<PAGE>
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. __)
Filed by the Registrant /X/
Filed by a Party other than the Registrant / /
Check the appropriate box:
/ / Preliminary Proxy Statement
/ / Confidential, for Use of the Commission
Only (as permitted by Rule 14a-6(e)(2))
/X / Definitive Proxy Statement
/ / Definitive Additional Materials
/ / Soliciting Material Pursuant to Section 240.14a-11(c) or
Section 240.14a-12
The Korean Investment Fund, Inc.
- ----------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
- ----------------------------------------------------------------
(Name of Person(s) Filing Proxy Statement,
if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
/X / No fee required
/ / Fee computed on table below per Exchange Act Rule 14a-
6(i)(1) and 0-11.
(1) Title of each class of securities to which
transaction applies:
- ----------------------------------------------------------------
(2) Aggregate number of securities to which transaction
applies:
- ----------------------------------------------------------------
(3) Per unit price or other underlying value of
transaction computed pursuant to Exchange Act Rule 0-11
(Set forth the amount on which the filing fee is
calculated and state how it was determined):
- ----------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
- ----------------------------------------------------------------
(5) Total fee paid:
- ----------------------------------------------------------------
/ / Fee paid previously with preliminary materials.
/ / Check box if any part of the fee is offset as provided
by Exchange Act Rule 0-11(a)(2) and identify the filing
for which the offsetting fee was paid previously.
<PAGE>
Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its
filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
<PAGE>
AllianceCapital Logo
The Korean Investment Fund, Inc.
- ------------------------------------------------------------------------------
1345 Avenue of the Americas, New York, New York 10105
Toll Free (800) 221-5672
- ------------------------------------------------------------------------------
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
AUGUST 17, 1999
To the Stockholders of The Korean Investment Fund, Inc.:
Notice is hereby given that an Annual Meeting of Stockholders (the
"Meeting") of The Korean Investment Fund, Inc. (the "Fund") will be held at
the offices of the Fund, 1345 Avenue of the Americas, 33rd Floor, New York,
New York 10105, on Tuesday, August 17, 1999 at 11:00 a.m., for the following
purposes, all of which are more fully described in the accompanying Proxy
Statement dated June 30, 1999:
1. To elect five Directors of the Fund, each such Director to hold
office for a term of one, two or three years, as the case may be, and until a
successor is duly elected and qualified;
2. To ratify the selection of PricewaterhouseCoopers LLP as independent
accountants of the Fund for its fiscal year ending April 30, 2000; and
3. To transact such other business as may properly come before the
Meeting.
The Board of Directors has fixed the close of business on June 18, 1999 as
the record date for the determination of stockholders entitled to notice of,
and to vote at, the Meeting or any adjournment thereof. The enclosed proxy is
being solicited on behalf of the Board of Directors.
By Order of the Board of Directors,
Edmund P. Bergan, Jr.
Secretary
New York, New York
June 30, 1999
<PAGE>
- ------------------------------------------------------------------------------
YOUR VOTE IS IMPORTANT
Please indicate your voting instructions on the enclosed Proxy Card, sign
and date it, and return it in the envelope provided, which needs no postage if
mailed in the United States. In order to save the Fund any additional expense
of further solicitation, please mail your proxy promptly.
- ------------------------------------------------------------------------------
(R) This registered service mark used under license from the owner, Alliance
Capital Management L.P.
<PAGE>
PROXY STATEMENT
The Korean Investment Fund, Inc.
1345 Avenue of the Americas
New York, New York 10105
------------
ANNUAL MEETING OF STOCKHOLDERS
August 17, 1999
------------
INTRODUCTION
This Proxy Statement is furnished in connection with the solicitation of
proxies on behalf of the Board of Directors of The Korean Investment Fund,
Inc. (the "Fund"), to be voted at the Annual Meeting of Stockholders of the
Fund (the "Meeting"), to be held at the offices of the Fund, 1345 Avenue of
the Americas, 33rd Floor, New York, New York 10105, on Tuesday, August 17,
1999 at 11:00 a.m. Such solicitation will be by mail and the cost will be
borne by the Fund. The Notice of Meeting, Proxy Statement and Proxy Card are
being mailed to stockholders on June 30, 1999.
