[LOGO]
The Argentina Fund, Inc. 345 Park Avenue (at 51st Street)
New York, New York 10154
(800) 349-4281
May 26, 2000
To the Stockholders:
The Annual Meeting of Stockholders of The Argentina Fund, Inc. (the "Fund")
is to be held at 9:00 a.m., eastern time, on Thursday, July 6, 2000 at the
offices of Scudder Kemper Investments, Inc., 25th Floor, 345 Park Avenue (at
51st Street), New York, New York 10154. Stockholders who are unable to attend
this meeting are strongly encouraged to vote by proxy, which is customary in
corporate meetings of this kind. A Proxy Statement regarding the meeting, a
proxy card for your vote at the meeting and an envelope -- postage prepaid -- in
which to return your proxy card are enclosed.
At the Annual Meeting, the stockholders will elect two Directors and
consider the ratification of the selection of PricewaterhouseCoopers LLP as the
Fund's independent accountants. In addition, the stockholders present will hear
a report on the Fund. There will be an opportunity to discuss matters of
interest to you as a stockholder.
Your Fund's Directors recommend that you vote in favor of each of the
foregoing matters.
Respectfully,
/s/Nicholas Bratt
Nicholas Bratt
Chairman of the Board
and President
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STOCKHOLDERS ARE URGED TO SIGN THE PROXY CARD AND MAIL IT IN THE ENCLOSED
POSTAGE-PREPAID ENVELOPE SO AS TO ENSURE A QUORUM AT THE MEETING. THIS IS
IMPORTANT WHETHER YOU OWN FEW OR MANY SHARES.
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<PAGE>
The Argentina Fund, Inc.
Notice of Annual Meeting of Stockholders
To the Stockholders of
The Argentina Fund, Inc.:
Please take notice that the Annual Meeting of Stockholders of The Argentina
Fund, Inc. (the "Fund"), has been called to be held at the offices of Scudder
Kemper Investments, Inc., 25th Floor, 345 Park Avenue (at 51st Street), New
York, New York 10154, on Thursday, July 6, 2000 at 9:00 a.m., eastern time, for
the following purposes:
(1) To elect two Directors of the Fund to hold office for a
term of three years or until their respective successors shall have
been duly elected and qualified;
(2) To ratify or reject the action taken by the Board of
Directors in selecting PricewaterhouseCoopers LLP as the Fund's
independent accountants for the fiscal year ending October 31, 2000.
The appointed proxies will vote on any other business as may properly come
before the meeting or any adjournments thereof.
Holders of record of the shares of common stock of the Fund at the close of
business on May 16, 2000 are entitled to vote at the meeting and any
adjournments thereof.
By order of the Board of Directors,
John Millette, Secretary
May 26, 2000
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IMPORTANT -- We urge you to sign and date the enclosed proxy card and return it
in the enclosed addressed envelope which requires no postage and is intended for
your convenience. Your prompt return of the enclosed proxy card may save the
Fund the necessity and expense of further solicitations to ensure a quorum at
the Annual Meeting. If you can attend the meeting and wish to vote your shares
in person at that time, you will be able to do so.
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<PAGE>
PROXY STATEMENT
GENERAL
This Proxy Statement is furnished in connection with the solicitation of
proxies by the Board of Directors of The Argentina Fund, Inc. (the "Fund") for
use at the Annual Meeting of Stockholders, to be held at the offices of Scudder
Kemper Investments, Inc. ("Scudder Kemper"), 25th Floor, 345 Park Avenue (at
51st Street), New York, New York 10154, on Thursday, July 6, 2000, at 9:00 a.m.,
eastern time, and at any adjournments thereof (collectively, the "Meeting").
This Proxy Statement, the Notice of Annual Meeting and the proxy card are
first being mailed to stockholders on or about May 26, 2000, or as soon as
practicable thereafter. Any stockholder giving a proxy has the power to revoke
it by mail (addressed to the Secretary at the principal executive office of the
Fund, 345 Park Avenue, New York, New York 10154) or in person at the Meeting, by
executing a superseding proxy or by submitting a notice of revocation to the
Fund. All properly executed proxies received in time for the Meeting will be
voted as specified in the proxy or, if no specification is made, for each
proposal referred to in the Proxy Statement.
