 

Amount With No Expiration*

 

 
LOSSES DEFERRED EXPIRING IN:  

2016

 

2017

 

2018

  Short-term
Losses
  Long-term
Losses
 

Total

 

Matthews Asia Strategic Income Fund

 

$

   

$

   

$

   

$

580,659

   

$

11,163

   

$

591,822

   

Matthews Asia Dividend Fund

   

     

     

     

65,194,157

     

149,030,843

     

214,225,000

   

Matthews China Dividend Fund

   

     

     

     

1,304,904

     

     

1,304,904

   

Matthews Asia Focus Fund

   

     

     

     

41,670

     

     

41,670

   

Matthews Asia Growth Fund

   

     

42,179,332

     

     

     

     

42,179,332

   

Matthews Emerging Asia Fund

   

     

     

     

113,563

     

     

113,563

   

Matthews Japan Fund

   

20,174,094

     

44,032,426

     

     

     

     

64,206,520

   

Matthews Asia Small Companies Fund

   

     

     

     

5,977,959

     

2,285,670

     

8,263,629

   

Matthews China Small Companies Fund

   

     

     

     

912,595

     

413,040

     

1,325,635

   

Matthews Asia Science and Technology Fund

   

     

4,165,322

     

     

     

     

4,165,322

   

* Post-Enactment Losses: Must be utilized prior to losses subject to expiration.

Matthews China Dividend Fund, Matthews Asia Growth Fund, Matthews Japan Fund, Matthews Asia Small Companies Fund and Matthews Asia Science and Technology Fund utilized capital loss carryforwards of $587,893, $5,149,809, $9,106,336, $8,768,932 and $7,578,727, respectively.

Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 for an unlimited period. However, any losses incurred during those future taxable years will be required to be utilized prior to any losses incurred in pre-enactment taxable years, which generally expire after eight years from when they are incurred. Additionally, post-enactment capital losses that are carried forward will retain their character as either short-term or long-term capital losses rather than being considered all short-term as under previous law.

U.S. GAAP requires that certain components of net assets be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or NAV. The permanent differences are primarily attributable to net realized gains on PFICs, non-deductible expenses, foreign currency reclassification, the utilization of accumulated earnings and profits distributed to shareholders on redemptions of shares as part of the dividends paid deduction for income tax purposes, and recharacterization of distributions. For the year ended December 31, 2013, permanent differences in book and tax accounting have been reclassified to paid-in capital, undistributed net investment income (loss) and accumulated realized gain (loss) as follows:

    Increase/
(Decrease)
Paid-in-Capital
  Increase/(Decrease)
Undistributed Net
Investment
Income/(Loss)
  Increase/
(Decrease)
Accumulated
Realized Gain/(Loss)
 

Matthews Asia Strategic Income Fund

 

$

   

($

29,561

)

 

$

29,561

   

Matthews Asian Growth and Income Fund

   

     

11,970,197

     

(11,970,197

)

 

Matthews Asia Dividend Fund

   

     

1,830,008

     

(1,830,008

)

 

Matthews China Dividend Fund

   

     

274,286

     

(274,286

)

 

Matthews Asia Focus Fund

   

(40,614

)

   

36,629

     

3,985

   

Matthews Asia Growth Fund

   

     

901,209

     

(901,209

)

 

Matthews Pacific Tiger Fund

   

     

(1,970,569

)

   

1,970,569

   

Matthews Emerging Asia Fund

   

(38,828

)

   

14,443

     

24,385

   

Matthews China Fund

   

28,291,199

     

(1,819,545

)

   

(26,471,654

)

 

Matthews India Fund

   

     

533,680

     

(533,680

)

 

Matthews Japan Fund

   

     

425,325

     

(425,325

)

 

Matthews Korea Fund

   

1,481,433

     

78,381

     

(1,559,814

)

 

Matthews Asia Small Companies Fund

   

(108

)

   

(234,776

)

   

234,884

   

Matthews China Small Companies Fund

   

(601

)

   

(115

)

   

716

   

Matthews Asia Science and Technology Fund

   

(1,752

)

   

(86,389

)

   

88,141

 

9.  SUBSEQUENT EVENTS

Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued, and has determined that there no additional subsequent events that require recognition or disclosure in the financial statements.

matthewsasia.com | 800.789.ASIA 133




Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Shareholders of
Matthews Asia Funds:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Matthews Asia Strategic Income Fund, Matthews Asian Growth and Income Fund, Matthews Asia Dividend Fund, Matthews China Dividend Fund, Matthews Asia Focus Fund, Matthews Asia Growth Fund, Matthews Pacific Tiger Fund, Matthews Emerging Asia Fund, Matthews China Fund, Matthews India Fund, Matthews Japan Fund, Matthews Korea Fund, Matthews Asia Small Companies Fund, Matthews China Small Companies Fund, and Matthews Asia Science and Technology Fund (hereinafter referred as the "Funds") at December 31, 2013, and the results of each of their operations, the changes in each of their net assets and the financial highlights for the periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereinafter referred to as "financial statements") are the responsibility of the Funds' management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2013 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers, LLP
San Francisco, California
February 24, 2014

134 MATTHEWS ASIA FUNDS



Tax Information (Unaudited)

For shareholders who do not have a December 31, 2013 tax year-end, this notice is for informational purposes. For the period January 1, 2013 to December 31, 2013, the Funds report the following items with regard to distributions paid during the period. All reportings are based on financial information available as of the date of this annual report and, accordingly, are subject to change. For each item, it is the intention of each Fund to report the maximum amount permitted under the Internal Revenue Code and the regulations thereunder.

