MALAYSIA FUND INC
N-30D, 1997-03-07
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<PAGE>
                            THE MALAYSIA FUND, INC.
 
- ---------------------------------------------
 
OFFICERS AND DIRECTORS
 
Barton M. Biggs                           Dato Malek Merican
CHAIRMAN OF THE BOARD                     DIRECTOR
OF DIRECTORS                              William G. Morton, Jr.
Frederick B. Whittemore                   DIRECTOR
VICE CHAIRMAN OF THE BOARD OF DIRECTORS   James W. Grisham
Warren J. Olsen                           VICE PRESIDENT
PRESIDENT AND DIRECTOR                    Michael F. Klein
Peter J. Chase                            VICE PRESIDENT
DIRECTOR                                  Harold J. Schaaff, Jr.
John W. Croghan                           VICE PRESIDENT
DIRECTOR                                  Joseph P. Stadler
David B. Gill                             VICE PRESIDENT
DIRECTOR                                  Valerie Y. Lewis
Graham E. Jones                           SECRETARY
DIRECTOR                                  James R. Rooney
John A. Levin                             TREASURER
DIRECTOR                                  Belinda A. Brady
                                          ASSISTANT TREASURER
 
- ---------------------------------------------
U.S. INVESTMENT ADVISER
 
Morgan Stanley Asset Management Inc.
1221 Avenue of the Americas
New York, New York 10020
- --------------------------------------------------------
MALAYSIAN INVESTMENT ADVISER
Arab-Malaysian Consultant Sdn Bhd
21st-29th Floors, Bangurian Arab-Malaysian
Jalan Raja Chulan, 5200 Kuala Lumpur, Malaysia
- --------------------------------------------------------
ADMINISTRATOR
The Chase Manhattan Bank
73 Tremont Street
Boston, Massachusetts 02108
- --------------------------------------------------------
CUSTODIANS
Morgan Stanley Trust Company
One Pierrepont Plaza
Brooklyn, New York 11201
The Chase Manhattan Bank
770 Broadway
New York, New York 10003
- --------------------------------------------------------
SHAREHOLDER SERVICING AGENT
Boston Equiserve
Investor Relations Department
P.O. Box 644
Boston, Massachusetts 02102-0644
(617) 575-3120
- --------------------------------------------------------
LEGAL COUNSEL
Sullivan & Cromwell
125 Broad Street
New York, New York 10004
- --------------------------------------------------------
INDEPENDENT ACCOUNTANTS
 
Price Waterhouse LLP
1177 Avenue of the Americas
New York, New York 10036
 
- --------------------------------------------------------
For additional Fund information, including the Fund's net asset value per share
and information regarding the investments comprising the Fund's portfolio,
please call 1-800-221-6726.
 
                            ------------------------
 
                                      THE
                                 MALAYSIA FUND,
                                      INC.
 
                             ---------------------
 
                                 ANNUAL REPORT
                               DECEMBER 31, 1996
                      MORGAN STANLEY ASSET MANAGEMENT INC.
                               INVESTMENT ADVISER
<PAGE>
LETTER TO SHAREHOLDERS
- --------
 
For the year ended December 31, 1996, The Malaysia Fund, Inc. (the "Fund") had a
total return, based on net asset value per share, of 19.93%, compared to 25.12%
for the U.S. dollar adjusted Kuala Lumpur Stock Exchange Index ("KLSE Index").
For the period since the Fund's commencement of operations on May 4, 1987
through December 31, 1996, the Fund's total return, based on net asset value per
share, was 214.58%, compared to 210.71% for the KLSE Index. On December 31,
1996, the closing price of the Fund's shares on the New York Stock Exchange was
$17.50, representing a 9.3% discount to the NAV per share.
 
The Malaysian market registered a credible performance in 1996 with a gain of
approximately 25%. Second bank stocks, however, gained almost 93% on a composite
basis, reflecting strong liquidity in the system. Mergers in the banking sector
also resulted in a re-rating of small to medium size banks. Major index stocks
such as Telekom and Tenaga (two of the Fund's top ten stocks) performed well
with gains of 13% and 21%, respectively, as the regulatory environment appeared
to be shifting in their favor.
 
After nine consecutive years of uninterrupted economic growth in excess of 8%
per annum, the Malaysian economy is beginning to show some signs of moderation
with GDP growth for 1996 estimated to be 8.2%. A slowdown in exports growth in
tandem with a more muted OECD growth rate as well as inventory adjustments in
the electronics sector helped cool an economy that seemed to be straining at the
seams. A continued stream of infrastructure projects, however, helped to shelter
the economy from a more pronounced slowdown. Malaysia's trade and account
deficits also registered significant declines on the back of a weaker Japanese
yen, which accounted for the bulk of Malaysia's imports of capital and
intermediate goods. The current accounts deficit improved to MR$10.7 billion, or
4.6% of GDP, compared with MR$18.7 billion, or 9% of GDP, a year ago. Inflation
remained subdued averaging around 3.5%. The economy, however, continued to
operate at full capacity with the unemployment rate at a low of 2.7%.
 
The Fund's underperformance compared to the KLSE Index was largely due to the
decline in Genting (-17.9%) and Resorts World (-15.4%), companies in which the
Fund has substantial weightings. These stocks substantially underperformed the
market as weak earnings growth rates and several unfortunate vehicle accidents
at the highlands cast a pall on their share prices. Given that the recent
expansion in these companies' casino and hotel room spaces is expected to yield
benefits in the near future, the de-rating of these two companies is expected to
be at its tail-end. The Fund was also affected by the strong performances of key
component stocks such as Telekom and Tenaga in which the Fund was underweighted.
Towards the end of the year, the Fund also raised a significant amount of cash
(14% of net assets) in preparation for its required year-end dividend payment
and, therefore, was unable to participate fully in the late year market rally.
 