The presence at any stockholders' meeting, in person or by proxy, of
stockholders entitled to cast a majority of the votes entitled to be cast shall
be necessary and sufficient to constitute a quorum for the transaction of
business. For purposes of determining the presence of a quorum for transacting
business at the Meeting, abstentions and broker "non-votes" will be treated as
shares that are present but which have not been voted. Broker non-votes are
proxies received by the Fund from brokers or nominees when the broker or nominee
has neither received instructions from the beneficial owner or other persons
entitled to vote nor has discretionary power to vote on a particular matter.
Accordingly, stockholders are urged to forward their voting instructions
promptly.
Abstentions and broker non-votes will not be counted in favor of, but will
have no other effect on, the vote for proposals (1) and (2), which require the
approval of a majority of shares voting at the Meeting.
Holders of record of the common stock of the Fund at the close of business
on May 16, 2000 (the "Record Date"), will be entitled to one vote per share on
all business of the Meeting and any adjournments. There were 9,295,306 shares of
common stock outstanding on the Record Date.
The Fund provides periodic reports to all stockholders which highlight
relevant information, including investment results and a review of portfolio
changes. You may receive an additional copy of the annual report for the fiscal
year ended October 31, 1999, without charge, by calling 800-349-4281 or writing
the Fund at 345 Park Avenue, New York, New York 10154.
(1) ELECTION OF DIRECTORS
Persons named on the accompanying proxy card intend, in the absence of
contrary instructions, to vote all proxies in favor of the election of the two
nominees listed below as Directors of the Fund to serve for a term of three
years, or until their respective successors are duly elected and qualified. The
nominees have consented to stand for election and to serve if elected. If any
such nominee should be unable to serve, an event not now anticipated, the
proxies will be voted for such person, if any, as shall be designated by the
Board of Directors to replace any such nominee.
1
<PAGE>
Information Concerning The Nominees
The following table sets forth certain information concerning each of the
two nominees as a Director of the Fund. Mr. Bratt is now a Director of the Fund.
Unless otherwise noted, each of the nominees has engaged in the principal
occupation listed in the following table for more than five years, but not
necessarily in the same capacity.
Class II -- Nominees to serve until 2003 Annual Meeting of Stockholders:
--------
<TABLE>
<CAPTION>
Shares
Present Office with the Fund, if Beneficially
any; Principal Occupation or Year First Owned Percent
Employment and Directorships Became a June 30, of
Name (Age) in Publicly Held Companies Director 2000 (1) Class
---------- -------------------------- -------- -------- -----
<S> <C> <C> <C> <C>
President; Managing Director of 1997 1,873 Less than
Scudder Kemper Investments, Inc.; and 1/4 of 1%
Director, Korea Society (private
society). Mr. Bratt serves on the
boards of certain other funds managed
by Scudder Kemper.
Nicholas Bratt (51)*+
Visiting Professor/Executive-in-Residence, -- -- --
Columbia Business School, Columbia
University; Director, ARAMARK
Corporation, Barnes Group, Inc. and
Omnicom Group, Inc.; Member, Council
on Foreign Relations; and Managing
Director, Metropolitan Opera
Association. Mr. Callander serves on
the boards of certain other funds
managed by Scudder Kemper.
Robert J. Callander (69)
</TABLE>
2
<PAGE>
Information Concerning Continuing Directors
The Board of Directors is divided into three classes, each Director serving
for a term of three years. The terms of Class I and III Directors do not expire
this year. The following table sets forth certain information regarding the
Directors in such classes.
Class I -- Directors to serve until 2002 Annual Meeting of Stockholders:
-------
<TABLE>
<CAPTION>
Shares
Present Office with the Fund, if Beneficially
any; Principal Occupation or Year First Owned Percent
Employment and Directorships Became a June 30, of
Name (Age) in Publicly Held Companies Director 2000 (1) Class
---------- -------------------------- -------- -------- -----
<S> <C> <C> <C> <C>
Visiting Professor of Finance, Stern 1999 -- --
School of Business, New York
University; Managing Director, J.P.
Morgan (investment banking firm )
(until 1996). Mr. Froewiss serves on
the board of certain other funds
managed by Scudder Kemper.