The Board of Directors has fixed the close of business on June 18, 1999 as
the record date for the determination of stockholders entitled to notice of,
and to vote at, the Meeting and at any adjournment thereof. The outstanding
voting shares of the Fund as of June 18, 1999 consisted of 8,450,704 shares of
common stock. All properly executed proxies received prior to the Meeting will
be voted at the Meeting in accordance with the instructions marked thereon or
otherwise provided therein. Accordingly, unless instructions to the contrary
are marked, proxies will be voted for the election of five Directors and for
the ratification of PricewaterhouseCoopers LLP as the Fund's independent
accountants for its fiscal year ending April 30, 2000. Any stockholder may
revoke that stockholder's proxy at any time prior to exercise thereof by
giving written notice to the Secretary of the Fund at 1345 Avenue of the
Americas, New York, New York 10105, by signing another proxy of a later date
or by personally voting at the Meeting.
If a proxy properly executed is returned with instructions to abstain from
voting or to withhold authority to vote (an abstention) or represents a broker
"non-vote" (that is, a proxy from a broker or nominee indicating that such
person has not received instructions from the beneficial owner or other person
entitled to vote shares on a particular matter with respect to which the
broker or nominee does not have discretionary power to vote), the shares
represented by the proxy, with respect to matters to be determined by a
plurality or majority of the votes cast on such matters (i.e., all the
proposals contained in this Proxy Statement), will be considered present for
purposes of determining the existence of a quorum for the transaction of
<PAGE>
business but, not being cast, will have no effect on the outcome of such
matters. With respect to any proposal the adoption of which would require the
affirmative vote of a specified proportion of Fund shares, an abstention or
broker non-vote would be considered present for purposes of determining the
existence of a quorum but would have the effect of a vote against the
proposal. If any proposals other than Proposals One and Two properly come
before the Meeting, the shares represented by proxies will be voted on all
such proposals in the discretion of the person or persons voting the proxies.
A quorum for the Meeting will consist of a majority of Fund shares
outstanding. In the event that a quorum is not represented at the Meeting or,
even if a quorum is represented, in the event that sufficient votes in favor
of the position recommended by the Board of Directors on any proposal
described in this Proxy Statement are not received prior to the Meeting, the
persons named as proxies may, but are under no obligation to, with no other
notice than announcement at the Meeting, propose and vote for one or more
adjournments of the Meeting in order to permit further solicitation of proxies
with respect to such proposal. The Meeting may be adjourned with respect to
fewer than all of the proposals in this Proxy Statement, and a stockholder
vote may be taken on any one or more of the proposals prior to any adjournment
if sufficient votes have been received for approval thereof. Shares
represented by proxies indicating a vote contrary to the position recommended
by the Board of Directors on a proposal will be voted against adjournment as
to that proposal.
PROPOSAL ONE
ELECTION OF DIRECTORS
At the Meeting, three Directors will each be elected to serve for a term
of three years, one Director will be elected to serve for a term of two years
and one director will be elected to serve for a term of one year, and, in each
case, until his successor is elected and qualified. The affirmative vote of a
plurality of the votes cast at the Meeting is required to elect a Director.
It is the intention of the persons named in the enclosed proxy to nominate and
vote in favor of the election of the persons listed below.
Pursuant to the Articles of Incorporation and the Bylaws of the Fund, the
Board of Directors has been divided into three classes. The terms of office of
the members of Class One will expire as of the Meeting, the terms of office of
the members of Class Two will expire as of the annual meeting of stockholders
to be held in 2000 and the terms of office of the members of Class Three will
expire as of the annual meeting of stockholders to be held in 2001. Upon
expiration of the terms of office of the members of a class as set forth
above, those persons then elected as Directors in that class will serve until
the third annual meeting of stockholders following their election. Messrs.