Looking ahead to 1997, the Malaysian economy is expected to grow at an 8.0%
rate, supported by continued buoyancy in the construction sector and a recovery
in the manufacturing sector. Interest rates are expected to remain stable with
an easier bias as inflationary pressures continue to be subdued. While further
progress in improving the external deficits may be difficult to achieve over the
near-term, the magnitude of the current account deficit is expected to be at a
more manageable level of 5% of GDP for 1997.
 
The Malaysian market is poised for a continued rally into the first quarter of
1997, fueled by a benign interest rate outlook, improved corporate earnings
growth of 16% (compared to 13% in 1996), receding fears over current account
deficits and good liquidity conditions. The market's valuation at 19 times
prospective 1997 earnings is within the lower band of historical ranges and,
therefore, is fairly undemanding.
 
Having adjusted for the dividend distribution noted above, the Fund currently is
fully invested to ride on the anticipated upswing in the market as sentiment is
expected to remain bullish in the first quarter of 1997.
 
Sincerely,
 
           [SIGNATURE]
Warren J. Olsen
PRESIDENT AND DIRECTOR
 
[SIGNATURE]
Ean Wah Chin
SENIOR PORTFOLIO MANAGER
 
 [SIGNATURE]
Joseph Tern
PORTFOLIO MANAGER
January 1997
 
- --------------------------------------------------------------------------------
 
MORGAN STANLEY GROUP INC., THE DIRECT PARENT COMPANY OF THE FUND'S INVESTMENT
ADVISER, MORGAN STANLEY ASSET MANAGEMENT INC., RECENTLY ANNOUNCED ITS INTENTION
TO MERGE WITH DEAN WITTER, DISCOVER & CO. TO FORM MORGAN STANLEY, DEAN WITTER,
DISCOVER & CO. IT CURRENTLY IS ANTICIPATED THAT THE TRANSACTION WILL CLOSE IN
MID-1997. THEREAFTER, MORGAN STANLEY ASSET MANAGEMENT INC. WILL BE A SUBSIDIARY
OF MORGAN STANLEY, DEAN WITTER, DISCOVER & CO.
 
                                       2
<PAGE>
The Malaysia Fund, Inc.
Investment Summary as of December 31, 1996 (Unaudited)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
<TABLE>
<CAPTION>
HISTORICAL
INFORMATION
                                                           TOTAL RETURN (%)
                             ----------------------------------------------------------------------------
 
                                 MARKET VALUE (1)        NET ASSET VALUE (2)           INDEX (1)(3)
                             ------------------------  ------------------------  ------------------------
                                            AVERAGE                   AVERAGE                   AVERAGE
                              CUMULATIVE     ANNUAL     CUMULATIVE     ANNUAL     CUMULATIVE     ANNUAL
                             ------------------------  ------------------------  ------------------------
<S>                          <C>           <C>         <C>           <C>         <C>           <C>
ONE YEAR                          18.92%       18.92%       19.93%       19.93%       25.12%       25.12%
FIVE YEAR                        153.02+       20.40+      141.85+       19.32+      139.98        19.13
SINCE INCEPTION*                 185.39+       11.46+      214.58+       12.58+      210.71        12.44
</TABLE>
 
PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE.
- --------------------------------------------------------------------------------
 
RETURNS AND PER SHARE INFORMATION
A BAR CHART REFLECTING THE DATA BELOW IS REFLECTED HERE.
 
<TABLE>
<CAPTION>
 YEARS ENDED DECEMBER 31:
                               1987*      1988       1989       1990       1991       1992       1993       1994       1995
 NET ASSET VALUE PER SHARE     $7.42      $8.98     $13.77     $12.41     $13.55     $16.28     $27.32     $18.57     $18.58
<S>                          <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>        <C>
Market Value Per Share           $5.88      $7.50     $18.75     $11.38     $11.75     $16.25     $28.00     $17.38     $17.00
Premium/(Discount)             -20.80%    -16.50%     36.20%     -8.30%    -13.30%     -0.20%      2.50%     -6.40%     -8.50%
Income Dividends                 $0.15      $0.17      $0.11      $0.21      $0.07          -      $0.16      $0.02          -
Capital Gains Distributions          -          -          -          -          -          -      $1.13      $3.59      $0.84
Fund Total Return (2)          -32.20%     23.32%     54.57%     -8.35%      9.80%     20.15%    98.28%+    -18.87%      4.33%
Index Total Return (1)(3)      -33.54%     25.73%     57.91%    -10.02%      9.13%     20.19%     92.60%    -19.66%      3.05%
 
<CAPTION>
 YEARS ENDED DECEMBER 31:
                               1996
 NET ASSET VALUE PER SHARE    $19.29
<S>                          <C>
Market Value Per Share          $17.50
Premium/(Discount)              -9.30%
Income Dividends                     -
Capital Gains Distributions      $2.82
Fund Total Return (2)           19.93%
Index Total Return (1)(3)       25.12%
</TABLE>
 
(1) Assumes dividends and distributions, if any, were reinvested.
 
(2) Total  investment return  based on  net asset  value per  share reflects the
    effects of changes in net asset value on the performance of the Fund  during
    each   period,  and  assumes  dividends  and  distributions,  if  any,  were
    reinvested. These percentages are not an indication of the performance of  a
    shareholder's   investment  in  the  Fund  based  on  market  value  due  to
    differences between the market  price of the stock  and the net asset  value
    per share of the Fund.
 
(3) The  U.S. dollar adjusted Kuala Lumpur Stock Exchange (KLSE) Composite Index
    is a broad based capitalization weighted  index of 100 stocks listed on  the
    exchange.
 