1. Qualified Dividend Income

The Funds report a portion of the ordinary income distributed during the year ended December 31, 2013 as Qualified Dividend Income ("QDI") as defined in the Internal Revenue code as follows:

   

QDI Portion

 

Matthews Asia Strategic Income Fund

   

2.67

%

 

Matthews Asian Growth and Income Fund

   

55.47

%

 

Matthews Asia Dividend Fund

   

53.20

%

 

Matthews China Dividend Fund

   

65.80

%

 

Matthews Asia Focus Fund

   

85.15

%

 

Matthews Asia Growth Fund

   

46.72

%

 

Matthews Pacific Tiger Fund

   

99.94

%

 

Matthews Emerging Asia Fund

   

100.00

%

 

Matthews China Fund

   

85.96

%

 

Matthews India Fund

   

100.00

%

 

Matthews Japan Fund

   

63.08

%

 

Matthews Korea Fund

   

100.00

%

 

Matthews Asia Small Companies Fund

   

78.51

%

 

Matthews China Small Companies Fund

   

14.66

%

 

Matthews Asia Science and Technology Fund

   

87.83

%

 

2. Dividends Received Deduction

The Funds report a Dividend Received Deduction pursuant to Section 854 of the Internal Revenue Code for the year ended December 31, 2013 as follows:

Matthews Asia Strategic Income Fund

   

0.00

%

 

Matthews Asian Growth and Income Fund

   

0.00

%

 

Matthews Asia Dividend Fund

   

0.69

%

 

Matthews China Dividend Fund

   

2.30

%

 

Matthews Asia Focus Fund

   

8.65

%

 

Matthews Asia Growth Fund

   

0.00

%

 

Matthews Pacific Tiger Fund

   

0.00

%

 

Matthews Emerging Asia Fund

   

0.00

%

 

Matthews China Fund

   

0.00

%

 

Matthews India Fund

   

0.00

%

 

Matthews Japan Fund

   

0.00

%

 

Matthews Korea Fund

   

0.00

%

 

Matthews Asia Small Companies Fund

   

0.00

%

 

Matthews China Small Companies Fund

   

0.00

%

 

Matthews Asia Science and Technology Fund

   

0.86

%

 

matthewsasia.com | 800.789.ASIA 135



Tax Information (Unaudited) (continued)

3. Long-Term Capital Gain Distributions

The Funds report Long-Term Capital Gain distributions pursuant to Section 852(b)(3) of the Internal Revenue Code for the year ended December 31, 2013 as follows:

   

Long-Term Capital Gains

 

Matthews Asia Strategic Income Fund

 

$

29,972

   

Matthews Asian Growth and Income Fund

   

27,369,456

   

Matthews Pacific Tiger Fund

   

48,148,449

   

Matthews China Fund

   

140,301,683

   

Matthews India Fund

   

372,297

   

Matthews Korea Fund

   

7,529,350

   

4. Foreign Taxes Paid

The Funds have elected to pass through to their shareholders the foreign taxes paid for the year ended December 31, 2013 as follows:

   

Foreign Source Income

 

Foreign Taxes Paid

 

Matthews Asia Strategic Income Fund

 

$

2,643,526

   

$

32,914

   

Matthews Asian Growth and Income Fund

   

152,036,899

     

5,947,996

   

Matthews Asia Dividend Fund

   

172,420,183

     

8,924,773

   

Matthews China Dividend Fund

   

4,157,961

     

128,408

   

Matthews Asia Focus Fund

   

116,110

     

4,722

   

Matthews Asia Growth Fund

   

11,384,245

     

775,677

   

Matthews Pacific Tiger Fund

   

140,754,352

     

11,007,278

   

Matthews Emerging Asia Fund

   

420,700

     

27,652

   

Matthews China Fund

   

36,844,865

     

148,160

   

Matthews India Fund

   

8,496,141

     

49,704

   

Matthews Japan Fund

   

3,511,908

     

254,073

   

Matthews Korea Fund

   

1,992,313

     

377,321

   

Matthews Asia Small Companies Fund

   

9,149,855

     

607,738

   

Matthews China Small Companies Fund

   

431,268

     

11,429

   

Matthews Asia Science and Technology Fund

   

1,984,840

     

192,958

   

5. Qualified Interest Income

The Funds report a portion of the net income dividends distributed during the year ended December 31, 2013, as Qualified Interest Income (QII), as defined in the Internal Revenue Code as follows:

   

QII Portion

 

Matthews Asia Strategic Income Fund

   

0.01

%

 

Matthews Asian Growth and Income Fund

   

0.02

%

 

Matthews Asia Dividend Fund

   

0.02

%

 

Matthews China Dividend Fund

   

0.09

%

 

Matthews Asia Focus Fund

   

0.10

%

 

Matthews Asia Growth Fund

   

0.07

%

 

Matthews Pacific Tiger Fund

   

0.04

%

 

Matthews Emerging Asia Fund

   

0.05

%

 

Matthews China Fund

   

0.01

%

 

Matthews India Fund

   

0.05

%

 

Matthews Japan Fund

   

0.02

%

 

Matthews Korea Fund

   

0.02

%

 

Matthews Asia Small Companies Fund

   

0.11

%

 

Matthews China Small Companies Fund

   

0.04

%

 

Matthews Asia Science and Technology Fund

   

0.03

%

 

136 MATTHEWS ASIA FUNDS



Tax Information (Unaudited) (continued)

6. Qualified Short-Term Capital Gain Dividends

The Funds report a portion of the short term capital gain dividends distributed during the year ended December 31, 2013, as Qualified Short-Term Gain, as defined in the Internal Revenue Code as follows:

   

Short-Term Gains

 

Matthews Asia Strategic Income Fund

   

100.00

%

 

Matthews Asian Growth and Income Fund

   

0.00

%

 

Matthews Asia Dividend Fund

   

0.00

%

 

Matthews China Dividend Fund

   