David H. Dievler and William H. Foulk, Jr. and the Hon. James D. Hodgson are
the members constituting Class One. Messrs. John D. Carifa and Hugh-Gil Yum
are the members constituting Class Two; and Dr. James M. Hester and Mr.
Kimyong Nam are the members constituting Class Three.
2
<PAGE>
As a result of this system, only those Directors in a single class may be
changed in any one year, and it would require two years to change a majority
of the Board of Directors (although, under Maryland law, procedures are
available for the removal of Directors even if they are not then standing for
re-election and, under Securities and Exchange Commission regulations,
procedures are available for including appropriate stockholder proposals in
management's annual proxy statement). This system of electing Directors, which
may be regarded as an anti-takeover provision, may make it more difficult for
the Fund's stockholders to change the majority of Directors and, thus, have
the effect of maintaining the continuity of management.
At the Meeting, the Directors in Class One, David H. Dievler, William H.
Foulk, Jr. and James B. Hodgson, are standing for re-election. In addition,
Messrs. Hugh-Gil Yum and Kimyong Nam will be standing for stockholder election
as Directors in Classes Two and Three, respectively. On January 28, 1999,
Mr. Yum was elected by the Board of Directors to fill a vacancy on the Board
of Directors. On May 11, 1999, Mr. Nam was elected by the Board of Directors
to fill a vacancy on the Board of Directors. Each of these Director/nominees
has consented to serve as a Director. The Board of Directors knows of no
reason why any of them will be unable to serve, but in the event of such
inability the proxies received will be voted for such substitute nominees as
the Board of Directors may recommend.
Certain of the Fund's Directors and officers are residents of the Republic
of Korea ("Korea") and substantially all of the assets of such persons may be
located outside of the United States. As a result, it may be difficult for
U.S. investors to effect service of process upon such Directors or officers
within the United States, or to realize judgments of courts of the United
States predicated upon civil liabilities of such Directors or officers under
the federal securities laws of the United States. The Fund has been advised
that there is substantial doubt as to the enforceability in Korea of the civil
remedies and criminal penalties afforded by the federal securities laws of the
United States. There is no extradition treaty currently in effect between the
United States and Korea. It is unclear if any future extradition treaty in
effect between the United States and Korea would subject such Directors and
officers to effective enforcement of the criminal penalties of the federal
securities laws.
Certain information concerning the Directors and nominees is set forth
below. Messrs. Carifa, Dievler and Foulk and Dr. Hester are each a director
or trustee of one or more other registered investment companies managed by
Alliance Capital Management L.P., the Fund's investment adviser and
administrator ("Alliance").
3
<PAGE>
Name, age, positions Number
and offices with the of shares
Fund, principal Year Year beneficially
occupations during first term as owned directly
the past five years became a a Director or indirectly as
and other Directorships Director will expire of June 18, 1999
- ----------------------- -------- ----------- ----------------
*John D. Carifa, 54. Chairman
and Chief Executive Officer of
the Fund. President, Chief
Operating Officer and a Director
of Alliance Capital Management
Corporation, the general partner 2000
of Alliance, ("ACMC"). 1995 (Class Two) 1,221
**-David H. Dievler, 69, Director.
Independent Financial Consultant.
Formerly Senior Vice President of
ACMC and Chairman of the Board of 2002--
the Fund. 1992 (Class One) 1,000
**-William H. Foulk, Jr., 66,
Director. Investment Adviser
and Independent Consultant. He
was formerly Senior Manager of
Barrett Associates, Inc., a
registered investment adviser,
and prior thereto, he was
President of Competrol (BVI)
Limited and Crescent Diversified
Diversified Limited (private 2002--
investments). 1992 (Class One) 2,008
**-Dr. James M. Hester, 75,
Director. President of The
Harry Frank Guggenheim Foundation.
He was formerly President of
New York University and The New
York Botanical Garden, Rector of
the United Nations University and
a Director of Union Carbide 2001
Corporation. 1992 (Class Three) 1,215
**-The Hon. James D. Hodgson, 83,
Director. Director of United
Television, Inc. (broadcasting).