 * The Fund commenced operations on May 4, 1987.
 +This return does not include the effect of dilution in connection with the
  Rights Offering
 
                                       3
<PAGE>
The Malaysia Fund, Inc.
Portfolio Summary as of December 31, 1996 (Unaudited)
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
 
PORTFOLIO INVESTMENTS DIVERSIFICATION
 
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
 
<TABLE>
<S>                                  <C>
Portfolio Investments
Diversification
Equity Securities                        87.7%
Short-Term Investments                   12.3%
</TABLE>
 
- --------------------------------------------------------------------------------
 
SECTORS
 
EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC
 
<TABLE>
<S>                         <C>
Sectors
Automobiles                      5.0%
Banking                         12.3%
Beverages & Tobacco              4.3%
Energy Sources                   9.1%
Financial Services               7.5%
Leisure & Tourism               13.2%
Machinery & Engineering          5.5%
Multi-Industry                  16.8%
Telecommunications               8.5%
Utilities - Electrical &
Gas                              4.6%
Other                           13.2%
</TABLE>
 
- --------------------------------------------------------------------------------
 
TEN LARGEST HOLDINGS*
<TABLE>
<CAPTION>
                                                       PERCENT OF
                                                       NET ASSETS
                                                     ---------------
<C>        <S>                                       <C>
       1.  Malayan Banking Bhd                               9.3%
       2.  Telekom Malaysia Bhd                              8.5
       3.  Genting Bhd                                       7.2
       4.  Sime Darby Bhd                                    6.4
       5.  United Engineers                                  5.5
 
<CAPTION>
                                                       PERCENT OF
                                                       NET ASSETS
                                                     ---------------
<C>        <S>                                       <C>
 
       6.  Petronas Gas Bhd                                  5.4%
       7.  Resorts World Bhd                                 4.7
       8.  Tenaga Nasional Bhd                               4.6
       9.  Rothmans of Pall Mall Bhd                         4.3
      10.  Renong Bhd                                        4.3
                                                             ---
                                                            60.2%
                                                             ---
                                                             ---
</TABLE>
 
- --------------------------------------------------------------------------------
 
* Excludes short-term investments.
 
                                       4
<PAGE>
FINANCIAL STATEMENTS
- ---------
 
STATEMENT OF NET ASSETS
- ---------
 
DECEMBER 31, 1996
 
<TABLE>
<CAPTION>
                                                                     VALUE
                                                   SHARES            (000)
<S>                                       <C>               <C>
- -----------------------------------------------------------------
- -------------
MALAYSIAN COMMON STOCKS (100.4%)
(Unless otherwise noted)
- --------------------------------------------------
- ----------
AUTOMOBILES (5.0%)
  Edaran Otomobil Nasional Bhd                    400,000   U.S.$    3,999
  Oriental Holdings Bhd.                          417,200            2,841
  Perusahaan Otomobil Nasional                    400,000            2,534
                                                            --------------
                                                                     9,374
                                                            --------------
- -----------------------------------------------------------------
- -------------
BANKING (12.3%)
  Commerce Asset Holding Bhd                      607,000            4,567
  Kwong Yik Bank Bhd                              300,000            1,057
  Malayan Banking Bhd                           1,572,100           17,430
                                                            --------------
                                                                    23,054
                                                            --------------
- -----------------------------------------------------------------
- -------------
BEVERAGES & TOBACCO (4.3%)
  Rothmans of Pall Mall Bhd                       765,000            8,027
                                                            --------------
- -----------------------------------------------------------------
- -------------
BROADCASTING & PUBLISHING (0.5%)
  Nanyang Press Bhd                               250,000              911
                                                            --------------
- -----------------------------------------------------------------
- -------------
CONSTRUCTION & HOUSING (3.8%)
  IJM Corp. Bhd                                 3,000,000            7,068
                                                            --------------
- -----------------------------------------------------------------
- -------------
ENERGY SOURCES (9.1%)
  Dialog Group Bhd                                484,000            6,899
  Petronas Gas Bhd                              2,460,000           10,228
                                                            --------------
                                                                    17,127
                                                            --------------
- -----------------------------------------------------------------
- -------------
FINANCIAL SERVICES (7.5%)
  +Gadek Capital Bhd                            1,600,000            4,213
  Hong Leong Credit Bhd                           616,199            3,879
  MBF Capital Bhd                               2,908,000            4,721
  TA Enterprise Bhd                             1,000,000            1,322
                                                            --------------
                                                                    14,135
                                                            --------------
- -----------------------------------------------------------------
- -------------
FOOD AND HOUSEHOLD PRODUCTS (1.5%)
  Kentucky Fried Chicken Holdings Bhd             675,000            2,780
  +Kentucky Fried Chicken Holdings Bhd
    (Warrants), expiring 2/7/01                   135,000              161
                                                            --------------
                                                                     2,941
                                                            --------------
- -----------------------------------------------------------------
- -------------
INDUSTRIAL COMPONENTS (0.6%)
  Leader Universal Holdings Bhd                   544,000            1,142
                                                            --------------
- -----------------------------------------------------------------
- -------------
LEISURE & TOURISM (13.2%)
  Genting Bhd                                   1,974,000           13,600
  Resorts World Bhd                             1,936,666            8,819
  Tanjong plc                                     600,000            2,400
                                                            --------------
                                                                    24,819
                                                            --------------
- -----------------------------------------------------------------
- -------------
MACHINERY & ENGINEERING (5.5%)
  United Engineers                              1,136,000           10,256
                                                            --------------
</TABLE>
 
