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OMB Number: 3735-0570
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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: 811-00833
ASA LIMITED
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(Exact name of registrant as specified in charter)
36 WIERDA ROAD WEST, SANDTON 2196 SOUTH AFRICA
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(Address of principal executive offices) (Zip code)
LAWRENCE G. NARDOLILLO, CPA
LGN ASSOCIATES
P.O. BOX 269
FLORHAM PARK, NJ 07932
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(Name and address of agent for service)
Registrant's telephone number, including area code: (716) 883-2427
Date of fiscal year end: NOVEMBER 30, 2004
Date of reporting period: MAY 31, 2004
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
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UNDER THE CLEARANCE REQUIREMENTS OF 44 U.S.C. SS. 3507.
================================================================================
FORM N-CSR FILED UNDER ACCESSION NUMBER 0000930413-04-003402 ON JULY 30, 2004
WAS SUBMITTED IN ERROR AND IS TO BE DISREGARDED
================================================================================
ITEM 1. REPORT TO SHAREHOLDERS
ASA LIMITED 36 WIERDA ROAD WEST
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA) SANDTON 2196
SOUTH AFRICA
TO THE SHAREHOLDERS:
At May 31, 2004 the Company's net asset value was $42.96 per share. This
compares with $51.54 per share at November 30, 2003, the end of the Company's
previous fiscal year. The Company's most recent net asset value on July 8, 2004
was $41.48 per share. On this date, the closing market price of our shares was
$37.36 per share, a discount of 9.9% to the net asset value.
Net investment income for the six months ended May 31, 2004 was $.20 per
share vs. $.52 for the same period last year. The Board of Directors declared a
second quarter dividend of $.15 per share on May 7, 2004 payable May 27, 2004 to
shareholders of record on May 20, 2004.
At our annual meeting held on February 6, 2004 shareholders reelected the
ten incumbent directors and ratified the selection of Ernst & Young LLP and
Ernst & Young Johannesburg, South Africa to serve as auditors for the fiscal
year ending November 30, 2004. See page 15 of this report for details regarding
the results of the voting.
You will note that our net investment income of $.20 per share for the
first half of fiscal 2004 was down from the $.52 for the same period last year.
Most of this decrease was due to a decline in dividends received from the stocks
in our portfolio of 56% in rand terms and 45% in dollar terms. Dividend income
from companies incorporated outside of South Africa provided us with increased
dividend income but South African dividend receipts declined dramatically. We
also experienced a decline in interest income and a 5% increase in operating
expenses, due largely to legal and administrative work in connection with our
intended move to Bermuda.
It is difficult to project the earnings for the second half. However, we
may be in line for a special dividend from Impala Platinum resulting from the
$688 million it will receive from the sale of its 27.1% share in Lonplats, the
main operating asset of London Stock Exchange listed Lonmin. Impala management
has said that it is considering returning part of that cash to the shareholders
by way of a special cash dividend, share buy back, or combination of both.
The South African gold industry's production for calendar year 2004 has
been estimated to be only 338 tons or 13% of last year's global production. This
compares with 375 tons produced last year, 425 tons produced in 1999 and 1,103
tons produced in 1970 when South Africa dominated global output with 68% of the
world's total.
In addition to reduced output, earnings and dividend payouts of the South
African mines have been severely impacted by above-inflation rate increases in
water and steel prices. The most important negative impact on earnings, however,
has been the strong rand, which is forcing costs higher and lowering the mines'
revenues.
While the dollar gold price has more or less retained its upward trend, the
rand gold price, driven by the strong rand, has remained in a range of 79,000 to
85,000 rand per kilogram for more than a year. At these levels it is difficult
for the South African gold mining industry to generate profits. We have seen
estimates that over 50% of South African gold mines are operating at a loss.
However, if the rand were to weaken and the dollar price of gold continue its
upward trend, the earnings leverage on the upside for the mining industry in
South African could be impressive.
We persist in our efforts to move from South Africa to Bermuda. As we have
noted in past reports, changes in South African tax law have removed the
exemptions that had been granted to the Company in 1958 to encourage our
location there. The removal of these exemptions also will cause us to be subject
to new taxes that have been recently enacted. As we previously reported, the
Company was successful in convincing the South Africa Parliament to pass special
legislation extending the Company's exemption from certain taxes until November
30, 2004. Following that date, the Company would be subject to a capital gains
tax at an effective rate of fifteen percent on capital gains realized after that
date. It also would be subject to a tax ("Secondary Tax on Companies") on the
distribution of capital gains -- as well as a portion of net investment income
-- of twelve and a half percent. The Company has not been in the practice of
paying dividends out of capital gains in recent years and the prospect of
1
such dividends being taxed to the Company would probably discourage us from
paying such dividends in the future.
Should we be successful in moving to Bermuda before November 30, 2004 we
will not be subject to the above taxes. Management intends to place a plan of
reorganization before the shareholders sometime before November. Shareholders
must be aware, however, that setbacks in the process to receive an exemptive
order from the U.S. Securities and Exchange Commission permitting the Company to
move to Bermuda, unexpected external factors or failure of shareholders to
approve the reorganization could result in the Company being unable to move to
Bermuda before November 30, 2004.
If the Company were to move to Bermuda after November 30, 2004 (or if it
were to liquidate after that date as a South African company) it would incur a
tax liability, which with the advice of our South African tax advisers, we
estimate at approximately $25 million (or $2.60 per share) based on our
financial statements as of May 31, 2004. This amount includes a $5.5 million (or
$.58 per share) deferred South African capital gains tax liability reflected in
the accompanying financial statements.
For additional information on the Company's South African tax status, I
refer you to Note 2 to the financial statements on pages 7 and 8 of this report.
Copies of financial reports of the Company, as well as its latest net asset
value may be requested from LGN Associates, P.O. Box 269, Florham Park, NJ 07932
(973) 377-3535 or may be found on the Company's website (www.asaltd.com).
I would also like to call to your attention the availability of the
Dividend Reinvestment Plan. See page 14 of this report for information.
Equiserve, the agent for the Plan, is able to communicate with shareholders
through the Internet. The only requirement for shareholder participation is use
of a personal computer and access to an electronic mail package. The Equiserve
address is EQUISERVE@EQUISERVE.COM and access is available 24 hours a day. In
addition, Equiserve has established a Shareholder Contact Center ("Center") to
respond to shareholders' questions in a timely manner. The telephone number is
781-575-2723. The Center is available Monday through Friday between 8:30 a.m.
and 7 p.m. (Eastern Time).