Kenneth C. Froewiss+ (54)
</TABLE>
3
<PAGE>
Class III -- Directors to serve until 2001 Annual Meeting of Stockholders:
---------
<TABLE>
<CAPTION>
Shares
Present Office with the Fund, if Beneficially
any; Principal Occupation or Year First Owned Percent
Employment and Directorships Became a June 30, of
Name (Age) in Publicly Held Companies Director 2000 (1) Class
---------- -------------------------- -------- -------- -----
<S> <C> <C> <C> <C>
Director and Chief Executive Officer, 1991 1,116 Less than
IMF Editora Ltda. (financial 1/4 of 1%
publisher). Mr. Nogueira serves on
the boards of certain other funds
managed by Scudder Kemper.
Ronaldo A. da Frota
Nogueira (61)
Vice President, Council of the 1991 200 Less than
Americas; Vice President, Americas 1/4 of 1%
Society; Director, Valero Energy
Corp. Dr. Purcell serves on the board
of one additional fund managed by
Scudder Kemper.
Susan Kaufman
Purcell (57)
3,189 Less than
All Directors and Officers as a group 1/4 of 1%
</TABLE>
* Person considered by the Fund and its counsel to be an "interested person"
(which as used in this proxy statement is as defined in the Investment
Company Act of 1940, as amended) of the Fund or of the Fund's investment
manager. Mr. Bratt is deemed to be an interested person because of his
affiliation with the Fund's investment manager, Scudder Kemper, or because
he is an Officer of the Fund or both.
+ Mr. Bratt and Mr. Froewiss are members of the Executive Committee of the
Fund.
(1) The information as to beneficial ownership is based on statements furnished
to the Fund by the Directors. Unless otherwise noted, beneficial ownership
is based on sole voting and investment power.
Section 16(a) Beneficial Ownership Reporting Compliance
Section 16(a) of the Securities Exchange Act of 1934 and Section 30(j) of
the Investment Company Act of 1940, as amended (the "1940 Act"), as applied to a
fund, requires the fund's Officers and Directors, Investment Manager, affiliates
of the Investment Manager, and persons who beneficially own more than ten
percent of a registered class of the fund's outstanding securities ("Reporting
Persons"),
4
<PAGE>
to file reports of ownership of the fund's securities and changes in such
ownership with the Securities and Exchange Commission (the "SEC") and The New
York Stock Exchange, Inc. Such persons are required by SEC regulations to
furnish the fund with copies of all such filings.
Based solely upon its review of the copies of such forms received by it and
written representations from certain Reporting Persons that no year-end reports
were required for those persons, the Fund believes that during the fiscal year
ended October 31, 1999, its Reporting Persons complied with all applicable
filing requirements except that Form 3 on behalf of Kenneth Froewiss was filed
late.
According to filings made with the SEC on Schedule 13G in February of 2000,
President and Fellows of Harvard College, c/o Harvard Management Company Inc.,
600 Atlantic Avenue, Boston, Massachusetts, 02110, reported beneficial ownership
of 1,228,500 shares, or 13.4% of the Fund's outstanding stock.
According to filings with the SEC on Schedule 13G made in February 1999, OTR
nominee for the State Teacher's Retirement Board of Ohio, 275 East Broad Street,
Columbus, Ohio, 43215, reported beneficial ownership of 1,112,000 shares, or
11.96% of the Fund's outstanding stock.
Except as noted above, to the best of the Fund's knowledge, as of March 31,
2000, no other person owned beneficially more than 5% of the Fund's outstanding
stock.
Honorary Director
Jose E. Rohm serves as an Honorary Director of the Fund. Honorary Directors
are invited to attend all Board meetings and to participate in Board
discussions, but are not entitled to vote on any matter presented to the Board.
Mr. Rohm served as a Director of the Fund since 1991 and resigned from the Board
in 1997.
Committees of the Board -- Board Meetings
The Board of Directors of the Fund met four times during the fiscal year
ended October 31, 1999. Each Director attended at least 75% of the total number
of meetings of the Board of Directors and of all committees of the Board on
which they served as regular members, except Mr. Fraga, who attended 33.3% of
the meetings of the Board of Directors and related committees on which he
serves.
The Board of Directors, in addition to an Executive Committee, has an Audit
Committee, a Valuation Committee and a Committee on Independent Directors. The
Executive and Valuation Committees consist of regular members, allowing
alternates.