- -----------------------------------------------------------------
- -------------
<TABLE>
<CAPTION>
                                                                     VALUE
                                                   SHARES            (000)
- -----------------------------------------------------------------
- -------------
<S>                                       <C>               <C>
MISCELLANEOUS MATERIALS & COMMODITIES (2.7%)
  IOI Corp. Bhd                                   536,000   U.S.$      823
  Kian Joo Can Factory Bhd                        772,000            4,280
                                                            --------------
                                                                     5,103
                                                            --------------
- -----------------------------------------------------------------
- -------------
MULTI-INDUSTRY (16.8%)
  Hicom Holdings Bhd                            1,550,000            4,450
  +Hicom Holdings Bhd (Warrants),
    expiring 12/18/00                             220,000              282
  Killinghall Bhd                                 750,000            1,069
  Renong Bhd                                    4,500,000            7,983
  Road Builder Holdings                         1,000,000            5,662
  Sime Darby Bhd                                3,059,400           12,053
                                                            --------------
                                                                    31,499
                                                            --------------
- -----------------------------------------------------------------
- -------------
REAL ESTATE (2.7%)
  Selangor Properties Bhd                       2,000,000            2,194
  Sunway City Bhd                               1,163,000            2,809
                                                            --------------
                                                                     5,003
                                                            --------------
- -----------------------------------------------------------------
- -------------
TELECOMMUNICATIONS (8.5%)
  Telekom Malaysia Bhd                          1,798,000           16,019
                                                            --------------
- -----------------------------------------------------------------
- -------------
TRANSPORTATION -- SHIPPING (1.8%)
  Malaysian International Shipping Bhd
    (Foreign)                                   1,142,000            3,391
                                                            --------------
- -----------------------------------------------------------------
- -------------
UTILITIES -- ELECTRICAL & GAS (4.6%)
  Tenaga Nasional Bhd                           1,798,000            8,614
                                                            --------------
- -----------------------------------------------------------------
- -------------
TOTAL MALAYSIAN COMMON STOCKS
  (Cost U.S. $126,865)                                             188,483
                                                            --------------
- -----------------------------------------------------------------
- -------------
 
<CAPTION>
                                                     FACE
                                                   AMOUNT
                                                    (000)
<S>                                       <C>               <C>
- ---------------------------------------------------------
- ------------
SHORT-TERM INVESTMENT (14.0%)
REPURCHASE AGREEMENT (14.0%)
  Chase Securities, Inc. 5.95%, dated
   12/31/96, due 1/2/97, to be
   repurchased at U.S.$26,309,
   collateralized by U.S.$25,130 United
   States Treasury Bonds 7.25%, due
   5/15/16, valued at U.S.$26,803 (Cost
   U.S. $26,300)                          U.S.$    26,300           26,300
                                                            --------------
- -----------------------------------------------------------------
- -------------
FOREIGN CURRENCY ON DEPOSIT WITH CUSTODIAN (0.1%)
(Interest Bearing Demand Account)
  Malaysian Ringgit (Cost U.S. $151)       MYR        381              151
                                                            --------------
- -----------------------------------------------------------------
- -------------
TOTAL INVESTMENTS (114.5%)
  (Cost U.S. $153,316)                                             214,934
                                                            --------------
- -----------------------------------------------------------------
- -------------
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                       5
<PAGE>
<TABLE>
<CAPTION>
                                                   AMOUNT            VALUE
                                                    (000)            (000)
- ---------------------------------------------------------
- ------------
<S>                                       <C>               <C>
OTHER ASSETS (0.2%)
  Dividends Receivable                    U.S.$       252
  Receivable for Investments Sold                      76
  Interest Receivable                                   4
  Other Assets                                         17   U.S.$      349
                                          ---------------   --------------
- -----------------------------------------------------------------
- -------------
LIABILITIES (-14.7%)
  Payable for:
    Dividends Declared                            (27,123)
    U.S. Investment Advisory Fees                    (112)
    Custodian Fees                                    (83)
    Shareholder Reporting Expenses                    (60)
    Professional Fees                                 (60)
    Malaysian Investment Advisory Fees                (29)
    Directors' Fees and Expenses                      (29)
    Administrative Fees                               (24)
  Other Liabilities                                    (1)         (27,521)
                                          ---------------   --------------
- -----------------------------------------------------------------
- -------------
NET ASSETS (100%)
  Applicable to 9,732,966, issued and outstanding
    U.S. $0.01 par value shares (20,000,000 shares
    authorized)                                             U.S.$  187,762
                                                            --------------
                                                            --------------
- -----------------------------------------------------------------
- -------------
NET ASSET VALUE PER SHARE                                   U.S. $   19.29
                                                            --------------
                                                            --------------
- -----------------------------------------------------------------
- -------------
AT DECEMBER 31, 1996, NET ASSETS CONSISTED OF:
- -----------------------------------------------------------------
  Common Stock                                              U.S.$       97
  Capital Surplus                                                  121,159
  Accumulated Net Investment Loss                                      (41)
  Accumulated Net Realized Gain                                      4,929
  Unrealized Appreciation on Investments and Foreign
    Currency Translations                                           61,618
- -----------------------------------------------------------------
- -------------
TOTAL NET ASSETS                                            U.S.$  187,762
                                                            --------------
                                                            --------------
- -----------------------------------------------------------------
- -------------
</TABLE>
 
+ Non-income producing.
 
December  31, 1996  exchange rate --  Malaysian Ringgit (MYR)  5.526 = U.S.$1.00
 
Note: Prior governmental approval for foreign investments may be required  under
      certain  circumstances in some markets,  and foreign ownership limitations
      may also  be imposed  by  the charters  of  individual companies  in  such
      markets.  As a result, an additional class of shares designated as foreign
      may be created and offered for  investment. The local and foreign  shares'
      market values may vary.
 
    The accompanying notes are an integral part of the financial statements.
 