Robert J.A. Irwin
July 16, 2004 CHAIRMAN OF THE BOARD
2
SCHEDULE OF INVESTMENTS
(NOTE 1)
May 31, 2004
-------------------------------------------------------------------------------------------------------------------
Number of Percent of
Name of Company Shares Market Value Net Assets
-------------------------------------------------------------------------------------------------------------------
ORDINARY SHARES OF GOLD MINING COMPANIES
AUSTRALIAN GOLD MINES
Newcrest Mining Limited - ADRs 3 000 000 $ 27 630 000 6.7%
-------------------------------------------------------------------------------------------------------------------
UNITED STATES GOLD MINES
Newmont Mining Corporation 520 368 20 663 813 5.0
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SOUTH AFRICAN GOLD MINES
AngloGold Ashanti Limited 2 389 894 83 636 131 20.3
Gold Fields Limited 9 704 977 114 834 568 27.7
Harmony Gold Mining Company Limited 292 459 3 523 828 .9
Harmony Gold Mining Company Limited - ADRs 2 166 400 25 953 472 6.3
-------------------------------------------------------------------------------------------------------------------
227 947 999 55.2
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CANADIAN GOLD MINES
Barrick Gold Corporation 730 000 15 089 100 3.7
Placer Dome Incorporated 1 065 312 16 608 214 4.0
-------------------------------------------------------------------------------------------------------------------
31 697 314 7.7
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SOUTH AMERICAN GOLD MINES
Compania de Minas Buenaventura - ADRs 900 000 21 087 000 5.1
-------------------------------------------------------------------------------------------------------------------
329 026 126 79.7
-------------------------------------------------------------------------------------------------------------------
ORDINARY SHARES OF OTHER COMPANIES
SOUTH AFRICAN MINING
Anglo American PLC 1 280 000 27 110 509 6.6
Anglo American Platinum Corporation Limited 820 500 30 552 691 7.4
Impala Platinum Holdings Limited 262 700 19 354 072 4.7
Mvelaphanda Resources Limited 1 950 000 6 285 416 1.5
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83 302 688 20.2
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Total investments (Cost - $151 159 299) 412 328 814 99.9
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CASH AND OTHER ASSETS LESS LIABILITIES 46 838 .1
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Net assets $412 375 652 100.0%
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There is no assurance that the valuations at which the Company's
investments are carried could be realized upon sale.
The notes to the financial statements form an integral part of these
statements.
3
STATEMENTS OF ASSETS AND LIABILITIES
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ASSETS May 31, 2004 May 31, 2003
-------------------------------------------------------------------------------------------------------------------
Investments, at market value (Note 1)
Gold mining companies -
Cost $117 577 016 in 2004
$121 354 720 in 2003 $329 026 126 $278 511 105
Other companies -
Cost $33 582 283 in 2004
$26 678 003 in 2003 83 302 688 63 406 199
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412 328 814 341 917 304
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Cash (Includes foreign cash of $4 633 317 and $497 790) 5 653 497 9 537 910
Dividends and interest receivable 139 910 146 103
Other assets 260 760 86 588
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Total assets 418 382 981 351 687 905
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LIABILITIES
-------------------------------------------------------------------------------------------------------------------
Accounts payable and accrued liabilities 493 205 403 136
Current South African tax liability (benefit) (16 817) 76 576
Deferred South African tax liability 5 530 941 3 453 238
-------------------------------------------------------------------------------------------------------------------
Total liabilities 6 007 329 3 932 950
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NET ASSETS (SHAREHOLDERS' INVESTMENT) $412 375 652 $347 754 955
------------------------------------------------------------------------------------------------------------------
Ordinary (common) shares R0.25 nominal (par) value
Authorized: 24,000,000 shares
Issued and Outstanding: 9,600,000 shares $ 3 360 000 $ 3 360 000
Share premium (capital surplus) 27 489 156 27 489 156
Undistributed net investment income 58 153 100 60 737 729
Undistributed net realized (loss) from
foreign currency transactions (55 009 385) (49 874 418)
Undistributed net realized gains on investments 122 131 967 115 112 525
Net unrealized appreciation on investments 255 638 574 190 431 343
Net unrealized appreciation on
translation of assets and liabilities in foreign
currency 612 240 498 620
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Net assets $412 375 652 $347 754 955
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Net assets per share $42.96 $36.22
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The closing price of the Company's shares on the New York Stock Exchange
was $37.64 and $35.90 on May 31, 2004 and 2003, respectively.
The notes to the financial statements form an integral part of these
statements.
4
STATEMENTS OF OPERATIONS
Six months ended
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May 31, 2004 May 31, 2003
----------------------------------------------------------------------------------------------------------------
Investment income
Dividend income $ 3 369 822 $ 6 133 508
Interest income 97 578 337 327
----------------------------------------------------------------------------------------------------------------
3 467 400 6 470 835
----------------------------------------------------------------------------------------------------------------
Expenses
Shareholder reports and proxy expenses 87 540 111 199
Directors' fees and expenses 317 613 281 447
Salaries and benefits 300 850 246 871
Other administrative expenses 373 454 331 500
Transfer agent, registrar and custodian 58 335 75 118
Professional fees and expenses 216 796 205 679
Insurance 72 081 76 127
Other 171 564 188 300
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Total expenses 1 598 233 1 516 241
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Net investment income before South African tax benefit 1 869 167 4 954 594
South African tax benefit 80 632 --
----------------------------------------------------------------------------------------------------------------
Net investment income 1 949 799 4 954 594
----------------------------------------------------------------------------------------------------------------
Net realized and unrealized gain (loss) from investments
and foreign currency transactions
Net realized gain from investments
Proceeds from sales 8 403 634 --
Cost of securities sold 1 384 192 --
----------------------------------------------------------------------------------------------------------------
Net realized gain from investments 7 019 442 --
----------------------------------------------------------------------------------------------------------------
Net realized gain (loss) from foreign currency transactions
Investments (6 872 264) --
Foreign currency transactions 44 858 1 346 451
----------------------------------------------------------------------------------------------------------------
Net realized gain (loss) from foreign currency transactions (6 827 406) 1 346 451
----------------------------------------------------------------------------------------------------------------
Net increase (decrease) in unrealized appreciation on investments
Balance, beginning of period 345 821 603 170 170 266
Balance, end of period 261 169 515 193 884 581
----------------------------------------------------------------------------------------------------------------
Increase (Decrease) (84 652 088) 23 714 315
Change in deferred South African tax liability 3 085 646 7 937
----------------------------------------------------------------------------------------------------------------
Net increase (decrease) in unrealized appreciation on
investments (81 566 442) 23 722 252
----------------------------------------------------------------------------------------------------------------
Net (decrease) in unrealized appreciation
on translation of assets and liabilities in foreign currency (103 830) (811 569)
----------------------------------------------------------------------------------------------------------------
Net realized and unrealized gain (loss) from
investments and foreign currency transactions (81 478 236) 24 257 134
----------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets resulting
from operations $ (79 528 437) $ 29 211 728
----------------------------------------------------------------------------------------------------------------
The notes to the financial statements form an integral part of these
statements.