0.00

%

 

Matthews Asia Focus Fund

   

0.00

%

 

Matthews Asia Growth Fund

   

0.00

%

 

Matthews Pacific Tiger Fund

   

100.00

%

 

Matthews Emerging Asia Fund

   

0.00

%

 

Matthews China Fund

   

0.00

%

 

Matthews India Fund

   

0.00

%

 

Matthews Japan Fund

   

0.00

%

 

Matthews Korea Fund

   

0.00

%

 

Matthews Asia Small Companies Fund

   

0.00

%

 

Matthews China Small Companies Fund

   

0.00

%

 

Matthews Asia Science and Technology Fund

   

0.00

%

 

matthewsasia.com | 800.789.ASIA 137



Approval of Investment Advisory Agreement (Unaudited)

The Funds, which are series of the Trust, have retained Matthews International Capital Management, LLC ("Matthews") to manage their assets pursuant to the Advisory Agreement, which has been approved by the Board of Trustees of the Funds, including the Independent Trustees. Following an initial term with respect to each Fund upon its commencement of operations, the Advisory Agreement continues in effect from year-to-year provided that the continuance is specifically approved at least annually by the vote of the holders of at least a majority of the outstanding shares of the Funds, or by the Board of Trustees, and, in either event, by a majority of the Independent Trustees of the Trust casting votes in person at a meeting called for that purpose.

At a meeting held on August 27 and 28, 2013, the Board, including the Independent Trustees of the Trust, approved the continuance of the Advisory Agreement, with respect to each Fund, for an additional one-year period ending August 31, 2014.

Before those meetings, the Independent Trustees had requested detailed information from Matthews about the matters to be considered. This information, together with the information provided to the Independent Trustees throughout the course of year, formed the primary (but not exclusive) basis for the Board's determinations as summarized below. The Independent Trustees reviewed and discussed the extensive information provided by Matthews at separate executive sessions held on August 5 and 6 (among a smaller working group), and 21, 2013. The Independent Trustees were assisted in their deliberations by their independent legal counsel. Below is a summary of the factors considered by the Board in approving the Advisory Agreement with respect to each Fund.

  The nature, extent and quality of the services provided by Matthews under the Advisory Agreement. The Trustees considered the experience and qualifications of the personnel at Matthews who are responsible for providing services to the Funds and who are responsible for the daily management of the Funds' portfolios. The Trustees noted that Matthews has continued to expand its professional staff over the past several years, and has enjoyed relative stability of its senior executive and portfolio management. They also reviewed Matthews' recent and planned hiring to further strengthen current capabilities and to support future potential growth of assets and the expansion of its business. Among other improved capabilities, the Trustees noted recent and planned enhancements to communications with intermediaries and investors as well as various other marketing and client service efforts. The Trustees noted various initiatives such as accessing the China A-share market, investing in other

emerging or frontier markets and seeking greater access to other investors such as institutional retirement plans in Latin America. The Trustees viewed Matthews as well positioned to provide high quality services to the Funds under various market conditions, as demonstrated by the past volatile and challenging securities markets that have caused either contracting revenues or rapidly expanding assets at different times. The Trustees attributed much of that past stability to Matthews' emphasis on preserving and enhancing portfolio management team resources, careful business planning and management, as well as its solid financial condition and strong cash reserves. As in past years, the Trustees considered the design and implementation of Matthews' disaster recovery and business continuity plan. The Trustees also considered the Chief Compliance Officer's report regarding the compliance resources, risk assessment and other initiatives, programs and structures of Matthews, including its compliance record and its supervision of the Funds' service providers. The Trustees concluded that Matthews has high-quality compliance and a strong commitment to a culture of compliance. The Trustees have noted the improvements made in the transparency and strength of the process for valuing certain securities and the enhancement of risk-management activities. The Trustees concluded that Matthews had the quality of personnel and other investment resources essential to performing its duties under the Advisory Agreement, and that the nature, overall quality, cost and extent of such management services are fully satisfactory.

  The investment performance of Matthews. The Trustees reviewed the short-term and long-term performance of each Fund on both an absolute basis and in comparison to peer funds and benchmark indices. The Trustees noted the challenging conditions of various Asian markets in 2012 and through June 30, 2013, but would expect the performance of certain Funds to lag the market averages in some short-term periods because of Matthews's emphasis on consistent long-term returns from investments in less cyclical companies. The Trustees also emphasized longer-term performance, which they believe is more important than short isolated periods for purposes of evaluating Matthews's success in meeting Fund and shareholder objectives. To the extent of any concerns about performance with respect to any particular period for a Fund, the Trustees noted that Matthews had provided a satisfactory explanation for the performance and explained its reasons for maintaining a consistent investment philosophy. The Trustees also reviewed both the Lipper peer

138 MATTHEWS ASIA FUNDS



Approval of Investment Advisory Agreement (Unaudited) (continued)

comparison measures and Morningstar ratings for each Fund for various periods ending June 30, 2013.

For Matthews Asia Growth Fund, the Trustees noted that the Fund's performance compared very favorably against its peers for the one-year, three-year, five-year and since-inception periods. The Fund ranked in the top quintile against its peer group funds for those periods.

For Matthews Asia Dividend Fund, the Trustees noted that the Fund had performed well against its peer group during the three-year, five-year and since inception periods, ranking in the first or second quintile for those periods, and above the median for the peer group for the one-year period.

For Matthews Pacific Tiger Fund, the Trustees noted that the Fund's performance was favorable in the one-year, three-year, five-year, ten-year and since-inception periods, ranking in the first or second quintiles for those periods against the Lipper peer group.

For Matthews Asian Growth and Income Fund, the Trustees noted that the Fund outperformed its peer group during the one-year, three-year, five-year, ten-year and since-inception periods, ranking in the first or second quintile for most of those periods, and above median for the one-year period.