                                       6
<PAGE>
 
<TABLE>
<CAPTION>
                                                                                                 YEAR ENDED
                                                                                              DECEMBER 31, 1996
STATEMENT OF OPERATIONS                                                                             (000)
<S>                                                                                           <C>
- ---------------------------------------------------------------------------------------------------------------
INVESTMENT INCOME
    Dividends...............................................................................  U.S.$    2,701
    Interest................................................................................             241
    Less: Foreign Taxes Withheld............................................................            (673)
- ---------------------------------------------------------------------------------------------------------------
      Total Income..........................................................................           2,269
- ---------------------------------------------------------------------------------------------------------------
EXPENSES
    U.S. Investment Advisory Fees...........................................................           1,330
    Custodian Fees..........................................................................             395
    Malaysian Investment Advisory Fees......................................................             305
    Administrative Fees.....................................................................             291
    Professional Fees.......................................................................             101
    Shareholder Reporting Expenses..........................................................              92
    Directors' Fees and Expenses............................................................              49
    Transfer Agent Fees.....................................................................              13
    Other Expenses..........................................................................              71
- ---------------------------------------------------------------------------------------------------------------
      Total Expenses........................................................................           2,647
- ---------------------------------------------------------------------------------------------------------------
          Net Investment Loss...............................................................            (378)
- ---------------------------------------------------------------------------------------------------------------
NET REALIZED GAIN (LOSS)
    Investment Securities Sold..............................................................          33,948
    Foreign Currency Transactions...........................................................             (71)
- ---------------------------------------------------------------------------------------------------------------
          Net Realized Gain.................................................................          33,877
- ---------------------------------------------------------------------------------------------------------------
CHANGE IN UNREALIZED APPRECIATION/DEPRECIATION
    Appreciation on Investments.............................................................             803
    Appreciation on Foreign Currency Translations...........................................              19
- ---------------------------------------------------------------------------------------------------------------
          Change in Unrealized Appreciation/Depreciation....................................             822
- ---------------------------------------------------------------------------------------------------------------
Total Net Realized Gain and Change in Unrealized Appreciation/Depreciation..................          34,699
- ---------------------------------------------------------------------------------------------------------------
    NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS....................................  U.S.$   34,321
- ---------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------
</TABLE>
 
<TABLE>
<CAPTION>
                                                                             YEAR ENDED          YEAR ENDED
                                                                          DECEMBER 31, 1996   DECEMBER 31, 1995
STATEMENT OF CHANGES IN NET ASSETS                                              (000)               (000)
<S>                                                                       <C>                 <C>
- ---------------------------------------------------------------------------------------------------------------
INCREASE (DECREASE) IN NET ASSETS
Operations:
    Net Investment Loss.................................................    U.S.$   (378)       U.S.$   (264)
    Net Realized Gain...................................................          33,877              10,663
    Change in Unrealized Appreciation/Depreciation......................             822              (2,177)
- ---------------------------------------------------------------------------------------------------------------
    Net Increase in Net Assets Resulting from Operations................          34,321               8,222
- ---------------------------------------------------------------------------------------------------------------
Distributions:
    Net Realized Gain...................................................         (27,444)             (7,166)
    In Excess of Net Realized Gain......................................              --                (969)
- ---------------------------------------------------------------------------------------------------------------
    Total Distributions.................................................         (27,444)             (8,135)
- ---------------------------------------------------------------------------------------------------------------
Capital Share Transactions:
    Reinvestment of Distributions (10,818 Shares).......................             211                  --
- ---------------------------------------------------------------------------------------------------------------
    Total Increase......................................................           7,088                  87
Net Assets:
    Beginning of Year...................................................         180,674             180,587
- ---------------------------------------------------------------------------------------------------------------
    End of Year (including accumulated net investment loss of U.S.$41
     and U.S.$0, respectively.).........................................    U.S.$187,762        U.S.$180,674
- ---------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                       7
<PAGE>
FINANCIAL HIGHLIGHTS
 
<TABLE>
<CAPTION>
                                                                               YEAR ENDED DECEMBER 31,
                                                    -----------------------------------------------------------------------------
SELECTED PER SHARE DATA AND RATIOS:                     1996            1995            1994            1993            1992
<S>                                                 <C>             <C>             <C>             <C>             <C>
- ---------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, BEGINNING OF YEAR................    U.S.$ 18.58     U.S.$ 18.57     U.S.$ 27.32     U.S.$ 16.28     U.S.$ 13.55
- ---------------------------------------------------------------------------------------------------------------------------------
Offering Costs....................................             --              --              --           (0.07)             --
- ---------------------------------------------------------------------------------------------------------------------------------
Net Investment Income (Loss)......................          (0.04)          (0.03)           0.01            0.03            0.13
Net Realized and Unrealized Gain (Loss) on
 Investments......................................           3.57            0.88           (5.15)          14.37            2.60
- ---------------------------------------------------------------------------------------------------------------------------------
    Total from Investment Operations..............           3.53            0.85           (5.14)          14.40            2.73
- ---------------------------------------------------------------------------------------------------------------------------------
Distributions:
    Net Investment Income.........................             --              --              --           (0.13)             --
    In Excess of Net Investment Income............             --              --           (0.02)          (0.03)             --
    Net Realized Gains............................          (2.82)          (0.74)          (3.30)          (0.96)             --
    In Excess of Net Realized Gains...............             --           (0.10)          (0.29)          (0.17)             --
- ---------------------------------------------------------------------------------------------------------------------------------
    Total Distributions...........................          (2.82)          (0.84)          (3.61)          (1.29)             --
- ---------------------------------------------------------------------------------------------------------------------------------
Decrease in Net Asset Value due to Shares Issued
 through Rights Offering..........................             --              --              --           (2.00)             --
- ---------------------------------------------------------------------------------------------------------------------------------
NET ASSET VALUE, END OF YEAR......................    U.S.$ 19.29     U.S.$ 18.58     U.S.$ 18.57     U.S.$ 27.32     U.S.$ 16.28
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
PER SHARE MARKET VALUE, END OF YEAR...............    U.S.$ 17.50     U.S.$ 17.00     U.S.$ 17.38     U.S.$ 28.00     U.S.$ 16.25
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
TOTAL INVESTMENT RETURN:
    Market Value..................................          18.92%           2.03%         (25.94%)        103.00%*         38.30%
    Net Asset Value (1)...........................          19.93%           4.33%         (18.87%)         98.28%*         20.15%
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
RATIOS, SUPPLEMENTAL DATA:
- ---------------------------------------------------------------------------------------------------------------------------------
NET ASSETS, END OF YEAR (THOUSANDS)...............   U.S.$187,762    U.S.$180,674    U.S.$180,587    U.S.$265,377    U.S.$118,175
- ---------------------------------------------------------------------------------------------------------------------------------
Ratio of Expenses to Average Net Assets...........           1.29%           1.44%           1.19%           1.60%           1.72%
Ratio of Net Investment Income (Loss) to Average
 Net Assets.......................................          (0.18%)         (0.14%)          0.05%           0.14%           0.86%
Portfolio Turnover Rate...........................             50%             33%             23%             43%             38%
Average Commission Rate (2).......................   U.S.$ 0.0186             N/A             N/A             N/A             N/A
- ---------------------------------------------------------------------------------------------------------------------------------
 *This return does not include the effect of dilution in connection with the Rights Offering.
 