5
STATEMENTS OF SURPLUS AND STATEMENTS OF CHANGES IN NET ASSETS
Six months ended
-------------------------------------------------------------------------------------------------------------------
STATEMENTS OF SURPLUS May 31, 2004 May 31, 2003
-------------------------------------------------------------------------------------------------------------------
Share premium (capital surplus)
Balance, beginning and end of period $ 27 489 156 $ 27 489 156
-------------------------------------------------------------------------------------------------------------------
Undistributed net investment income
Balance, beginning of period $ 59 083 301 $ 58 663 135
Net investment income for the period 1 949 799 4 954 594
Dividends paid (2 880 000) (2 880 000)
-------------------------------------------------------------------------------------------------------------------
Balance, end of period $ 58 153 100 $ 60 737 729
-------------------------------------------------------------------------------------------------------------------
Undistributed net realized (loss) from
foreign currency transactions
Balance, beginning of period $(48 181 979) $(51 220 869)
Net realized gain (loss) for the period (6 827 406) 1 346 451
-------------------------------------------------------------------------------------------------------------------
Balance, end of period $(55 009 385) $(49 874 418)
-------------------------------------------------------------------------------------------------------------------
Undistributed net realized gain from investments
(Computed on identified cost basis)
Balance, beginning of period $115 112 525 $115 112 525
Net realized gain for the period 7 019 442 --
-------------------------------------------------------------------------------------------------------------------
Balance, end of period $122 131 967 $115 112 525
-------------------------------------------------------------------------------------------------------------------
Net unrealized appreciation (depreciation) on investments
Balance, beginning of period $337 205 016 $166 709 091
Net increase (decrease) for the period (81 566 442) 23 722 252
-------------------------------------------------------------------------------------------------------------------
Balance, end of period $255 638 574 $190 431 343
-------------------------------------------------------------------------------------------------------------------
Net unrealized appreciation (depreciation)
on translation of assets and liabilities in foreign currency
Balance, beginning of period $ 716 070 $ 1 310 189
Net unrealized (depreciation) for the period (103 830) (811 569)
-------------------------------------------------------------------------------------------------------------------
Balance, end of period $ 612 240 $ 498 620
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Six months ended
-------------------------------------------------------------------------------------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS May 31, 2004 May 31, 2003
-------------------------------------------------------------------------------------------------------------------
Net investment income $ 1 949 799 $ 4 954 594
Net realized gain from investments 7 019 442 --
Net realized gain (loss) from foreign currency transactions (6 827 406) 1 346 451
Net increase (decrease) in unrealized appreciation on investments (81 566 442) 23 722 252
Net (decrease) in unrealized appreciation (depreciation)
on translation of assets and liabilities in foreign currency (103 830) (811 569)
-------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets resulting from operations (79 528 437) 29 211 728
Dividends paid (2 880 000) (2 880 000)
-------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets (82 408 437) 26 331 728
Net assets, beginning of period 494 784 089 321 423 227
-------------------------------------------------------------------------------------------------------------------
Net assets, end of period $412 375 652 $347 754 955
-------------------------------------------------------------------------------------------------------------------
The notes to the financial statements form an integral part of these
statements.
6
NOTES TO FINANCIAL STATEMENTS
SIX MONTHS ENDED MAY 31, 2004 AND 2003
1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The following is a summary of the
Company's significant accounting policies:
A. INVESTMENTS
Portfolio securities are generally valued at the last reported sales price on
the last trading day of the period, or the mean between the closing bid and
asked prices of those securities not traded on that date. In the event that a
mean price cannot be computed due to the absence of either a bid or an asked
price, then the bid price plus 1% or the ask price less 1%, as applicable, is
used. Securities for which current market quotations are not readily available
are valued at their fair value as determined in good faith by, or in accordance
with procedures adopted by, the Company's Board of Directors.
The difference between cost and current value is reflected separately as net
unrealized appreciation (depreciation) on investments. The net realized gain or
loss from the sale of securities is determined for accounting purposes on the
identified cost basis.
There is no assurance that the valuation at which the Company's investments
are carried could be realized upon sale.
B. EXCHANGE GAINS AND LOSSES
The Company records exchange gains and losses in accordance with the
provisions of the American Institute of Certified Public Accountants Statement
of Position 93-4, Foreign Currency Accounting and Financial Statement
Presentation for Investment Companies ("SOP"). The SOP requires separate
disclosure in the accompanying financial statements of net realized gain (loss)
from foreign currency transactions, and inclusion of unrealized gain (loss) on
the translation of currency as part of net unrealized appreciation
(depreciation) on translation of assets and liabilities in foreign currency.
C. SECURITY TRANSACTIONS AND INVESTMENT INCOME
During the six months ended May 31, 2004 sales of securities amounted to
$8,403,634 and purchases of securities amounted to $7,292,714. During the six
months ended May 31, 2003 there were no sales of securities and purchases of
securities amounted to $1,205,799.
Dividend income is recorded on the ex-dividend date (the date on which the
securities would be sold ex-dividend) net of withholding taxes, if any. Interest
income is recognized on the accrual basis.
D. DISTRIBUTIONS TO SHAREHOLDERS
Dividends to shareholders are recorded on the ex-dividend date.
E. USE OF ESTIMATES
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses for the period. Actual results could differ from those
estimates.
F. BASIS OF PRESENTATION
The financial statements are presented in United States dollars.
Certain prior year amounts in the accompanying financial statements have been
reclassified to conform with current year presentation.
2 TAX STATUS OF THE COMPANY Pursuant to the South African Income Tax Act, as
amended, the Company is subject to tax on dividends received from sources other
than South Africa. In addition, beginning with the fiscal year ended November
30, 2002, the Company is subject to tax on interest earned on cash deposits. A
tax benefit for South African taxes of $80,632 and a tax provision of $-0- for
these items have been included in the accompanying financial statements for the
six months ended May 31, 2004 and May 31, 2003, respectively.