Audit Committee
The Board has an Audit Committee, consisting of those Directors who are not
interested persons of the Fund or of Scudder Kemper ("Noninterested Directors")
as defined in the 1940 Act, which met once during the fiscal year ended October
31, 1999. The Audit Committee reviews with management and the independent
accountants for the Fund, among other things, the scope of the audit and the
controls of the Fund and its agents, reviews and approves in advance the type of
services to be rendered by independent accountants, recommends the selection of
independent accountants for the Fund to the Board and in general considers and
reports to the Board on matters regarding the Fund's accounting and bookkeeping
practices.
5
<PAGE>
Committee on Independent Directors
The Board has a Committee on Independent Directors consisting of the
Noninterested Directors. The Committee met once during the fiscal year ended
October 31, 1999. The Committee is charged with the duty of making all
nominations for Noninterested Directors and consideration of other related
matters. Stockholders' recommendations as to nominees received by management are
referred to the Committee for its consideration and action.
Executive Officers
In addition to Mr. Bratt, a Director who is also an Officer of the Fund, the
following persons are Executive Officers of the Fund:
<TABLE>
<CAPTION>
Present Office with the Fund; Year First Became
Name (Age) Principal Occupation or Employment (1) an Officer (2)
---------- -------------------------------------- --------------
<S> <C> <C>
Paul J. Elmlinger (41) Vice President and Assistant Secretary; Managing 1991
Director of Scudder Kemper.
Bruce H. Goldfarb (35) Vice President and Assistant Secretary; Senior Vice 1997
President of Scudder Kemper since February 1997;
previously practiced law with the law firm of Cravath,
Swaine & Moore.
Judith A. Hannaway (47) Vice President; Senior Vice President of Scudder Kemper. 1997
John R. Hebble (41) Treasurer; Senior Vice President of Scudder Kemper. 1998
John Millette (37) Vice President and Secretary; Vice President of Scudder 1999
Kemper.
Ann M. McCreary (43) Vice President; Managing Director of Scudder Kemper. 1998
Caroline Pearson (38) Assistant Secretary; Senior Vice President of Scudder 1998
Kemper since September 1997; previously practiced
law with the law firm of Dechert Price & Rhoads.
Kathryn L. Quirk (47) Vice President and Assistant Secretary; Managing 1991
Director of Scudder Kemper.
Paul H. Rogers (44) Vice President; Senior Vice President of Scudder Kemper. 1997
</TABLE>
(1) Unless otherwise stated, all Executive Officers have been associated with
Scudder Kemper for more than five years, although not necessarily in the
same capacity.
(2) The President, Treasurer and Secretary each hold office until his successor
has been duly elected and qualified, and all other officers hold offices in
accordance with the By-Laws of the Fund.
Transactions with and Remuneration of Directors and Officers
The aggregate direct remuneration by the Fund of Directors not affiliated
with Scudder Kemper was $36,141, including expenses, during the fiscal year
ended October 31, 1999. Each such non-interested Director currently receives
fees, paid by the Fund, of $750 per Directors' meeting attended and an annual
Director's fee of $6,000. Each Director also receives $250 per committee meeting
attended (other than audit committee meetings and meetings held for the purposes
of considering arrangements between the Fund and the Investment Manager or an
affiliate of the Investment Manager, for which such Director receives a fee of
$750). Scudder Kemper supervises the Fund's investments, pays the compensation
and certain expenses of its personnel who serve as Directors and Officers of the
Fund and receives a
6
<PAGE>
management fee for its services. Several of the Fund's Officers and Directors
are also Officers, Directors, employees or stockholders of Scudder Kemper and
participate in the fees paid to that firm (see "Investment Manager"), although
the Fund makes no direct payments to them other than for reimbursement of travel
expenses in connection with the attendance at Board of Directors and committee
meetings.
The following Compensation Table, provides in tabular form, the following data:
Column (1) All Directors who receive compensation from the Fund.
Column (2) Aggregate compensation received by a Director from the Fund.
Columns (3) and (4) Pension or retirement benefits accrued or proposed to be
paid by the Fund. The Fund does not pay its Directors such benefits.
Column (5) Total compensation received by a Director from the Fund, plus
compensation received from all funds managed by Scudder Kemper for which a
Director serves. The total number of funds from which a Director receives such
compensation is also provided in column (5). Generally, compensation received by
a Director for serving on the Board of a closed-end fund is greater than the
compensation received by a Director for serving on the Board of an open-end
fund.