For Matthews Asia Science and Technology Fund, the Trustees noted that the Fund's performance was more favorable than the median return of its peer funds over the ten-year and since-inception periods, but less favorable than the average return of its peer funds over the one-year, three-year and five-year periods. The Trustees observed that the funds in the peer group invested globally, rather than being limited to Asia. The Lipper information also showed below average performance against six Asia-focused technology funds in the peer group for the one-year period. The Trustees noted the absence of a directly comparable peer group because some of those Asia-focused funds were limited to China or were index products. The Trustees also acknowledged Matthews' explanation about the very volatile asset class in which the Fund invests, which can produce variable relative results. The Trustees remained satisfied with Matthews' explanation of its investment strategy and process for this Fund.

For Matthews China Fund, the Trustees noted that the Fund had outperformed the median of its peer funds over the five-year, ten-year and since-inception periods, ranking in the top quintile for the ten-year and since inception periods. The

Trustees expressed some concern about the shorter-term below-median performance over the one- and three-year periods, but emphasized the greater importance of longer-term periods. The Trustees remained satisfied with Matthews' explanation of its investment strategy and process for this Fund.

For Matthews India Fund, the Trustees noted that the Fund had outperformed its peer funds over the three-year, five-year and since inception periods, ranking in the first or second quintile for those periods, but ranking at approximately the median level for its peer group for the one-year period.

For Matthews Japan Fund, the Trustees noted that the Fund's performance was favorable compared to its peer funds over the one-year, three-year, five-year, ten-year and since-inception periods, ranking in the first or second quintile.

For Matthews Korea Fund, the Trustees noted that the Fund had been the top-performing fund within its narrower Korean-focused peer group over the one-year, three-year, five-year, ten-year and since inception periods. The Trustees also noted that the Fund's performance varied considerably against its broader Lipper peer group for various periods, but they consider the broader peer group, which consists of Pacific-oriented funds excluding Japan, as much too broad to be a useful peer group for a Korea-focused fund. The more limited peer group contains funds with 50% or more of their assets in Korea.

For Matthews Asia Small Companies Fund, the Trustees noted that the Fund ranked in the top quintile among its peer groups for the one-year, three-year and since-inception periods. The Trustees noted that one of the peer groups consisted of Pacific-oriented funds excluding Japan, which the Trustees regarded as too broad to be useful because the market capitalization of the peer funds' portfolio investments was not used to select funds.

For Matthews China Dividend Fund, the Trustees noted that the Fund had ranked in the first or second quintile of its peer groups one-year, three-year and since inception periods.

For Matthews China Small Companies Fund, the Trustees noted that the Fund was the top fund in a very small peer group for the since-inception period and last for the one-year period of that peer group, but the reverse with respect to a broad peer group for those same periods, with top quintile results for the one-year period and below the median for the period since inception. The Trustees recognized that

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Approval of Investment Advisory Agreement (Unaudited) (continued)

small capitalization strategies can produce highly variable results and they emphasized the longer-term results, which are not yet available for this Fund. The Trustees regarded the broader peer group as less useful because the market capitalization of the peer funds' portfolio investments was not used to select funds.

For Matthews Asia Strategic Income Fund, the Trustees noted that the Fund had ranked below the median peer group performance for the short period since inception, but in the top quintile for the one-year period. The Trustees recognized that the peer groups included mostly broader emerging market debt funds not focused on Asia, meaning the Fund's relative performance could be more dependent on the relative performance of the Asian debt markets than portfolio management activity. The Trustees noted that the Fund's performance was more comparable to the very few funds with a greater focus on Asian debt.

For Matthews Emerging Asia Fund and Matthews Asia Focus Fund, the very brief period since inception has not afforded sufficient performance to conduct a meaningful comparison to any peer group. The Trustees believe, however, that the relative past performance of other Funds managed by Matthews' provides additional support for their renewal of the Advisory Agreement with respect to these two new Funds.

The Trustees noted the difficulty of fairly benchmarking certain of the Funds in terms of performance and noted that they were of the view that more weight should be given to Matthews's analysis of relative performance and comparability of the peer groups than to standard data provided by Lipper Inc. and Morningstar, Inc. The Trustees also gave more weight to each Fund's longer-term investment performance given the long-term investment philosophy of each Fund. On that basis, the Trustees concluded that they were satisfied with the Funds' overall performance records. The Trustees also reviewed Matthews's trading policies and efforts to obtain best overall execution for the Funds in the various markets in which the Funds trade securities, including the enhancement of trading of currencies during the period reviewed. The Trustees noted the relatively low turnover rates in the various equity Funds and Matthews's consistent adherence to its long-standing investment approach, which emphasizes fundamental bottom-up driven investment selection in light of its view of regional economic conditions.

  The extent to which Matthews realizes economies of scale as the Funds grow larger and whether Fund investors benefit from any economies of scale. The Trustees discussed Matthews' ongoing investment in its technology, systems, staffing and other aspects of its business that can benefit the Funds, which is an acceptable way for Matthews to share economies of scale with the Funds and their shareholders. The Trustees considered the new personnel hired over the past year, as well as planned hiring, and the extent to which that hiring could be expected to benefit shareholders. The Trustees also recognize that the Funds' total assets have fluctuated over the past few years, especially in certain strategies, which has also affected any economies of scale that could be enjoyed. The Trustees concluded that the current advisory fee structure with breakpoints for the group-priced Funds (other than the two small company focused Funds, the new Emerging Asia Fund and the fixed-income Fund) enhances the ability of the Funds and their shareholders to benefit from past and future potential economies of scale, and continues to be appropriate given the size and objectives of the Funds. In addition, after extensive discussions with the Independent Trustees, Matthews agreed to provide an additional breakpoint reduction of 0.01% under each of its Administration and Shareholder Services Agreement for net assets over $22.5 billion and under its Advisory Agreement for net assets of the group-priced Funds over $25 billion, which has the effect of further sharing those economies. The Trustees remain comfortable about the extent to which economies of scale have been and will continue to be shared with the Funds and their shareholders.