He was formerly U.S. Ambassador 2002--
to Japan and U.S. Secretary of
Labor. 1992 (Class One) 1,000
4
<PAGE>
____________________
* "Interested person", as defined in the Investment Company Act of 1940,
as amended (the "Act"), of the Fund because of affiliation with
Alliance.
** Member of the Audit Committee.
- Member of the Nominating Committee.
-- If re-elected at the Meeting.
5
<PAGE>
Name, age, positions Number
and offices with the of shares
Fund, principal Year Year beneficially
occupations during first term as owned directly
the past five years became a a Director or indirectly as
and other Directorships Director will expire of June 18, 1999
- ----------------------- -------- ----------- ----------------
*Kimyong Nam, 38, Director
and President since May 1999.
Managing Director of Tong
Yang Securities (America), Inc.
since April 1999. Mr. Nam was
formerly Senior Vice President
of Tong Yang Securities (America),
Inc. since May 1997. He was
formerly Assistant to the
Chairman, International Affairs
of Tong Yang Group since March 2001--
1994. 1999 (Class Three) -0-
*Hugh-Gil Yum, 48, Director and
Senior Vice President of the Fund
since January 1999. President and
Chief Executive Officer of Tong
Yang Securities (Korea), Inc. since
February 1999. Mr. Yum was formerly
President and Chief Executive
Officer of Tong Yang Systemhouse 2000--
since December 1994. 1999 (Class Two) -0-
____________________
* "Interested person", as defined in the Investment Company Act of 1940,
as amended (the "Act"), of the Fund because of affiliation with
Alliance.
** Member of the Audit Committee.
- Member of the Nominating Committee.
-- If re-elected at the Meeting.
During the fiscal year ended April 30, 1999, the Board of Directors met
four times, the Audit Committee met twice for the purposes described below in
Proposal Two, and the Nominating Committee met once. The Nominating Committee
was constituted for the purpose of selecting and nominating persons to fill
any vacancies on the Board of Directors. The Nominating Committee of the Fund
does not currently consider candidates proposed by stockholders for election
as Directors.
The Fund does not pay any fees to, or reimburse expenses of, any Director
during a time in which such Director is considered an "interested person" of
the Fund, as defined in the Act. The aggregate compensation paid by the Fund
6
<PAGE>
to each of the Directors during its fiscal year ended April 30, 1999, the
aggregate compensation paid to each of the Directors during calendar year 1998
by all of the investment companies to which Alliance provides investment
advisory services (collectively, the "Alliance Fund Complex") and the total
number of investment companies (and separate investment portfolios within
those companies) in the Alliance Fund Complex with respect to which each of
the Directors serves as a director or trustee, are set forth below. Neither
the Fund nor any other investment company in the Alliance Fund Complex
provides compensation in the form of pension or retirement benefits to any of
its directors or trustees.
Total
Number of
Investment Total
Companies Number of
Total in the Investment
Compensation Alliance Portfolios
from the Fund within the
Aggregate Alliance Complex, Alliance
Compensation Fund Including Fund Complex,
from the Complex, the Fund, including the
Fund during Including to which Fund, as to
the Fiscal the Fund, the which the
Year ended During Director is Director is
April 30, Calendar a Director a Director
Name of Director 1999 Year 1998 or Trustee or Trustee
- ---------------------- ----------- ------------ ----------- -------------
John D. Carifa $0 $0 49 114
David H. Dievler $12,500 $216,288 42 80
William H. Foulk, Jr. $12,500 $241,003 44 109
Dr. James M. Hester $12,500 $172,913 36 74
The Hon. James D. Hodgson $12,500 $10,500 1 1
Hugh-Gil Yum $0 $0 1 1
Kimyong Nam $0 $0 1 1
Alliance has instituted a policy applicable to all funds in the Alliance
Fund Complex contemplating in the case of the Fund, that each Director will
invest at least $10,000 in shares of the Fund.
As of June 18, 1999, the Directors and officers of the Fund as a group
owned less than 1% of the shares of the Fund.