7
The Company had previously provided for and paid taxes on foreign exchange
gains. However, the Company was assessed by the South African Revenue Service
("SARS") on the basis that it is exempt from tax on foreign exchange gains and
in November 2003, after the completion of a refund audit performed by SARS, the
Company received a refund in respect of the overpayment of tax in the amount of
$1,639,641, plus interest.
In addition to the foregoing taxes, ASA currently is exempt from certain
other taxes in South Africa. Such exemption, however, expires on November 30,
2004. Following that date ASA will become subject to the Capital Gains Tax
("CGT") and the Secondary Tax on Companies ("STC") in South Africa.
The CGT is assessed at an effective rate of 15% on most gains realized by a
corporation on the sale of an investment. No provision for the CGT has been
included in the accompanying financial statements for realized capital gains
during the six months ended May 31, 2004 as a result of the Company's current
exemption. A deferred tax liability of $5,530,941 and $3,453,238 has been
included for the CGT on unrealized capital gains on securities for the six
months ended May 31, 2004 and May 31, 2003, respectively.
The STC is assessed at the rate of 12.5% on the amount of dividends
distributed to shareholders, after a deduction for dividends received or accrued
by a corporation from South African companies during the relevant dividend
period or cycle. Effective January 1, 2003, the STC applies to liquidation
distributions to shareholders of capital gains attributable to the period after
October 1, 2001, with an offset for the capital gains tax paid on these gains.
The Company currently is exempt from the STC on the types of dividends discussed
above.
The Company has commenced actions necessary to relocate to Bermuda before the
expiration of its exemption. See Note 5. While it is management's intention to
complete this relocation before the November 30, 2004 expiration date, no
assurance can be given that all conditions will be satisfied by November 30,
2004. If the Company is unable to relocate to Bermuda prior to November 30,
2004, the Company's Board of Directors will decide what action, if any, the
Company should take. The Company could decide to remain in South Africa after
November 30, 2004, in which case the above-described taxes would apply to the
Company in the normal course of conducting its business. Alternatively, the
Company could decide to relocate to Bermuda after November 30, 2004, in which
case the Company would incur a tax liability at the time of the relocation
estimated at approximately $25 million, based on the Company's financial
statements as of May 31, 2004.
The reporting for financial statement purposes of distributions made during
the fiscal year from net investment income or net realized gains may differ from
their ultimate reporting for U.S. federal income tax purposes. The differences
are caused primarily by the separate line item reporting for financial statement
purposes of foreign exchange gains or losses. See pages 11-13 for additional tax
information for United States shareholders.
3 CURRENCY EXCHANGE There are exchange control regulations restricting the
transfer of funds from South Africa. In 1958 the South African Reserve Bank, in
the exercise of its powers under such regulations, advised the Company that the
exchange control authorities would permit the Company to transfer to the United
States in dollars both the Company's capital and its gross income, whether
received as dividends or as profits on the sale of investments, at the current
official exchange rate prevailing from time to time. Future implementation of
exchange control policies could be influenced by national monetary
considerations that may prevail at any given time.
4 RETIREMENT PLANS Effective April 1, 1989, the Company established a defined
contribution plan (the "Retirement Plan") to replace its previous pension plan.
The Retirement Plan covers all full-time employees. The Company will contribute
15% of each covered employee's salary to the Retirement Plan. The Retirement
Plan provides for immediate vesting by the employee without regard to length of
service. During the six months ended May 31, 2004 and 2003, there were no
covered employees under the Retirement Plan and, consequently, no retirement
expense was incurred.
In 1994, the Company entered into a supplemental non-qualified pension
agreement with its Chairman. Under the terms of the agreement, the Company
agreed to credit $25,000 per year for five years, beginning December 1, 1993, to
a Supplemental Pension Account with interest credited at an annual rate of 3.5%.
The Board of Directors approved an increase in the amount of the annual
credit as follows: $28,125 in May 1999; $31,250 in February 2002, $45,000 in
March 2003 and $55,000 in February 2004. As a result, the Company has recorded
expense amounts of $25,833 and $19,051 for the six months ended May 31, 2004 and
May 31, 2003, respectively.
8
The Company has recorded an asset in the amount of $150,750 related to the
retirement obligation liability including interest of $349,635 as of May 31,
2004.
5 COMPANY REORGANIZATION The Company announced in early 2003 that, in view of
its tax situation, it had filed an application for an exemptive order with the
U.S. Securities and Exchange Commission to permit the Company to move from the
Republic of South Africa to the Commonwealth of Bermuda by reorganizing itself
into a newly formed company incorporated in Bermuda. The move would not involve
any material change in the Company's investment policies. The relocation to
Bermuda is subject to a number of conditions, including (1) receiving the
requested relief from the Securities and Exchange Commission; (2) receiving
approval to list the shares of the new Bermuda company on the New York Stock
Exchange and (3) satisfying shareholder approval requirements. No assurance can
be given that these conditions will be satisfied.
In connection with the reorganization, the Company has incurred approximately
$750,000 in legal and other professional fees as of May 31, 2004.
6 CONCENTRATION RISK Under normal circumstances, over 50% of the Company's
assets will be invested in equity securities of companies conducting, as a major
portion of their business, gold mining and related activities in South Africa.
The Company also invests in securities of companies engaged in other businesses
in South Africa, including the mining of other precious metals. In addition, the
Company invests a portion of its assets in securities of companies operating
outside of South Africa in extractive and related activities, including gold
mining. The Company is, therefore, subject to gold and precious metal related
risks as well as risks related to investing in South Africa including political,
economic, regulatory, currency fluctuation and foreign exchange risks. As a
result of industry consolidation, the Company currently is invested in a limited
number of securities and thus holds large positions in certain securities.
Because the Company's investments are concentrated in a limited number of
securities of companies involved in the mining of gold and other precious metals
and related activities, the net asset value of the Company may be subject to
greater volatility than that of a more broadly diversified investment company.
7 COMMITMENTS The Company's lease for office space in Johannesburg expired in
February 2003. The Company has renewed the lease for a two year period at an
annual cost of approximately $55,000.