  The costs of the services provided by Matthews and others. The Trustees considered the advisory fees and total fees and expenses of each Fund in comparison to the advisory fees and other fees and expenses of other funds in each Fund's relevant peer group. The Trustees considered both the gross advisory fee rates charged by Matthews, as well as the effective advisory fee rates after taking into consideration the expense limitation arrangements and voluntary fee waivers. The Trustees found that the contractual advisory rates (excluding administrative services) for the Funds were very competitive and generally lower than the relevant peer group averages for most of the Funds. Also, the total expense ratios paid by investors in the Funds, which are most representative of an investor's net experience, were also very competitive, with all but the newer Funds ranking below the peer group averages.

For each of Matthews Pacific Tiger Fund, Matthews Korea Fund, Matthews India Fund,

140 MATTHEWS ASIA FUNDS



Approval of Investment Advisory Agreement (Unaudited) (continued)

Matthews Japan Fund, Matthews China Fund, Matthews Asia Science and Technology Fund, Matthews Asian Growth and Income Fund, Matthews Asia Dividend Fund and Matthews Asia Growth Fund, the Trustees noted that, with the limited exceptions noted below, the gross advisory fee rates, the gross management fee (including administration) rates, the total expense ratio, the effective advisory fee rates and the actual nonmanagement fee rates (which include transfer agent and custodian fees) are all lower than or equal to the median of the funds in each Fund's peer group. The total expenses for the Matthews Asia Science and Technology Fund are only slightly above the median if Rule 12b-1 expenses are excluded from the peer group.) The gross advisory fee rate for the Matthews Japan Fund is slightly higher than the peer group average.

For Matthews Asia Small Companies Fund, the Trustees noted that the gross advisory fee rate, actual advisory fees and actual total expenses excluding Rule 12b-1 fees are higher than the peer group median. The Trustees were pleased to note, however, that the actual total expenses and non-management expenses were below the peer group medians. The Trustees expect that the Fund's comparative position should improve as the Fund grows.

For Matthews China Small Companies Fund, the Trustees noted that the gross advisory fee rate and actual total and non-management expenses are higher than the peer group median. The Trustees expect that the Fund's comparative position should improve as the Fund grows.

For Matthews China Dividend Fund, the Trustees noted that the gross advisory fee rate, actual advisory fees and total expenses are lower than the peer group average. The Trustees expect that the Fund's comparative position should improve further as the Fund grows.

For Matthews Asia Strategic Income Fund, the Trustees noted that the gross advisory fee rate and total expenses excluding Rule 12b-1 fees are higher than the peer group median, but the actual total expenses are below the median because of the expense limitation in effect. The Trustees expect that given the Fund's relatively recent inception and limited size, its comparative position should improve further as the Fund grows.

For Matthews Emerging Asia Fund and Matthews Asia Focus Fund, the very brief period since inception means that the Funds remain small and subject to subsidies under expense limitation agreements. For that reason there is not sufficient

new expense information to conduct a meaningful comparison to any peer group beyond that done as part of the initial approval for these Funds.

The Trustees also compared Matthews's advisory fees with those of Matthews's separate accounts and other investment products, noting that the Funds' advisory expenses were not disadvantageous (not being substantially higher than the separate accounts' rates). Total expenses appeared to be appropriate in comparison and taking into account the services differences between these products and the Funds, including the differences in the frequency of net asset value calculations. The Trustees considered various specific Fund expenses, including the custody fees and transfer agent fees. The Trustees noted Matthews's efforts in recent years had resulted in, for many of the Funds, reduced expenses in some categories. The Trustees noted, in particular, the new partial subsidy by Matthews of certain intermediary expenses for the Institutional Class shares. The Trustees concluded that Matthews's advisory fee rates and the Funds' expense ratios are reasonable in light of comparative performance and expense and advisory fee information for each of the Funds.

  The profits to be realized by Matthews and its affiliates from the relationships with the Funds. The Trustees reviewed the profitability of Matthews on both an absolute basis and in comparison to other investment advisers. The Trustees noted that Matthews's pretax profit margin appeared to be reasonable in relation to other advisors. The Trustees also noted that Matthews appeared to be sufficiently profitable to operate as a viable investment management firm, able to honor its obligations as a sponsor of the Funds, including the Funds that did not generate a profit for Matthews, without earning excessive profits from any particular Fund or from the overall relationship with the Funds. The Trustees noted that, with fluctuations in asset levels in some prior years, volatility in revenues and profitability could be expected from time to time, but also noted the continued expenditures on personnel and other resources. The Trustees noted an increase in profitability recently, but they are aware of the continued volatility of markets and assets that can result in continued fluctuations of profitability. The Trustees further noted that Matthews's continued upgrading of its trading, research, compliance, and other technological systems should increase Matthews's capacity, speed and reliability in providing services to the Funds as they grow, which further supports the long-term viability of the Funds and Matthews. The Trustees also considered that the additional benefits derived by Matthews from its

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Approval of Investment Advisory Agreement (Unaudited) (continued)

relationship with the Funds are limited solely to permissible research and brokerage benefits received in exchange for "soft dollars." After that review, the Trustees determined that the profitability rate to Matthews with respect to the Advisory Agreement is fair and reasonable in consideration of the services it provides to the Funds.