(1)Total investment return based on net asset value per share reflects the effects of changes in net asset value on the
   performance of the Fund during each period, and assumes dividends and distributions, if any, were reinvested. These
   percentages are not an indication of the performance of a shareholder's investment in the Fund based on market value due to
   differences between the market price of the stock and the net asset value of the Fund.
 
(2)For fiscal years beginning on or after September 1, 1995, a fund is required to disclose the average commission rate per share
   it paid for portfolio trades on which commissions were charged. For the year ended December 31, 1996, the average commission
   rate paid on trades on which commissions were charged was 0.63% of the trade amount.
</TABLE>
 
    The accompanying notes are an integral part of the financial statements.
 
                                       8
<PAGE>
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 1996
 
- ---------
 
    The  Malaysia Fund, Inc. (the "Fund") was incorporated on March 12, 1987 and
is registered as a diversified,  closed-end management investment company  under
the  Investment Company Act of 1940, as amended. The Fund's investment objective
is  long-term  capital  appreciation  through  investment  primarily  in  equity
securities.
 
A.    The  following  significant accounting  policies  are  in  conformity with
generally accepted accounting principles for investment companies. Such policies
are consistently  followed by  the  Fund in  the  preparation of  its  financial
statements.  Generally accepted accounting principles  may require management to
make estimates and assumptions that affect the reported amounts and  disclosures
in the financial statements. Actual results may differ from those estimates.
 
1.  SECURITY    VALUATION:        In   valuing    the    Fund's    assets,   all
    listed securities  for which  market quotations  are readily  available  are
    valued  at the last  sales price on the  valuation date, or  if there was no
    sale on such date,  at the mean  between the current  bid and asked  prices.
    Securities  which are traded  over-the-counter are valued  at the average of
    the mean of current  bid and asked prices  obtained from reputable  brokers.
    Short-term  securities  which  mature  in  60 days  or  less  are  valued at
    amortized cost. All other securities and assets for which market values  are
    not   readily  available   (including  investments  which   are  subject  to
    limitations as to their sale) are valued at fair value as determined in good
    faith  by  the  Board  of  Directors  (the  "Board"),  although  the  actual
    calculations may be done by others.
 
2. TAXES:  It is the Fund's intention to continue to
qualify  as a  regulated investment  company and  distribute all  of its taxable
   income. Accordingly, no provision for  U.S. Federal income taxes is  required
   in the financial statements.
 
   Prior  to November  1, 1993, pursuant  to a memorandum  of understanding (the
   "MOU") with  the  Malaysian Treasury,  the  Fund was  exempt,  contingent  on
   compliance  with certain conditions, from payment of Malaysian income tax for
   a period of eight years which  commenced with the establishment of the  Fund.
   Effective November 1, 1993, the MOU was revised and as a result approximately
   95%  of the Fund's income was exempt  from payment of Malaysian income tax of
   30% through October 31, 1995. Effective  November 1, 1995, all of the  Fund's
   dividend  and interest income  is subject to  Malaysian income tax. Malaysian
   income tax  is  included  in  foreign taxes  withheld  on  the  Statement  of
   Operations.
 
3. REPURCHASE AGREEMENTS:  In connection with
transactions  in repurchase agreements,  a bank as custodian  for the Fund takes
   possession of the underlying securities, with  a market value at least  equal
   to  the amount of the repurchase transaction, including principal and accrued
   interest. To the extent that any repurchase transaction exceeds one  business
   day,  the value  of the  collateral is marked-to-market  on a  daily basis to
   determine the adequacy  of the  collateral. In the  event of  default on  the
   obligation  to repurchase, the Fund has the right to liquidate the collateral
   and apply the  proceeds in satisfaction  of the obligation.  In the event  of
   default  or  bankruptcy by  the counter-party  to the  agreement, realization
   and/or retention  of the  collateral  or proceeds  may  be subject  to  legal
   proceedings.
 
4.  FOREIGN CURRENCY TRANSLATION:  The books and
    records  of the Fund are maintained  in U.S. dollars. Amounts denominated in
    foreign currency are translated into U.S. dollars at the mean of the bid and
    asked prices of such currencies against U.S. dollars last quoted by a  major
    bank as follows:
 
      - investments,  other assets  and liabilities  at the  prevailing rates of
        exchange on the valuation date;
 
      - investment transactions and investment income at the prevailing rates of
        exchange on the dates of such transactions.
 
    Although the net assets  of the Fund are  presented at the foreign  exchange
    rates  and  market values  at the  close of  the period,  the Fund  does not
    isolate that portion  of the results  of operations arising  as a result  of
    changes  in the  foreign exchange rates  from the  fluctuations arising from
    changes in  the  market  prices  of  the  securities  held  at  period  end.
    Similarly,  the  Fund does  not  isolate the  effect  of changes  in foreign
    exchange rates  from the  fluctuations arising  from changes  in the  market
    prices  of  securities sold  during  the period.  Accordingly,  realized and
    unrealized foreign currency gains (losses) are included in the reported  net
    realized  and  unrealized  gains  (losses)  on  investment  transactions and
    balances.
 