9
FINANCIAL HIGHLIGHTS
Six Months Ended May 31 Year Ended November 30
-----------------------------------------------------------------------------------------------------------------------------------
2004 2003 2003 2002 2001 2000 1999
-----------------------------------------------------------------------------------------------------------------------------------
PER SHARE OPERATING PERFORMANCE
-----------------------------------------------------------------------------------------------------------------------------------
Net asset value, beginning of period $ 51.54 $ 33.48 $ 33.48 $ 21.97 $ 17.58 $ 22.51 $ 19.01
-----------------------------------------------------------------------------------------------------------------------------------
Net investment income .20 .52 .84 .85 1.00 .61 .58
Net realized gain from investments .73 -- -- .51 3.05 1.00 .62
Net realized gain (loss) from foreign
currency transactions (.71) .14 .32 (1.13) (.24) (1.02) (.95)
Net increase (decrease) in unrealized
appreciation on investments (8.49) 2.46 17.76 11.84 1.40 (4.88) 3.84
Net increase (decrease) in unrealized
appreciation (depreciation) on translation
of assets and liabilities in foreign currency (.01) (.08) (.06) .24 (.02) (.04) .01
-----------------------------------------------------------------------------------------------------------------------------------
Net increase (decrease) in net assets
resulting from operations (8.28) 3.04 18.86 12.31 5.19 (4.33) 4.10
Less dividends (.30) (.30) (.80) (.80) (.80) (.60) (.60)
-----------------------------------------------------------------------------------------------------------------------------------
Net asset value, end of period $ 42.96 $ 36.22 $ 51.54 $ 33.48 $ 21.97 $ 17.58 $ 22.51
-----------------------------------------------------------------------------------------------------------------------------------
Market value per share, end of period $ 37.64 $ 35.90 $ 47.16 $ 30.06 $ 19.83 $ 14.56 $ 19.125
TOTAL INVESTMENT RETURN(1)
Based on market value per share (19.59%) 20.39% 59.91% 55.72% 41.76% (21.06%) 3.44%
RATIOS TO AVERAGE NET ASSETS(1)(2)
Expenses .71% .86% .84% .91% 1.10% 1.15% 1.13%
Net investment income .86% 2.82% 2.09% 2.63% 4.61% 3.06% 3.02%
SUPPLEMENTAL DATA
Net assets, end of period (000 omitted) $412 376 $347 755 $494 784 $321 423 $210 944 $168 726 $216 051
Portfolio turnover rate 1.60% -- -- 4.41% 11.18% 7.43% 6.66%
Per share calculations are based on the 9,600,000 shares outstanding.
(1) Determined in U.S. dollar terms.
(2) Annualized for the six months ended May 31, 2004 and May 31, 2003.
SUPPLEMENTARY INFORMATION
Six months ended May 31, 2004 and 2003
-----------------------------------------------------------------------------------------------------------
CERTAIN FEES INCURRED BY THE COMPANY 2004 2003
-----------------------------------------------------------------------------------------------------------
Directors' fees $148 000 $149 500
Officers' remuneration 266 790 249 125
Ranquin Associates (a company of which an officer is an
affiliated person) 20 400 18 800
Auditors 49 000 70 000
-----------------------------------------------------------------------------------------------------------
The notes to the financial statements form an integral part of these
statements.
10
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Shareholders and the Board of
Directors of ASA Limited:
We have audited the accompanying statements of assets and liabilities of
ASA Limited (incorporated in the Republic of South Africa) as of May 31, 2004
and 2003, including the schedule of investments as of May 31, 2004, and the
related statements of operations, surplus and changes in net assets and
supplementary information for the six months ended May 31, 2004 and 2003 and the
financial highlights for the six months ended May 31, 2004 and May 31, 2003 and
the years ended November 30, 2003 and 2002. These financial statements,
financial highlights and supplementary information are the responsibility of the
Company's management. Our responsibility is to express an opinion on these
financial statements, financial highlights and supplementary information based
on our audits. The financial highlights for years presented prior to November
30, 2002 were audited by other auditors who have ceased operations and whose
report dated December 18, 2001 expressed an unqualified opinion on those
financial highlights.
We conducted our audits 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 and financial highlights are free of material misstatement.
An audit includes examining, on a test basis, evidence sup porting the amounts
and disclosures in the financial statements, financial highlights and
supplementary information. Our procedures included the confirmation of
securities owned as of May 31, 2004 and 2003, by correspondence with the
custodian. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements, financial highlights and
supplementary information referred to above present fairly, in all material
respects, the financial position of ASA Limited as of May 31, 2004 and 2003, the
results of its operations, its surplus, the changes in its net assets, and
supplementary information for each of the six month periods then ended and the
financial highlights for the six months ended May 31, 2004 and 2003 and the
years ended November 30, 2003 and 2002 in conformity with U.S. generally
accepted accounting principles.
Ernst & Young LLP
New York, N.Y., U.S.A
Ernst & Young
Johannesburg, SA
July 16, 2004
--------------------------------------------------------------------------------
CERTAIN TAX INFORMATION FOR
UNITED STATES SHAREHOLDERS (UNAUDITED)
From December 1, 1963 through November 30, 1987, the Company was treated as a
"foreign investment company" for United States federal income tax purposes
pursuant to Section 1246 of the Internal Revenue Code. Under that section, a
United States shareholder who has held his shares in the Company for more than
one year is subject to tax at ordinary income tax rates on his profit (if any)
on a sale of his shares to the extent of his "ratable share" of the Company's
earnings and profits accumulated for the period during which he held those
shares between December 1, 1963 and November 30, 1987. If such shareholder's
profit on the sale of his shares exceeds such ratable share and he held his
shares for more than one year, then, sub ject to the discussion below regarding
the United States federal income tax rules applicable to taxable years of the
Company beginning after November 30, 1987, he is subject to tax at long-term
capital gain rates on the excess.
The Company's per share earnings and profits accumulated (undistributed) in
each of the taxable years from 1964 through 1987 is given below in United States
currency. All the per share amounts give effect to the two-for-one stock splits
that became effective on May 10, 1966, May 10, 1973 and May 9, 1975. All the per
share amounts reflect distributions through November 30, 2003.