No single factor was determinative of the Board's decision to approve the Advisory Agreement, but rather the Trustees based their determination on the total mix of information available to them. After considering the factors described above, the Board concluded that the terms of the advisory arrangements are fair and reasonable to each Fund in light of the services that Matthews provides, its costs and reasonably foreseeable Fund asset levels, and that each Fund's shareholders received and would receive reasonable value in return for the advisory

fees paid. The Board agreed that the continuance of the Advisory Agreement with respect to each Fund would be in the best interests of the Funds and their shareholders. The Independent Trustees concluded separately that continuance of the Advisory Agreement was supported by reasonable and impartial records and information, including the performance of the Funds in relation to their peer groups, the services provided by Matthews, and the competitive expense structure, and that the continuance of the Advisory Agreement with respect to each Fund would be in the best interests of each Fund and its shareholders.

The Advisory Agreement may be terminated by the Trustees on behalf of the Funds or by Matthews upon 60 days' prior written notice without penalty. The Advisory Agreement will also terminate automatically in the event of its assignment, as defined in the 1940 Act.

142 MATTHEWS ASIA FUNDS



Trustees and Officers of the Funds (Unaudited)

The operations of each Fund are under the direction of the Board of Trustees. The Board of Trustees establishes each Fund's policies and oversees and reviews the management of each Fund. The Board meets regularly to review the activities of the officers, who are responsible for the day-to-day operations of the Funds. The Statement of Additional Information, which includes additional information about Fund Trustees, is available without charge by calling 800.789.2742 or by visiting the Funds' website, matthewsasia.com. The Trustees and executive officers of the Funds, their year of birth, business address and principal occupations during the past five years are set forth below:

Name, Year of Birth,
Address and Position(s)
Held with 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
 

INDEPENDENT TRUSTEES

 
GEOFFREY H. BOBROFF
Born 1944
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
Chairman of the Board of
Trustees and Trustee
 

Since 2006

 

President, Bobroff Consulting, Inc. (since 1993).

 

15

 

Director (since February 2013), Matthews A Share Selections Fund, LLC (1 Portfolio).

 
TOSHI SHIBANO
Born 1950
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
Trustee
 

Since 2003

 

President, Strategic Value Creation, Inc. (since 1995); Faculty, General Electric's John F. Welch Leadership Center (since 2000); Executive Education Lecturer, Center for Executive Education, Haas School of Business, UC Berkeley (since 1995); Adjunct Professor, Columbia Graduate School of Business (2000–2011); Associate Professor, Thunderbird Graduate School of Management (2001-2005), Visiting Assistant Professor, Stanford Graduate School of Business (2000); Assistant Professor, University of Chicago Graduate School of Business (1995-2000); Assistant Professor, Haas School of Business, UC Berkeley (1988-1995).

 

15

 

Director (since February 2013), Matthews A Share Selections Fund, LLC (1 Portfolio).

 
RHODA ROSSMAN
Born 1958
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
Trustee
 

Since 2006

 

Vice President, Corporate Investment Officer (2007–2010); and Senior Vice President and Treasurer (2003–2007), The PMI Group, Inc.

 

15

 

Director (since February 2013), Matthews A Share Selections Fund, LLC (1 Portfolio).

 
JONATHAN F. ZESCHIN
Born 1953
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
Trustee
 

Since 2007

 

Partner, Essential Investment Partners, LLC (since 2009); President, Essential Advisers Inc. (since 2000); Managing Partner, JZ Partners LLC (since 1998).

 

15

 

Director (since February 2013), Matthews A Share Selections Fund, LLC (1 Portfolio); Independent Chairman of the Board of Trustees, DCA Total Return Fund (2005–2011) (1 Portfolio) and DCW Total Return Fund (2007–2010) (1 Portfolio); Independent Trustee, ICON Funds (2002–2007) (17 Portfolios); Independent Director, Wasatch Funds (2002–2004) (10 Portfolios).

 
RICHARD K. LYONS
Born 1961
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
Trustee
 

Since 2010

 

Dean (since 2008), Haas School of Business, UC Berkeley; Chief Learning Officer (2006–2008), Goldman Sachs; Executive Associate Dean (2005–2006), Acting Dean (2004–2005), Professor (2000–2004), Associate Professor (1996–2000), Assistant Professor (1993–1996), Haas School of Business, UC Berkeley.

 

15

 

Director (since February 2013), Matthews A Share Selections Fund, LLC (1 Portfolio); Director (2000–2006), iShares Fund Complex, consisting of iShares, Inc. (24 Portfolios) and iShares Trust (over 70 Portfolios) managed by Barclays Global Investors; Trustee (2001–2006), Barclays Global Investor Fund Complex, consisting of Barclays Global Investor Funds and Barclays Master Investment Portfolios (15 Portfolios); Independent Trustee, Matthews Asia Funds (1994–2006) (9 Portfolios).

 

matthewsasia.com | 800.789.ASIA 143



Name, Year of Birth,
Address and Position(s)
Held with 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
 

INTERESTED TRUSTEES2

 
G. PAUL MATTHEWS
Born 1956
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
Trustee
 

Since 2007

 

Chairman (1996–2009), Managing Member (since 1996), Portfolio Manager (1996–2012), Director (since 2009), Chief Investment Officer (1991–2007), Matthews International Capital Management, LLC; President of the Funds (1994–2007).

 

15

 

Director (since February 2013), Matthews A Share Selections Fund, LLC (1 Portfolio); Director, Matthews Asian Selections Funds Plc (1 Portfolio).

 

 

Name, Year of Birth,
Address and Position(s)
Held with Trust
  Term of Office
and Length of
Time Served1
 

Principal Occupation(s) During Past 5 Years

  Other Trusteeships/
Directorships
(number of
portfolios)
Held by Officer
 

OFFICERS WHO ARE NOT TRUSTEES

 
WILLIAM J. HACKETT
Born 1967
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
President
 

Since 2008

 

Chief Executive Officer (since 2009), President and Secretary (since 2007), Matthews International Capital Management, LLC; Partner (2002–2007), Deloitte & Touche, LLP.