The Board of Directors of the Fund recommends that the stockholders of the
Fund vote FOR the election of the foregoing nominees to serve as Directors of
the Fund.
7
<PAGE>
PROPOSAL TWO
RATIFICATION OF SELECTION OF
INDEPENDENT ACCOUNTANTS OF THE FUND
The Board of Directors recommends that the stockholders ratify the
selection of PricewaterhouseCoopers LLP, independent accountants, to audit the
accounts of the Fund for the fiscal year ending April 30, 2000. Their
selection was approved by the vote, cast in person, of a majority of the Board
of Directors, including a majority of the Directors who are not "interested
persons" of the Fund, as defined in the Act, at a meeting held on May 11,
1999. The affirmative vote of a majority of the votes cast at the Meeting is
required to ratify such selection. PricewaterhouseCoopers LLP has audited the
accounts of the Fund since the commencement of the Fund's operations, and does
not have any direct financial interest or any material indirect financial
interest in the Fund.
A representative of PricewaterhouseCoopers LLP is expected to attend the
Meeting and to have the opportunity to make a statement and respond to
appropriate questions from the stockholders. The Audit Committee of the Board
of Directors generally meets twice during each fiscal year with
representatives of PricewaterhouseCoopers LLP to discuss the scope of the
independent accountants' engagement and review the financial statements of the
Fund and the results of their examination thereof.
The Board of Directors of the Fund recommends that the stockholders of the
Fund vote FOR the ratification of the selection of PricewaterhouseCoopers LLP
as independent accountants of the Fund.
INFORMATION AS TO THE FUND'S
PRINCIPAL OFFICERS, INVESTMENT ADVISER,
SUB-ADVISER AND ADMINISTRATOR
The principal officers of the Fund and their principal occupations during
the past five years are set forth below.
John D. Carifa, Director, Chairman and Chief Executive Officer (See
Proposal One, Election of Directors, at page 3 for biographical information).
Kimyong Nam, President (see Proposal One, Election of Directors, at page 4
for biographical information).
Hugh-Gil Yum, Senior Vice President (see Proposal One, Election of
Directors at page 4, for biographical information).
Robert Heisterberg, 61, Executive Vice President-Investments, is a Senior
Vice President of ACMC and its Global Economic and Policy analyst.
Mr. Heisterberg has been associated with Alliance since prior to 1994.
8
<PAGE>
Yung Chul Park, 57, Executive Vice President-Investments, is a Professor
of Economics at Korea University. He is also the Director of the Institute of
Economic Research at Korea University.
Edward Baker III, 48, Vice President, is a Senior Vice President and the
Chief Investment Officer-Emerging Markets of ACMC, with which he has been
associated since May 1995. Prior thereto, he was a Senior Vice President of
BARRA since prior to 1994.
In Kee Oh, 38, Vice President-Investments, is a Director of Orion, with
which he has been associated since prior to 1994.
Thomas J. Bardong, 54, Vice President, is a Senior Vice President of ACMC,
with which he has been associated since prior to 1994.
Edmund P. Bergan, Jr., 49, Secretary, is a Senior Vice President and the
General Counsel of Alliance Fund Distributors, Inc. and Alliance Fund
Services, Inc. ("AFS"), with which he has been associated since prior to 1994.
Mark D. Gersten, 48, Treasurer and Chief Financial Officer, is a Senior
Vice President of AFS, with which he has been associated since prior to 1994.
Vincent S. Noto, 34, Controller, is a an Assistant Vice President of AFS,
with which he has been associated since prior to 1994.