11
Year ended November 30 Per year Per day
----------------------------------------------------------
1964 $ .042 $.00012
----------------------------------------------------------
1965 .067 .00019
----------------------------------------------------------
1966 .105 .00029
----------------------------------------------------------
1967 .277 .00076
----------------------------------------------------------
1968 .241 .00066
----------------------------------------------------------
1969 .461 .00126
----------------------------------------------------------
1970 .218 .00060
----------------------------------------------------------
1971 .203 .00056
----------------------------------------------------------
1972 .445 .00122
----------------------------------------------------------
1973 .497 .00136
----------------------------------------------------------
1974 1.151 .00316
----------------------------------------------------------
1975 .851 .00233
----------------------------------------------------------
1976 .370 .00101
----------------------------------------------------------
1977 .083 .00023
----------------------------------------------------------
1978 .357 .00098
----------------------------------------------------------
1979 .219 .00060
----------------------------------------------------------
1980 1.962 .00538
----------------------------------------------------------
1981 .954 .00261
----------------------------------------------------------
1982 .102 .00028
----------------------------------------------------------
1983 -0- -0-
----------------------------------------------------------
1984 -0- -0-
----------------------------------------------------------
1985 (.151) (.00041)
----------------------------------------------------------
1986 -0- -0-
----------------------------------------------------------
1987 -0- -0-
----------------------------------------------------------
Under rules enacted by the Tax Reform Act of 1986, the Company became a
"passive foreign investment company" (a "PFIC") on December 1, 1987*. The manner
in which these rules apply depends on whether a United States shareholder (1)
elects to treat the Company as a qualified electing fund ("QEF") with respect to
his Company shares, (2) for taxable years of such United States shareholder
beginning after December 31, 1997, elects to "mark-to-market" his Company shares
as of the close of each taxable year, or (3) makes neither election.
In general, if a United States shareholder of the Company does NOT make
either such election, any gain realized on the direct or indirect disposition of
his Company shares will be treated as ordinary income. In addition, such
shareholder will be subject to an "interest charge" on part of his tax liability
with respect to such gain, as well as with respect to certain "excess
distributions" made by the Company. Furthermore, shares held by such shareholder
may be denied the benefit of any oth erwise applicable increase in tax basis at
death. Under proposed regulations, a "disposition" would include a U.S.
taxpayer's becoming a nonresident alien.
As noted, the general tax consequences described in the preceding paragraph
apply to an "excess distribution" on Company shares, which is defined as a
distribution by the Company for a taxable year that is more than 125% of the
average amount it distributed for the three preceding taxable years.** If the
Company makes an excess distribution in a taxable year, a United States
shareholder who has not made a QEF or mark-to-market election would be required
to allocate the excess amount ratably over the ENTIRE holding period for his
shares. That allocation would result in tax being payable at the highest
applicable rate in the prior years to which the distribution is allocated and
interest charges being imposed on the resulting "underpayment" of taxes made in
those years. In contrast, a distribution that is not an excess distribution
would be taxable to a United States shareholder as a normal dividend (see
footnote * above), with no interest charge.
If a United States shareholder elects to treat the Company as a QEF with
respect to his shares therein for the first year he holds his shares during
which the Company is a PFIC (or who later makes the QEF election and also elects
to treat his shares generally as if they were sold for their fair market value
on the first day of the first taxable year of the Company for which the QEF
election is effective), the rules described in the preceding paragraphs
generally will not apply. Instead, the electing United States shareholder will
include annually in his gross income his PRO RATA share of the Company's
ordinary earnings and net capital gain (his "QEF" inclusion) regardless of
whether such income or gain was actually distributed. A United States
shareholder who makes a valid QEF election will recognize capital gain on any
profit from the actual sale of his shares if those shares were held as capital
assets, except to the extent of the shareholder's ratable share of the earnings
and profits of the Company accumulated for the period during which he held those
shares between December 1, 1963 and November 30, 1987, as described above.
Alternatively, if a United States shareholder makes the mark-to-market
election with respect to Company shares for taxable years beginning on or after
January 1, 1998, such shareholder will be required annually to report any
unrealized gain with respect to his shares as ordinary income, and any
unrealized loss would be permitted as an
---------------
* Because the Company is a PFIC, dividends it pays will not qualify for the 15%
maximum U.S. federal income tax rate on dividends that individuals receive and
instead will be taxed at rates up to 35%.
** For example, the Company made annual distributions of $.80, $.80 and $.80 per
share during the taxable years ended November 30, 2003, 2002 and 2001,
respectively, an average per year of $.80 per share. Accordingly, any
distribution in excess of $1.00 per share (125% of $.80) would be treated as an
excess distribution for the taxable year ending November 30, 2004. (All amounts
in U.S. currency.)
12
ordinary loss, but only to the extent of previous inclusions of ordinary income.
Any gain subsequently realized by the electing United States shareholder on a
sale or other disposition of his Company shares also would be treated as
ordinary income, but such shareholder would not be subject to an interest charge
on his resulting tax liability. Special rules apply to a United States
shareholder that held his PFIC stock prior to the first taxable year for which
the mark-to-market election was effective.
A United States shareholder with a valid QEF election in effect would not be
taxed on any distributions paid by the Company to the extent of any QEF
inclusions, but any distributions out of accumulated earnings and profits in
excess thereof would be treated as taxable dividends. Such a shareholder would
increase the tax basis in his Company shares by the amount of any QEF inclusions
and reduce such tax basis by any distributions to him that are not taxable as
described in the preceding sentence. Special rules apply to United States
shareholders who make the QEF election and wish to defer the payment of tax on
their annual QEF inclusions.
Each shareholder who desires QEF treatment must individually elect such
treatment. The QEF election must be made for the taxable year of the shareholder
in which or with which the taxable year of the Company ends. A QEF election is
effective for the shareholder's taxable year for which it is made and all
subsequent taxable years of the shareholder and may not be revoked without the
consent of the Internal Revenue Service. A shareholder of the Company who first
held his Company shares after November 30, 2003 and who files his tax return on
the basis of a calendar year may make a QEF election on his 2004 tax return. A
shareholder of the Company who first held his Company shares on or before
November 30, 2003 may also make the QEF election on his 2004 tax return but
should consult his tax advisor concerning the tax consequences and special rules
that apply when a QEF election could have been made with respect to such shares
for an earlier taxable year.
The QEF election must be made by the due date, with extensions, of the
federal income tax return for the taxable year for which the election is to
apply. Under Treasury regulations, the QEF election is made on Internal Revenue
Service Form 8621, which must be completed and attached to a timely filed income
tax return in which the shareholder reports his QEF inclusion for the year to
which the election applies. In order to allow United States shareholders to make
the QEF elections and to comply with the applicable annual reporting
requirements, the Company annually will provide to them a "PFIC Annual
Information Statement" containing certain information required by Treasury
regulations.
In early 2005 the Company will send to United States shareholders the PFIC
Annual Information Statement for the Company's 2004 taxable year. Such annual
information statement may be used for purposes of completing Form 8621. A
shareholder who either is subject to a prior QEF election or is making a QEF
election for the first time must attach a completed Form 8621 to his income tax
return each year. Other United States shareholders also must attach completed
Forms 8621 to their tax returns each year, but shareholders not electing QEF
treatment will not need to report QEF inclusions thereon.