<TABLE>
<CAPTION>
Compensation Table
for the year ended December 31, 1999
-----------------------------------------------------------------------------------------------------------------
(1) (2) (3) (4) (5)
Estimated
Pension or Annual
Aggregate Retirement Benefits Benefits Total Compensation From
Name of Person, Compensation Accrued As Part of Upon Fund and Fund Complex Paid
Position From Fund Fund Expenses Retirement To Directors
-----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Javier A. Gonzalez Fraga*, $ 8,100 N/A N/A $ 8,100
Director (1 fund)
-----------------------------------------------------------------------------------------------------------
Ronaldo A. da Frota $ 10,375 N/A N/A $37,725
Nogueira, Director (3 funds)
-----------------------------------------------------------------------------------------------------------------
Kenneth C. Froewiss, Director $ 5,326 N/A N/A $19,496
(3 funds)
-----------------------------------------------------------------------------------------------------------------
Wilson Nolen, $ 11,190 N/A N/A $63,598
Director (6 funds)
-----------------------------------------------------------------------------------------------------------------
Susan Kaufman Purcell, $ 12,250 N/A N/A $25,100
Director (2 funds)
-----------------------------------------------------------------------------------------------------------------
</TABLE>
*Mr. Fraga has chosen not to stand for re-election.
Mr. Callander, a nominee for Director of the Fund, received $39,600 during
1999 for serving on the Boards of other funds advised by Scudder Kemper.
7
<PAGE>
Required Vote
Election of each of the listed nominees for Director requires the
affirmative vote of a majority of the votes cast at the Meeting in person or by
proxy. Your Fund's Directors recommend that stockholders vote in favor of each
of the nominees.
(2) RATIFICATION OR REJECTION OF THE SELECTION OF INDEPENDENT ACCOUNTANTS
At a meeting held on April 5, 2000, the Board of Directors of the Fund,
including a majority of the Noninterested Directors, selected
PricewaterhouseCoopers LLP to act as independent accountants for the Fund for
the fiscal year ending October 31, 2000. PricewaterhouseCoopers LLP are
independent accountants and have advised the Fund that they have no direct
financial interest or material indirect financial interest in the Fund. One or
more representatives of PricewaterhouseCoopers LLP are expected to be present at
the Meeting and will have an opportunity to make a statement if they so desire.
Such representatives are expected to be available to respond to appropriate
questions posed by stockholders or management.
The Fund's financial statements for the fiscal year ended October 31, 1999
were audited by PricewaterhouseCoopers LLP.
Required Vote
Ratification of the selection of independent accountants requires the
affirmative vote of a majority of the votes cast at the Meeting in person or by
proxy. Your Fund's Directors recommend that stockholders ratify the selection of
PricewaterhouseCoopers LLP as independent accountants.
Investment Manager
The Investment Manager is a Delaware corporation. Rolf Huppi* is the
Chairman of the Board and Director, Edmond D. Villani# is the President, Chief
Executive Officer and Director, Harold D. Kahn# is the Chief Financial Officer,
Kathryn L. Quirk# is the General Counsel, Chief Compliance Officer and
Secretary, Nicholas Bratt# and Lynn S. Birdsong# are Corporate Vice Presidents
and Directors, and Laurence Cheng*, Gunther Gose* and William H. Bolinder[ are
Directors of the Investment Manager. The principal occupation of Edmond D.
Villani, Harold D. Kahn, Kathryn L. Quirk, Nicholas Bratt and Lynn S. Birdsong
is serving as a Managing Director of the Investment Manager; the principal
occupation of Rolf Huppi is serving as an officer of Zurich Allied AG and Zurich
Financial Services, Inc.; the principal occupation of Laurence Cheng is serving
as a senior partner of Capital Z Partners, an investment fund; the principal
occupation of Gunther Gose is serving as the Chief Financial Officer of Zurich
Insurance Company ("Zurich"); and the principal occupation of William H.
Bolinder is serving as a member of the Group Executive Board of Zurich.