The address of Messrs. Carifa, Heisterberg, Bardong and Bergan is c/o
Alliance Capital Management L.P., 1345 Avenue of the Americas, New York, New
York 10105. The address of Messrs. Gersten and Noto is c/o Alliance Capital
Management L.P., 500 Plaza Drive, Secaucus, New Jersey 07094. The address of
Mr. Nam is c/o Tong Yang Securities (America), Inc., 590 Madison Ave., New
York, New York 10022. The address of Mr. Yum is c/o Tong Yang Securities
(Korea), Inc., TYSC Building, #23-8, Yeoido-Dong, Youngdeungpo-ku, Seoul,
Korea 150-707. The address of Mr. Park is c/o Korea University 1, 5-Ka, Anam-
dong, Seongbuk, Seoul, Korea 136-701. The address of Mr. Oh is c/o Alliance
Capital Management (Singapore) Limited, 1 Finlayson Green #13-00, Singapore
049246. Not all of the Fund's officers are U.S. residents. For a discussion
of certain potential implications of this fact, see Proposal One, Election of
Directors.
The investment adviser and administrator for the Fund is Alliance Capital
Management L.P., with principal offices at 1345 Avenue of the Americas, New
York, New York 10105. The sub-adviser for the Fund is Orion Asset Management
Co., Ltd., with principal offices at 590 Madison Ave., New York, New York
10022.
SUBMISSION OF PROPOSALS FOR THE NEXT
ANNUAL MEETING OF STOCKHOLDERS
Proposals of stockholders intended to be presented at the next annual
meeting of stockholders of the Fund must be received by the Fund by March 2,
2000 for inclusion in the Fund's proxy statement and form of proxy relating to
9
<PAGE>
that meeting. The submission by a stockholder of a proposal for inclusion in
the proxy statement does not guarantee that it will be included. Stockholder
proposals are subject to certain regulations under federal securities laws.
The persons named as proxies for the next annual meeting of stockholders
will have discretionary authority to vote on any matter presented by a
stockholder for action at that meeting unless the Fund receives notice of the
matter by May 16, 2000 (or such earlier date as may be specified by an advance
notice provision in the Fund's Bylaws), in which case these persons will not
have discretionary voting authority except as provided in the Securities and
Exchange Commission's rules governing stockholder proposals.
OTHER MATTERS
Management of the Fund does not know of any matters to be presented at the
Meeting other than those mentioned in this Proxy Statement. If any other
matters properly come before the Meeting, the shares represented by proxies
will be voted with respect thereto in the discretion of the person or persons
voting the proxies.
The Fund has engaged Shareholder Communications Corporation, 17 State
Street, New York, New York 10004, to assist the Fund in soliciting proxies for
the Meeting. Shareholder Communications Corporation will receive a fee of
$3,000 for its services plus reimbursement of out-of-pocket expenses.
According to information filed with the Securities and Exchange
Commission, City of London Investment Group PLC, City of London Investment
Management Company Limited and City of London Unit Trust Managers Limited, 10
Eastcheap, London EC3M ILX, England, own 995,700 shares (11.8%) of the Fund's
common stock.
REPORTS TO STOCKHOLDERS
The Fund will furnish to each person to whom this Proxy Statement is
delivered a copy of the Fund's latest annual report to stockholders upon
request and without charge. To request a copy, please call Alliance Fund
Services, Inc. at (800) 227-4618 or contact Carol H. Rappa at Alliance Capital
Management L.P., 1345 Avenue of the Americas, New York, New York 10105.
By Order of the Board of Directors,
Edmund P. Bergan, Jr.
Secretary
June 30, 1999
New York, New York
10
<PAGE>
TABLE OF CONTENTS
Page
----
Introduction................................................... 1
Proposal One: Election of Directors............................ 2
Proposal Two: Ratification of Selection of Independent
Accountants of the Fund........................................ 6
Information as to the Fund's Principal Officers,
Investment Adviser, Sub-Adviser and Administrator.............. 7
Submission of Proposals for the Next Annual Meeting of
Stockholders................................................... 8
Other Matters.................................................. 8
Reports to Stockholders........................................ 8
The Korean
Investment Fund, Inc.
- -----------------------------------------------------------------------------
AllianceCapital logo
Alliance Capital Management L.P.
- -----------------------------------------------------------------------------
NOTICE OF ANNUAL
MEETING OF STOCKHOLDERS
AND PROXY STATEMENT
August 17, 1999
11
<PAGE>
PROXY PROXY
THE KOREAN INVESTMENT FUND, INC.