    Net realized gains (losses) on  foreign currency transactions represent  net
    foreign exchange gains (losses) from sales and maturities of forward foreign
    currency  exchange  contracts, disposition  of foreign  currencies, currency
    gains  or  losses  realized  between  the  trade  and  settlement  dates  on
    securities transactions, and the difference between the amount of investment
    income  and foreign withholding  taxes recorded on the  Fund's books and the
    U.S. dollar equivalent  amounts actually  received or  paid. Net  unrealized
    currency gains (losses) from valuing foreign currency denominated assets and
    liabilities at period end exchange
 
                                       9
<PAGE>
    rates are reflected as a component of unrealized appreciation (depreciation)
    in  the Statement of Net Assets. The change in net unrealized currency gains
    (losses) for the period is reflected in the Statement of Operations.
 
5.  FORWARD FOREIGN CURRENCY EXCHANGE
CONTRACTS:  The Fund may enter into forward foreign currency exchange  contracts
    to  attempt  to  protect  securities and  related  receivables  and payables
    against changes in future foreign exchange rates. A forward foreign currency
    exchange contract  is  an agreement  between  two  parties to  buy  or  sell
    currency  at a set price on a future  date. The market value of the contract
    will fluctuate  with changes  in currency  exchange rates.  The contract  is
    marked-to-market  daily and  the change in  market value is  recorded by the
    Fund as unrealized gain or loss.  The Fund records realized gains or  losses
    when the contract is closed 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.
    Risk may  arise  upon  entering  into these  contracts  from  the  potential
    inability  of counterparties  to meet  the terms  of their  contracts and is
    generally limited to the amount of unrealized gain on the contracts, if any,
    at the date of default. Risks may also arise from unanticipated movements in
    the value of a foreign currency relative to U.S. dollars.
 
6.  OTHER:  Security transactions are accounted for on
    the date the securities are purchased or sold. Realized gains and losses  on
    the  sale of investment securities are determined on the specific identified
    cost basis. Interest  income is  recognized on the  accrual basis.  Dividend
    income  is recorded on the ex-dividend  date (except certain dividends which
    may be recorded as  soon as the  Fund is informed of  such dividend) net  of
    applicable  withholding taxes where recovery of such taxes is not reasonably
    assured.
 
    The amount and character of income and capital gain distributions to be paid
    are determined in accordance with  Federal income tax regulations which  may
    differ  from generally accepted accounting principles. These differences are
    primarily due  to differing  book and  tax treatments  for foreign  currency
    transactions  and of the  timing of the  recognition of gains  and losses on
    securities.
 
    Permanent  book   and  tax   basis  differences   relating  to   shareholder
    distributions   may  result   in  reclassifications   to  undistributed  net
    investment income (loss), accumulated net  realized gain (loss) and  capital
    surplus.
 
    Adjustments for permanent book-tax differences, if any, are not reflected in
    ending  undistributed  net  investment  income  (loss)  for  the  purpose of
    calculating  net  investment  income  (loss)  per  share  in  the  financial
    highlights.
 
B.    Morgan  Stanley  Asset  Management  Inc.  (the  "U.S.  Adviser")  provides
investment advisory  services to  the  Fund under  the  terms of  an  Investment
Advisory  Agreement (the "Agreement"). Under the  Agreement, the U.S. Adviser is
paid a fee computed weekly and payable monthly at an annual rate of .90% of  the
Fund's  first $50 million of average weekly  net assets, .70% of the Fund's next
$50 million of average weekly net assets  and .50% of the Fund's average  weekly
net assets in excess of $100 million.
 
C.    Arab-Malaysian  Consultant  Sdn  Bhd  (the  "Malaysian  Adviser") provides
investment advice,  research and  assistance on  behalf of  the Fund  to  Morgan
Stanley Asset Management Inc. under terms of a contract. Under the contract, the
Malaysian Adviser is paid a fee computed weekly and payable monthly at an annual
rate  of .25% of the Fund's first $50 million of average weekly net assets, .15%
of the Fund's  next $50 million  of average weekly  net assets and  .10% of  the
Fund's average weekly net assets in excess of $100 million.
 
For  the year ended  December 31, 1996,  the Fund incurred  $97,000 of brokerage
commissions to Arab Malaysian Securities, an affiliate of the Malaysian Adviser.
In  addition,  for  the  year  ended  December  31,  1996,  the  Fund   incurred
approximately  $2,000  of  brokerage  commissions  with  Morgan  Stanley  &  Co.
Incorporated, an affiliate of the adviser.
 
D.  The Chase Manhattan Bank, through its affiliate Chase Global Funds  Services
Company  (the  "Administrator"), provides  administrative  services to  the Fund
under an  Administration  Agreement.  Under the  Administration  Agreement,  the
Administrator  is paid a  fee computed weekly  and payable monthly  at an annual
rate of .20% of the Fund's first $50 million of average weekly net assets,  .15%
of  the Fund's  next $50 million  of average weekly  net assets and  .10% of the
Fund's average weekly  net assets in  excess of $100  million. In addition,  the
Fund  is charged certain out of pocket  expenses by the Administrator. The Chase
Manhattan Bank  acts as  custodian for  the  Fund's assets  held in  the  United
States.
 
E.   Morgan Stanley Trust Company  (the "International Custodian"), an affiliate
of the Adviser, acts as custodian for the Fund's assets held outside the  United
States  in accordance with a Custody Agreement. Custody fees are payable monthly
based on  assets  under custody,  investment  purchase and  sales  activity,  an
account  maintenance fee, plus reimbursement for certain out-of-pocket expenses.
During the  year  ended  December  31, 1996,  the  Fund  incurred  international
custodian  fees of  $391,000 of which  $82,000 was payable  to the International
Custodian
 
                                       10
<PAGE>
at December 31, 1996.  In addition, for  the year ended  December 31, 1996,  the
Fund  has earned interest  income of $13,000 on  balances with the International
Custodian.
 