Special rules apply to United States persons who hold Company shares through
intermediate entities or persons and to United States shareholders who directly
or indirectly pledge their shares, including those in a margin account.
Ordinarily, the tax basis that is obtained by a transferee of property on the
death of the owner of that property is adjusted to the property's fair market
value on the date of death (or alternate valuation date). If a United States
shareholder dies owning shares with respect to which he did not elect QEF
treatment (or elected such treatment after the first year in which he owned
shares in which the Company was a PFIC and did not elect to recognize gain as
described above), the transferee of those shares will not be entitled to adjust
the tax basis in such shares to the fair market value on the date of death (or
alternate valuation date). In that case, in general, the transferee of such
shares will take a basis in the shares equal to the shareholder's basis therein
immediately before his death. If a United States shareholder dies owning Company
shares for which a valid QEF election was in effect for all taxable years in
such shareholder's holding period during which the Company was a PFIC (or the
shareholder elected to treat the shares as if sold on the first day of the first
taxable year of the Company for which the QEF election was effective), then the
basis increase generally will be available unless the holding period for his
shares began on or prior to November 30, 1987. In the latter case, in general,
any otherwise applicable basis increase will be reduced to the extent of the
shareholder's ratable share of the earnings and profits of the Company
accumulated for the period during which he held those shares between December 1,
1963 and November 30, 1987.
DUE TO THE COMPLEXITY OF THE APPLICABLE TAX RULES, UNITED STATES SHAREHOLDERS
OF THE COMPANY ARE STRONGLY URGED TO CONSULT THEIR OWN TAX ADVISORS CONCERNING
THE IMPACT OF THESE RULES ON THEIR INVESTMENT IN THE COMPANY AND ON THEIR
INDIVIDUAL SITUATIONS.
13
DIVIDEND REINVESTMENT PLAN
EquiServe Trust Company, N.A. ("EquiServe") has been engaged to offer a
dividend reinvestment plan (the "Plan") to shareholders. Shareholders must elect
to participate in the Plan by signing an authorization. The authorization
appoints EquiServe as agent to apply to the purchase of common shares of the
Company in the open market (i) all cash dividends (after deduction of the
service charge described below) which become payable to such participant on the
Company's shares (including shares registered in his or her name and shares
accumulated under the Plan) and (ii) any voluntary cash payments ($50 minimum,
$3,000 maximum per dividend period) received from such participant within 30
days prior to such dividend payment date.
For the purpose of making purchases, EquiServe will commingle each
participant's funds with those of all other participants in the Plan. The price
per share of shares purchased for each participant's account shall be the
average price (including brokerage commissions and any other costs of purchase)
of all shares purchased in the open market with the net funds available from a
cash dividend and any voluntary cash payments being concurrently invested. Any
stock dividends or split shares distributed on shares held in the Plan will be
credited to the participant's account.
For each participant, a service charge of 5% of the combined amount of the
participant's dividend and any voluntary payment being concurrently invested, up
to a maximum charge of $2.50 per participant, will be deducted (and paid to
EquiServe) prior to each purchase of shares. Shareholder sales of shares held by
EquiServe in the Plan are subject to a fee of $10.00 plus applic able brokerage
commissions deducted from the proceeds of the sale. Additional nominal fees are
charged by EquiServe for specific shareholder requests such as requests for
information regarding share cost basis detail in excess of two prior years and
for replacement 1099 reports older than three years.
Participation in the Plan may be terminated by a participant at any time by
written instructions to EquiServe. Upon termination, a participant will receive
a certificate for the full number of shares credited to his or her account,
unless he or she requests the sale of all or part of such shares.
Dividends reinvested by a shareholder under the Plan will generally be
treated for U.S. federal income tax purposes in the same manner as dividends
paid to such shareholder in cash. See "Certain tax information for United States
shareholders" for more information regarding tax consequences to U.S. investors
of an investment in shares of the Company, including the effect of the Company's
status as a PFIC. The amount of the service charge is deductible for U.S.
federal income tax purposes, subject to limitations.
To participate in the Plan an investor may not hold his or her shares in a
"street name" brokerage account.
Additional information regarding the Plan may be obtained from EquiServe
Dividend Reinvestment Plan, 250 Royall St., Canton, MA 02021. Information may
also be obtained by calling EquiServe's Shareholder Contact Center at
781-575-2723 between 8:30 a.m. and 7 p.m., Eastern time, Monday through Friday.
--------------------------------------------------------------------------------
PRIVACY NOTICE
ASA Limited (the "Company") is committed to protecting the financial privacy
of its shareholders.
We do not share any nonpublic, personal information that we may collect about
shareholders with anyone, including our affiliates, except to service and
administer shareholders' share accounts, to process transactions, to comply with
shareholders' requests or legal requirements or for other limited purposes
permitted by law. For example, the Company may disclose a shareholder's name,
address, social security number and the number of shares owned to its
administrator, transfer agent or other service providers in order to provide the
shareholder with proxy statements, tax reporting forms, annual reports or other
information about the Company. This policy applies to all of the Company's
shareholders and former shareholders.
We keep nonpublic personal information in a secure environment. We restrict
access to nonpublic personal information to Company officers, agents and service
providers who have a need to know the information based on their role in
servicing or administering shareholders' accounts. The Company also maintains
physical, electronic and procedural safeguards that comply with federal
regulations and established security standards to protect the confidentiality of
nonpublic personal information.
14
RESULTS OF PROPOSALS PRESENTED AT THE ANNUAL MEETING
OF SHAREHOLDERS
The following votes were cast at the Annual Meeting of Shareholders held on
February 6, 2004:
---------------------------------------------------------------------------------------------------------
ELECTION OF DIRECTORS
For Against Abstain
---------------------------------------------------------------------------------------------------------
Robert J.A. Irwin 7,287,796 6,313 207,256
Henry R. Breck 7,368,315 6,211 126,839
Harry M. Conger 7,288,623 6,211 206,531
Chester A. Crocker 7,286,571 9,211 205,583
Joseph C. Farrell 7,368,243 5,211 126,911
James G. Inglis 7,368,765 6,811 125,789
Malcolm W. MacNaught 7,368,414 6,511 126,440
Ronald L. McCarthy 7,366,723 6,811 127,831
Robert A. Pilkington 7,289,655 6,411 205,249
A. Michael Rosholt 7,361,256 6,913 133,196
---------------------------------------------------------------------------------------------------------
RATIFICATION OF SELECTION OF AUDITORS
For Against Abstain
---------------------------------------------------------------------------------------------------------
Ernst & Young LLP 7,445,330 24,247 31,788
Ernst & Young Johannesburg, South Africa 7,443,127 23,967 34,271
---------------------------------------------------------------------------------------------------------
PROXY VOTING POLICIES AND PROCEDURES
The policies and procedures used by the Company to determine how to vote
proxies relating to portfolio securities are available (1) without charge, upon
request, by calling collect (973) 377-3535, (2) on the Company's website at
http://www.asaltd.com and on the Securities and Exchange Commission's website at
http://www.sec.gov.