PROXY FOR THE ANNUAL MEETING OF STOCKHOLDERS, AUGUST 17, 1999
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS
The undersigned stockholder of The Korean Investment Fund, Inc.,
a Maryland corporation (the "Corporation"), hereby appoints each
of Daniel Ho and Carol H. Rappa as proxies, each with full power
of substitution, to attend the Annual Meeting of Stockholders of
the Corporation to be held at 11:00 a.m., Eastern Time, on
August 17, 1999 at the offices of the Corporation, 1345 Avenue of
the Americas, in the Audio Visual Conference Room, 33rd Floor,
New York, New York 10105, and any postponement or adjournment
thereof, and thereat to cast on behalf of the undersigned all
votes that the undersigned is entitled to cast and otherwise to
represent the undersigned with all powers possessed by the
undersigned if personally present. The undersigned hereby
acknowledges receipt of the Notice of Meeting and accompanying
Proxy Statement.
THIS PROXY, IF PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER
DIRECTED HEREIN BY THE UNDERSIGNED. IF NO DIRECTION IS MADE,
THIS PROXY WILL BE VOTED "FOR" THE ELECTION OF THE NOMINEES
REFERRED TO IN PROPOSAL ONE AS DIRECTORS, "FOR" THE RATIFICATION
OF THE SELECTION OF PRICEWHATERHOUSECOOPERS LLP AS THE
INDEPENDENT AUDITORS FOR THE CORPORATION, AND "FOR" ANY
ADJOURNMENT OF THE MEETING WITH RESPECT TO ANY PROPOSAL DESCRIBED
IN THE ACCOMPANYING PROXY STATEMENT IN THE EVENT THAT
INSUFFICIENT VOTES IN FAVOR OF THE POSITION ON SUCH PROPOSAL
RECOMMENDED BY THE BOARD OF DIRECTORS ARE NOT RECEIVED PRIOR TO
THE MEETING.
Please refer to the Proxy Statement for a discussion of each of
the Proposals.
- ----------------------------------------------------------------
PLEASE VOTE, DATE AND SIGN ON REVERSE AND PROMPTLY RETURN THIS
PROXY IN THE ENCLOSED ENVELOPE.
- ----------------------------------------------------------------
NOTE: Please sign this proxy exactly as your name(s) appear(s) on
the books of the Corporation. Joint owners should each sign
personally. Trustees and other fiduciaries should indicate the
capacity in which they sign, and, where more than one name
appears, a majority must sign. If a corporation, the signature
<PAGE>
should be that of an authorized officer who should state his her
title.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
_____________________________ _____________________________
_____________________________ _____________________________
_____________________________ _____________________________
2
<PAGE>
/ X / Please mark votes as in this example.
________________________________________________________________
THE KOREAN INVESTMENT FUND, INC.
________________________________________________________________
Mark box at right if an address change or
comment has been noted of the reverse side of
this card. / /
CONTROL NUMBER:
Please be sure to sign and date this Proxy.
Date _____________________
Stockholder sign here Co-owner sign here
_______________________________ ______________________________
3
<PAGE>
1. Election of Directors.
Class One Directors (term expires 2002)
David H. Dievler
William H. Foulk, Jr.
The Hon. James D. Hodgson For All Withhold For All
Nominees Except
/ / / / / /
Class Three Director (terms expires in 2001)
Kimyong Nam
Class Two Director (term expires in 2000)
Hugh-Gil Yum
NOTE: If you do not wish your shares voted "FOR" a particular
Nominee, mark the "For All Except" box and strike a line through
the nominee(s) name(s). Your shares will be voted for the
remaining nominees(s).
2. Ratification of the selection FOR AGAINST ABSTAIN
selection of
PricewaterhouseCoopers LLP / / / / / /
as the independent
accountants for the
Corporation for the fiscal year
ending April 30, 2000.
3. In their discretion, upon any
other matters that may properly
come before the Annual Meeting
or any postponement or
adjournments thereof, as
described in the Proxy
Statement.
RECORD DATE SHARES:
4
00250131.AI0