 

Director, Matthews Asian Selections Funds Plc (1 Portfolio); Director, Matthews Asia Funds S.I.C.A.V. (7 Portfolios).

 
ROBERT J. HORROCKS, PHD
Born 1968
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
Vice President
 

Since 2009

 

Chief Investment Officer (Since 2009), Director of Research (2008–2009), Matthews International Capital Management, LLC; Head of Research, Mirae Asset Management (2006–2008); Chief Investment Officer, Everbright Pramerica (2003–2006).

 

None

 
JOHN P. McGOWAN
Born 1964
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
Vice President and
Secretary
 

Since 2005

 

Senior Vice President of Business Administration (since 2009), Chief Administrative Officer (2007–2008), Chief Operating Officer (2004–2007), Matthews International Capital Management, LLC; Chief Operating Officer, Treasurer and Chief Compliance Officer, Forward Management LLC (1998–2004).

 

Director, Matthews Asian Selections Funds Plc (1 Portfolio); Director, Matthews Asia Funds S.I.C.A.V. (7 Portfolios).

 
SHAI A. MALKA
Born 1973
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
Treasurer
 

Since 2005

 

Vice President of Fund Accounting and Operations (since 2010), Senior Manager of Fund Accounting and Operations (2004–2009), Matthews International Capital Management, LLC.

 

None

 
TIMOTHY B. PARKER
Born 1958
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
Vice President
 

Since 2008

 

General Counsel (since 2005), Matthews International Capital Management, LLC; Partner, Kirkpatrick & Lockhart Nicholson Graham LLP (2003–2005); Global Head of Compliance and Risk Management, Allianz Dresdner Asset Management (2001–2003); Managing Director, RCM Global Investors (1993–2001).

 

Director, Matthews Asia Funds S.I.C.A.V. (7 Portfolios).

 
MANOJ K. POMBRA
Born 1964
Four Embarcadero Center
Suite 550
San Francisco, CA 94111
Chief Compliance Officer
 

Since 2005

 

Chief Compliance Officer, Matthews International Capital Management, LLC (since 2005); Senior Manager, Mutual Fund Compliance/Manager Portfolio Compliance, Franklin Templeton Investments (2001–2005).

 

None

 

1  Each trustee serves for an indefinite term, until retirement age or until his/her successor is elected. Officers serve at the pleasure of the Board of Trustees.

2  This trustee is considered an "interested person" of the Trust as defined under the 1940 Act because of an ownership interest in the Advisor and an office held with the Advisor.

144 MATTHEWS ASIA FUNDS




Matthews Asia Funds

INVESTMENT ADVISOR

Matthews International Capital Management, LLC

Four Embarcadero Center, Suite 550

San Francisco, CA 94111

800.789.ASIA

CUSTODIAN

Brown Brothers Harriman & Co.

50 Milk Street

Boston, MA 02109

ACCOUNT SERVICES

Matthews Asia Funds

P.O. Box 9791

Providence, RI 02940

800.789.ASIA

LEGAL COUNSEL

Paul Hastings LLP

55 Second Street, 24th Floor

San Francisco, CA 94105

matthewsasia.com | 800.789.ASIA




P.O. Box 9791  |  Providence, RI 02940  |  matthewsasia.com  |  800.789.ASIA (2742)  

Matthews Asia Funds are distributed in the United States by Foreside Funds Distributors LLC, Berwyn, Pennsylvania

Matthews Asia Funds are distributed in Latin America by HMC Partners  AR-1213-220M




 

Item 2. Code of Ethics.

 

(a)         The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.

 

(c)          There have been no amendments, during the period covered by this report, to a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics description.

 

(d)         The registrant has not granted any waivers, including an implicit waiver, from a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this item’s instructions.

 

Item 3. Audit Committee Financial Expert.

 

(a)

 

As of the end of the period covered by the report, the registrant’s board of directors has determined that the registrant has two audit committee financial experts serving on its audit committee, Toshi Shibano and Jonathan F. Zeschin, and that both are “independent.”

 

 

 

(b)

 

Prof. Shibano is an Adjunct Professor at the Columbia Graduate School of Business and a member of the Faculty of the General Electric Corporate Leadership Development Center.  He also serves as Executive Education Lecturer at the Haas School of Business at the University of California, Berkeley, and has served on the faculties of Thunderbird American Graduate School of International Management, Stanford Graduate School of Business, the University of Chicago School of Business and the Australian Graduate School of Management at the University of New South Wales.  He regularly reviews current research in accounting both for use in instruction of courses and for internal faculty evaluation.  He has experience analyzing and evaluating financial statements at the appropriate level of complexity through his professional activities on the educational faculties referenced above.

 

Prof. Shibano also has extensive experience in executive education worldwide (Hong Kong, Taiwan, Singapore, Finland, Italy, Mexico, India) and has developed innovative new

 



 

 

 

programs in financial analysis, management control systems and strategy implementation.  Prof. Shibano has published in the Journal of Accounting Research, the Journal of Accounting and Economics, the Rand Journal of Economics, and the Journal of Applied Corporate Finance, on the topics of strategic audit risk, accounting standard setting, international accounting standards, tax minimization, foreign currency risk management, and organizational structure.  Prof. Shibano received his MBA from the Haas School at UC Berkeley and earned his PhD at the Stanford Graduate School of Business, earning the highest academic honors in both programs.  Prof. Shibano has gained additional accounting expertise as the Audit Committee Chair of Matthews International Funds.