The outstanding voting securities of the Investment Manager are held of
record 1.56% by Zurich Insurance Company; 38.75% by Zurich Holding Company of
America ("ZHCA"), a subsidiary of Zurich; 32.34% by ZKI Holding Corp. ("ZKIH"),
a subsidiary of Zurich; 19.62% by Stephen R. Beckwith, Lynn S. Birdsong, Kathryn
L. Quirk and Edmond D. Villani in their capacity as representatives (the
-----------------------------
* Mythenquai 2, Zurich, Switzerland
# 345 Park Avenue, New York, New York
[ 1400 American Lane, Schaumburg, Illinois
8
<PAGE>
"Management Representatives") of the Investment Manager's management holders and
retiree holders pursuant to a Second Amended and Restated Security Holders
Agreement among the Investment Manager, Zurich, ZHCA, ZKIH, the Management
Representatives, the management holders, the retiree holders and Edmond D.
Villani, as trustee of Scudder Kemper Executive Defined Contribution Plan Trust
(the "Trust"); and 7.73% by the Trust. ZHCA owns 100% of the non-voting
securities of the Investment Manager.
On September 7, 1998, the businesses of Zurich (including Zurich's 70%
interest in the Investment Manager) and the financial services businesses of
B.A.T Industries p.l.c. ("B.A.T") were combined to form a new global insurance
and financial services holding company known as Zurich Financial Services, Inc.
("ZFS"), and Zurich became a subsidiary of ZFS. ZFS is currently 57% owned by
Zurich Allied AG, a listed Swiss holding company, and 43% owned by Allied Zurich
p.l.c., a listed U.K. holding company. The home offices of ZFS and Zurich Allied
AG are located at Mythenquai 2, 8002 Zurich, Switzerland, and the home office of
Allied Zurich p.l.c. is located at 22 Arlington Street, London, England SW 1A,
1RW, United Kingdom.
On April 17, 2000, the Boards of Zurich Allied AG and ZFS and the committee
of the Independent Directors of Allied Zurich p.l.c. announced that they had
reached an agreement in principle on the terms of a plan to unify the corporate
structure under a single Swiss holding company which, following completion, will
take the name "Zurich Financial Services" ("new Zurich Financial Services"). The
unification plan will involve the statutory merger of Zurich Allied AG with new
Zurich Financial Services, and the combination of Allied Zurich p.l.c. and new
Zurich Financial Services under a scheme of arrangement. Upon unification, it is
expected that former shareholders of Zurich Allied AG will hold 57% of the
shares in new Zurich Financial Services and former shareholders of Allied Zurich
p.l.c. will hold 43% of the shares in new Zurich Financial Services.
The unification will be presented to Zurich Allied AG and Allied Zurich
p.l.c. shareholders at annual general meetings to be held on May 25, 2000 and
May 26, 2000, respectively, for approval. Subject to the satisfaction of certain
conditions and regulatory approvals, it is expected that the unification would
be completed before the end of the year 2000. The transaction will not affect
Zurich's ownership interest in the Investment Manager or the Investment
Manager's operations.
Brokerage Commissions on Portfolio Transactions
To the maximum extent feasible Scudder Kemper places orders for portfolio
transactions through Scudder Investor Services, Inc. (the "Distributor") (a
corporation registered as a broker/dealer and a subsidiary of Scudder Kemper),
which in turn places orders on behalf of the Fund with issuers, underwriters or
other brokers and dealers. The Distributor receives no commissions, fees or
other remuneration from the Fund for this service. In selecting brokers and
dealers with which to place portfolio transactions for the Fund, Scudder Kemper
may place such transactions with brokers and dealers that sell shares of funds
advised by Scudder Kemper. In addition, when it can be done consistently with
its policy of obtaining the most favorable net results in placing Fund
brokerage, Scudder Kemper is authorized to place such brokerage with brokers and
dealers who supply brokerage and research services to Scudder Kemper. Allocation
of portfolio transactions is supervised by Scudder Kemper.
9
<PAGE>
Other Matters
The Board of Directors does not know of any matters to be brought before the
Meeting other than those mentioned in this Proxy Statement. The appointed
proxies will vote on any other business that comes before the Meeting or any
adjournments thereof in accordance with their best judgment.
Miscellaneous
Proxies will be solicited by mail and may be solicited in person or by
telephone or telegraph by Officers of the Fund or personnel of Scudder Kemper.
The Fund has retained Shareholder Communications Corporation, 17 State Street,
New York, New York 10004, to assist in the proxy solicitation. The cost of their
services is estimated at $3,500 plus expenses. The costs and expenses connected
with the solicitation of the proxies and with any further proxies which may be
solicited by the Fund's Officers or Shareholder Communications Corporation, in
person, by telephone or by facsimile will be borne by the Fund. The Fund will
reimburse banks, brokers, and other persons holding the Fund's shares registered
in their names or in the names of their nominees, for their expenses incurred in
sending proxy material to and obtaining proxies from the beneficial owners of
such shares.