F.  During the year ended December  31, 1996, the Fund made purchases and  sales
totaling  approximately $99,126,000 and $125,448,000 respectively, of investment
securities other  than  long-term  U.S. Government  securities  and  short  term
investments.  There  were no  purchases or  sales  of long-term  U.S. Government
securities. At December  31, 1996,  the U.S. Federal  income tax  cost basis  of
securities   was  the  same  as  that   for  financial  reporting  purposes  and
accordingly, net unrealized  appreciation for U.S.  Federal income tax  purposes
was  $61,618,000,  of which  $65,958,000 related  to appreciated  securities and
$4,340,000 related to depreciated  securities. For the  year ended December  31,
1996, the Fund expects to defer, to January 1, 1997, for U.S. Federal income tax
purposes, post-October currency losses of $42,000.
 
G.   A significant portion of the  Fund's net assets consist of Malaysian equity
securities and foreign currency. Changes in currency exchange rates will  affect
the value of and investment income from such investments. Foreign securities may
be  subject to greater price volatility, lower liquidity and less diversity than
equity securities of companies based in the United States. In addition,  foreign
securities may be subject to substantial governmental involvement in the economy
and greater social, economic and political uncertainty.
 
H.  Each Director of the Fund who is not an officer of the Fund or an affiliated
person  as defined  under the  Investment Company Act  of 1940,  as amended, may
elect to participate in the Directors' Deferred Compensation Plan (the  "Plan").
Under  the Plan, such  Directors may elect  to defer payment  of a percentage of
their total fees earned as a Director  of the Fund. These deferred portions  are
treated,  based on an election by the  Director, as if they were either invested
in the Fund's shares or  invested in U.S. Treasury  Bills, as defined under  the
Plan.  The deferred fees payable,  under the Plan, at  December 31, 1996 totaled
$18,000 and are  included in  Payable for Directors'  Fees and  Expenses on  the
Statement of Net Assets.
 
I.   During December 1996, the Board  declared a distribution of $2.79 per share
derived from net realized gains, payable on January 9, 1997, to shareholders  of
record on December 31, 1996.
 
- --------------------------------------------------------------------------------
 
FEDERAL INCOME TAX INFORMATION (UNAUDITED)
For  the  year  ended December  31,  1996,  the Fund  designates  $21,876,000 as
long-term capital gain and expects to  pass through to its shareholders  foreign
tax  credits of approximately $673,000. In addition, for the year ended December
31, 1996, gross income derived from sources within foreign countries amounted to
$2,900,000.
 
                                       11
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
- ---------
 
To the Shareholders and Board of Directors of
The Malaysia Fund, Inc.
 
In  our  opinion,  the accompanying  statement  of  net assets  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
The Malaysia Fund, Inc. (the  "Fund") at December 31,  1996, the results of  its
operations  for the year then  ended, the changes in its  net assets for each of
the two years in the period then ended and the financial highlights for each  of
the  five years in the period then  ended, in conformity with generally accepted
accounting principles.  These  financial  statements  and  financial  highlights
(hereafter  referred to as "financial statements") are the responsibility of the
Fund's 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 generally  accepted auditing  standards
which  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,  1996  by correspondence  with the
custodians and a broker and  the application of alternative auditing  procedures
where  the confirmation from  the broker was not  received, provide a reasonable
basis for the opinion expressed above.
 
PRICE WATERHOUSE LLP
1177 Avenue of the Americas
New York, New York 10036
February 10, 1997
 
                                       12
<PAGE>
DIVIDEND REINVESTMENT AND CASH PURCHASE PLAN
 
    Pursuant  to the Dividend Reinvestment and  Cash Purchase Plan (the "Plan"),
shareholders may elect, by  instructing Boston Equiserve  (the "Plan Agent")  in
writing,  to  have all  distributions automatically  reinvested in  Fund shares.
Participants in the  Plan have the  option of making  additional voluntary  cash
payments to the Plan Agent, semiannually, in any amount from $100 to $3,000, for
investment  in Fund shares. Shareholders who do not participate in the Plan will
receive distributions in cash.
    Dividend  and  capital  gain  distributions   will  be  reinvested  on   the
reinvestment  date in full and fractional shares.  If the market price per share
equals or exceeds net asset value per  share on the reinvestment date, the  Fund
will issue shares to participants at net asset value. If net asset value is less
than  95% of the market price on the reinvestment date, shares will be issued at
95% of the  market price. If  net asset value  exceeds the market  price on  the
reinvestment  date, participants will receive shares valued at the market price.
The Fund  may  purchase  shares of  its  Common  Stock in  the  open  market  in
connection  with  dividend reinvestment  requirements at  the discretion  of the
Board of  Directors.  Should  the  Fund  declare  a  dividend  or  capital  gain
distribution  payable only  in cash, non-participants  in the  Plan will receive
cash and the Plan Agent will purchase  Fund shares for participants in the  open
market as agent for the participants.
    The  Plan Agent's fees  for the reinvestment  of dividends and distributions
will be paid by the Fund. However, each participant's account will be charged  a
pro  rata share of  brokerage commissions incurred on  any open market purchases
effected on such  participant's behalf.  A participant will  also pay  brokerage
commissions  incurred  on purchases  made by  voluntary cash  payments. Although
shareholders in the Plan may receive no cash distributions, participation in the
Plan will not relieve  participants of any  income tax which  may be payable  on
such dividends or distributions.
    In  the case of shareholders, such as banks, brokers or nominees, which hold
shares for others who are the beneficial owners, the Plan Agent will  administer
the Plan on the basis of the number of shares certified from time to time by the
shareholder  as representing  the total  amount registered  in the shareholder's
name and held for the account of beneficial owners who are participating in  the
Plan.
    Participants who wish to withdraw from the Plan should notify the Plan Agent
in  writing. There  is no penalty  for non-participation or  withdrawal from the
Plan, and shareholders who have previously withdrawn from the Plan may rejoin at
any time. Requests for additional  information or any correspondence  concerning
the Plan should be directed to the Plan Agent at:
 
                           The Malaysia Fund, Inc.
                            Boston Equiserve
                            Dividend Reinvestment and Cash Purchase Plan
                            P.O. Box 1681
                            Boston, MA 02105
                            1-800-422-2001
 
                                       13


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