 

Mr. Zeschin is Partner of Essential Investment Partners, LLC, a wealth management and investment advisory firm.  He is also the portfolio manager for that firm’s Essential Growth Portfolio. Essential Investment Partners, LLC succeeded to the business of Essential Advisers, Inc.  He is Managing Partner of JZ Partners, LLC, a business consulting firm for investment managers.  Prior to forming Essential Advisers, Inc., Mr. Zeschin held senior executive positions with Founders Asset Management, Inc., Invesco Fund Group, and Stein Roe & Farnham, Inc.  Mr. Zeschin holds a Masters of Management from the Kellogg School at Northwestern University, with majors in Finance and Marketing, and a Bachelor in Business Administration in Accounting with distinction from the University of Michigan. He holds a Certified Public Accountant certificate from the state of Illinois and is a Certified Financial Planner certificant.  Mr. Zeschin is a former chair of the ICI’s Accounting Treasurer’s Committee and a former member of the AICPA Investment Companies committee.  Mr. Zeschin is currently the chairman of the Board of Trustees to two NYSE listed closed-end funds.  He has served on the audit committees of mutual fund boards since 2002.  He has experience analyzing and evaluating financial statements at the appropriate level of complexity through his professional activities on the educational faculties referenced above.  Mr. Zeschin has gained additional expertise as a member of the Audit Committee of Matthews International Funds.

 

Item 4. Principal Accountant Fees and Services.

 

Audit Fees

 

(a)         The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are $371,580 in 2012 and $414,373 in 2013.

 

Audit-Related Fees

 

(b)         The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item are $0 in 2012 and $0 in 2013.

 



 

Tax Fees

 

(c)          The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $95,680 in 2012 and $105,098 in 2013. Tax fees include services provided by PWC for tax return preparations.

 

All Other Fees

 

(d)         The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 in 2012 and $0 in 2013.

 

(e)(1)           Disclose the audit committee’s pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.

 

Pre-Approval of Auditor Services.

 

Pre-Approval Requirements.  Before the Auditor is engaged by the Trust to render audit related or permissible non-audit services, either:

 

(i)                                   The Audit Committee shall pre-approve all audit related services and permissible non-audit services (e.g., tax services) to be provided to the Trust; or

 

(ii)                                The Audit Committee shall establish policies and procedures governing the Auditor’s engagement.  Any such policies and procedures must (1) be detailed as to the particular service and (2) not involve any delegation of the Audit Committee’s responsibilities to the Adviser.  The Audit Committee may delegate to one or more of its members the authority to grant pre-approvals. The pre-approval policies and procedures shall include the requirement that the decisions of any member to whom authority is delegated under this Section 4(e) shall be presented to the full Audit Committee at its next scheduled meeting.

 

De Minimis Exceptions to Pre-Approval Requirements.  Pre-approval for a service provided to the Trust other than audit, review or attest services is not required if:  (1) the aggregate amount of all such non-audit services provided to the Trust constitutes not more than 5 percent of the total amount of revenues paid by the Trust to the Auditor during the fiscal year in which the non-audit services are provided; (2) such services were not recognized by the Trust at the time of the engagement to be non-audit services; and (3) such services are promptly brought to the attention of the Audit Committee and are approved by the Audit Committee or by one or more members of the Audit Committee to whom authority to grant such approvals has been delegated by the Audit Committee.

 

Pre-Approval of Non-Audit Services Provided to the Adviser and Certain Control Persons.  With respect to services that have a direct impact on the operations or financial reporting of the Trust, the Audit Committee shall pre-approve all such non-audit services proposed to be provided by the Auditor to (i) the Adviser and (ii) any entity controlling, controlled by, or under common control with the Adviser that provides ongoing services to the Trust.

 

Application of De Minimis Exception:  The de minimis exceptions set forth above under Section 4(e)(ii) apply to pre-approvals under this Section 4(e)(iii) as well, except that the

 



 

“total amount of revenues” calculation for Section 4(e)(iii) services is based on the total amount of revenues paid to the Auditor by the Trust and any other entity that has its services approved under this Section (i.e., the Adviser or any control person).

 

(e)(2)           The percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are as follows:

 

(b)  100%

 

(c)  100%

 

(d)  100%

 

(f)           The percentage of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees was 100%.

 

(g)          The aggregate non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant was $368,627 in 2012 and $268,445 in 2013.

 

(h)         The registrant’s audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

 

Item 5. Audit Committee of Listed registrants.

 

Not applicable.

 

Item 6. Investments.

 

(a)               Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form.

 

(b)               Not applicable.

 



 

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

 

Not applicable.

 

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

 

Not applicable.

 

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

 

Not applicable.

 

Item 10. Submission of Matters to a Vote of Security Holders.

 

There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.

 

Item 11. Controls and Procedures.

 

(a)         The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)).

 

(b)         There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 



 

Item 12. Exhibits.

 

(a)(1)                Code of ethics, or any amendment thereto, that is the subject of disclosure required by Item 2 is attached hereto.

 

(a)(2)                Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

 

(a)(3)                Not applicable.

 

(b)                               Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 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.

 

(Registrant)

 

Matthews International Funds

 

 

 

 

 

By (Signature and Title)*

/s/ William J. Hackett

 

 

William J. Hackett, President

 

 

(principal executive officer)

 

 

 

 

Date

March 6, 2014

 

 

 

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

 

 

By (Signature and Title)*

/s/ William J. Hackett

 

 

William J. Hackett, President

 

 

(principal executive officer)

 

 

 

 

Date

March 6, 2014

 

 

 

By (Signature and Title)*

/s/ Shai Malka

 

 

Shai Malka, Treasurer

 

 

(principal financial officer)

 

 

 

 

Date

March 6, 2014

 

 


* Print the name and title of each signing officer under his or her signature.