In the event that sufficient votes in favor of any proposal set forth in the
Notice of this Meeting are not received by July 6, 2000, the persons named as
appointed proxies on the enclosed proxy card may propose one or more
adjournments of the Meeting to permit further solicitation of proxies. Any such
adjournment will require the affirmative vote of the holders of a majority of
the shares present in person or by proxy at the session of the Meeting to be
adjourned. The persons named as appointed proxies on the enclosed proxy card
will vote in favor of such adjournment those proxies which they are entitled to
vote in favor of the proposal for which further solicitation of proxies is to be
made. They will vote against any such adjournment those proxies required to be
voted against such proposal. The costs of any such additional solicitation and
of any adjourned session will be borne by the Fund.
Shareholder Proposals
Stockholders wishing to submit proposals for inclusion in a proxy statement
for the 2001 meeting of stockholders of the Fund should send their written
proposals to John Millette, Secretary of the Fund, c/o Scudder Kemper
Investments, Inc. at 345 Park Avenue, New York, New York 10154, by February 16,
2001. The timely submission of a proposal does not guarantee its inclusion.
The Fund may exercise discretionary voting authority with respect to
stockholder proposals for the 2001 meeting of stockholders which are not
included in the proxy statement and form of proxy, if notice of such proposals
is not received by the Fund at the above address on or before May 3, 2001. Even
if timely notice is received, the Fund may exercise discretionary voting
authority in certain other circumstances. Discretionary voting authority is the
ability to vote proxies that stockholders have executed and returned to the Fund
on matters not specifically reflected on the form of proxy.
By order of the Board of Directors,
John Millette
Secretary
345 Park Avenue
New York, New York 10154
May 26, 2000
10
<PAGE>
PROXY THE ARGENTINA FUND, INC. PROXY
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
Annual Meeting of Stockholders -- July 6, 2000
The undersigned hereby appoints Nicholas Bratt, Bruce H. Goldfarb, and
Kathryn L. Quirk and each of them, the proxies for the undersigned, with the
power of substitution to each of them, to vote all shares of The Argentina Fund,
Inc. which the undersigned is entitled to vote at the Annual Meeting of
Stockholders of The Argentina Fund, Inc. to be held at the offices of Scudder
Kemper Investments, Inc., 25th Floor, 345 Park Avenue (at 51st Street), New
York, New York 10154, on Thursday, July 6, 2000 at 9:00 a.m., eastern time, and
at any adjournments thereof.
Unless otherwise specified in the squares provided, the undersigned's vote will
be cast FOR each numbered item listed on the reverse side.
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PLEASE VOTE, DATE AND SIGN ON REVERSE AND RETURN PROMPTLY IN THE ENCLOSED
ENVELOPE. NO POSTAGE IS REQUIRED.
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Please sign exactly as your name or names appear. When signing as attorney,
executor, administrator, trustee or guardian, please give
your full title as such.
--------------------------------------------------------------------------------
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
--------------------------------- ---------------------------------
--------------------------------- ---------------------------------
--------------------------------- ---------------------------------
(Continued on other side.)
<PAGE>
/ X / PLEASE MARK VOTES
AS IN THIS EXAMPLE
--------------------------------------------------------------------------------
THE ARGENTINA FUND, INC.
--------------------------------------------------------------------------------
Please be sure to sign and date this Proxy. | Date |
--------------------------------------------------------------------------------
-----Stockholder sign here---------------------Co-owner sign here (if any)------
With-
hold
For All
For All Nom- For All
1. The election of two Directors: Nominees inees Except
Class II: Nicholas Bratt / / / / / /
Robert J. Callander
(INSTRUCTION: To withhold authority to vote for any individual nominee, mark the
"For All Except" box and write that nominee's name on the space provided below.)
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For Against Abstain
2. Ratification of the selection of
PricewaterhouseCoopers LLP
as independent accountants: / / / / / /
The Proxies are authorized to vote in their discretion on any other business
which may properly come before the meeting and any adjournments or postponements
thereof.
Mark box at right if an address change or comment has been / /
noted on the reverse side of this card.