FORWARD-LOOKING STATEMENTS
This report contains "forward-looking statements" within the meaning of the
Securities Act of 1933 and the Securities Exchange Act of 1934. By their nature
all forward-looking statements involve risks, uncertainties and other factors
which may cause actual results, performance or achievements of management's
plans to be materially different from those contemplated by the forward-looking
statements. Such factors include, but are not limited to, the performance of the
companies whose securities comprise the Company's portfolio, the conditions in
the U.S., South African and other international securities and foreign exchange
markets, the price of gold, platinum and other precious metals, changes in tax
law and the Company's efforts to move from South Africa to Bermuda.
15
ASA LIMITED
Incorporated in the
Republic of South Africa
(Registration No. 58/01920/06)
DIRECTORS
HENRY R. BRECK ROBERT J.A. IRWIN
(U.S.A.) (U.S.A.)
HARRY M. CONGER MALCOLM W. MACNAUGHT ASA LIMITED
(U.S.A.) (U.S.A.)
CHESTER A. CROCKER RONALD L. MCCARTHY [GRAPHIC OMITTED]
(U.S.A.) (South Africa)
INTERIM
JOSEPH C. FARRELL ROBERT A. PILKINGTON REPORT
(U.S.A.) (U.S.A.)
JAMES G. INGLIS A. MICHAEL ROSHOLT
(South Africa) (South Africa)
OFFICERS
ROBERT J.A. IRWIN, CHAIRMAN OF THE BOARD AND TREASURER
RONALD L. MCCARTHY, MANAGING DIRECTOR AND
SOUTH AFRICAN SECRETARY
CHESTER A. CROCKER, UNITED STATES SECRETARY
PAUL K. WUSTRACK, JR., ASSISTANT UNITED STATES SECRETARY
AND CHIEF COMPLIANCE OFFICER
DOROTHY FAITH KENNY, ASSISTANT SOUTH AFRICAN SECRETARY
AUDITORS
ERNST & YOUNG LLP, NEW YORK, NY, U.S.A.
ERNST & YOUNG, JOHANNESBURG, SOUTH AFRICA
COUNSEL
WERKSMANS, JOHANNESBURG, SOUTH AFRICA
KIRKPATRICK & LOCKHART LLP, WASHINGTON, DC, U.S.A.
CUSTODIAN
J.P. MORGAN CHASE, BROOKLYN, NY, U.S.A.
SUBCUSTODIAN
STANDARD BANK OF SOUTH AFRICA LIMITED
JOHANNESBURG, SOUTH AFRICA
FUND ACCOUNTANTS
KAUFMAN ROSSIN & CO., PA, MIAMI, FL, U.S.A. FOR THE
SIX MONTHS
REGISTERED OFFICE ENDED
MAY 31, 2004
36 WIERDA ROAD WEST, SANDTON 2196, SOUTH AFRICA
Website--http://www.asaltd.com
SHAREHOLDER SERVICES
LGN Associates, Florham Park, NJ, U.S.A.
(973) 377-3535
TRANSFER AGENT
EQUISERVE TRUST COMPANY, N.A.,
525 WASHINGTON BOULEVARD, JERSEY CITY, NJ 07310, U.S.A.
Item 2. Code of Ethics.
Not applicable.
Item 3. Audit Committee Financial Expert.
Not applicable.
Item 4. Principal Accountant Fees and Services.
Not applicable.
Item 5. Audit Committee of Listed Registrants.
Not applicable.
Item 6. Schedule of Investments.
Included as part of the report to shareholders filed under
Item 1.
Item 7. Disclosure of Proxy Voting Policies and Procedures for
Closed-end Management Investment Companies.
Not applicable.
Item 8. Purchases of Equity Securities by Closed-end Management
Investment Company and Affiliated Purchasers.
Not applicable for reports covering periods ending on or
before June 15, 2004
Item 9. Submission of Matters to a Vote of Security Holders.
There have been no material changes to the procedures by which
shareholders may recommend nominees to the registrant's board
of directors since the registrant last provided disclosure in
response to Item 7(d)(2)(ii)(G) of Schedule 14A in its proxy
statement dated December 30, 2003.
Item 10. Controls and Procedures.
(a) The Chairman of the Board and Treasurer, in his capacities
as principal executive officer and principal financial
officer of registrant, has concluded that the registrant's
disclosure controls and procedures (as defined in Rule
30a-3(c) under the Investment Company Act of 1940) are
effective, based on his evaluation of these controls and
procedures as of a date within 90 days prior to the filing
date of this report.
(b) There were no changes in the registrant's internal control
over financial reporting that occurred during the
registrant's most recent fiscal half-year that have
materially affected, or are reasonably likely to
materially affect, the registrant's internal control over
financial reporting.
Item ll. Exhibits.
(a)(1) Not applicable.
(2) The certification required by Rule 30a-2(a) under the
Investment Company Act of 1940, as amended
("Investment Company Act"), is attached hereto.
(3) Not applicable.
(b) The certification required by Rule 30a-2(b) under the
Investment Company Act, Rule 13a-14(b) under the
Securities Exchange Act of 1934 ("Exchange Act") and
Section 1350 of Chapter 63 of Title 18 of the United
States Code is attached hereto. This certification is not
deemed "filed" for purposes of Section 18 of the Exchange
Act, or otherwise subject to the liability of that
section. Such certification will not be deemed to be
incorporated by reference into any filing under the
Securities Act of 1933 or the Exchange Act, except to the
extent that the registrant specifically incorporates it by
reference.
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.
ASA LIMITED
Date: July 29, 2004
By: /s/Robert J.A. Irwin
------------------------------------
Robert J.A. Irwin
Chairman of the Board and Treasurer
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 person on behalf of the registrant and in the capacities and on the
date indicated.
Date: July 29, 2004
By: /s/Robert J.A. Irwin
------------------------------------
Robert J.A. Irwin
Chairman of the Board and Treasurer