Schedule 14A Information
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
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 Rule 14a-11(c) or Rule 14a-12
The India Fund, Inc.
(Name of Registrant as Specified In Its Charter)
Payment of Filing Fee (check the appropriate box):
|X| No fee required.
|_| Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
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(2) Aggregate number of securities to which transaction applies:
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(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 is determined):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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|_| 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. Identify the previous filing by registration statement
number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
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(2) Form, Schedule or Registration Statement No.:
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<PAGE>
2
(3) Filing Party:
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(4) Date Filed:
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<PAGE>
The India Fund, Inc.
One World Financial Center
200 Liberty Street
New York, New York 10281
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
March 10, 2000
To the Stockholders:
The Annual Meeting of Stockholders of The India Fund, Inc. (the "Fund")
will be held at One World Financial Center, 200 Liberty Street, New York, New
York on the 40th floor, on Friday, April 28, 2000, at 10:00 a.m., for the
purposes of considering and voting upon:
1. The election of directors (Proposal 1).
2. The ratification of the selection of PricewaterhouseCoopers
LLP as the independent accountants of the Fund for the year
ending December 31, 2000 (Proposal 2).
3. Any other business that may properly come before the meeting.
The close of business on March 6, 2000 has been fixed as the record date
for the determination of stockholders entitled to notice of and to vote at the
meeting.
By Order of the Board of Directors,
/s/ Bryan McKigney
Bryan McKigney
President and Secretary
- --------------------------------------------------------------------------------
TO AVOID UNNECESSARY EXPENSE OF FURTHER SOLICITATION, WE URGE YOU to indicate
voting instructions on the enclosed proxy card, date and sign it and return it
promptly in the envelope provided, no matter how large or small your holdings
may be.
- --------------------------------------------------------------------------------
<PAGE>
Instructions for Signing Proxy Cards
The following general rules for signing proxy cards may be of assistance
to you and avoid the time and expense to the Fund involved in validating your
vote if you fail to sign your proxy card properly.
1. Individual Accounts: Sign your name exactly as it appears in the
registration on the proxy card.
2. Joint Accounts: Either party may sign, but the name of the party
signing should conform exactly to a name shown in the registration.
3. Other Accounts: The capacity of the individual signing the proxy card
should be indicated unless it is reflected in the form of registration. For
example:
Registration
Corporate Accounts Valid Signature
(1) ABC Corp. ......................... ABC Corp.
(2) ABC Corp. ......................... John Doe, Treasurer
(3) ABC Corp. c/o John Doe, Treasurer.. John Doe
(4) ABC Corp. Profit Sharing Plan ..... John Doe, Trustee
Trust Accounts
(1) ABC Trust.......................... Jane B. Doe, Trustee
(2) Jane B. Doe, Trustee u/t/d 12/28/78 Jane B. Doe
Custodial or Estate Accounts
(1) John B. Smith, Cust.
f/b/o John B. Smith, Jr. UGMA...... John B. Smith
(2) John B. Smith...................... John B. Smith, Jr., Executor
2
<PAGE>
The India Fund, Inc.
One World Financial Center
200 Liberty Street
New York, New York 10281
---------------
PROXY STATEMENT
---------------
This proxy statement is furnished in connection with a solicitation by the
Board of Directors of The India Fund, Inc. (the "Fund") of proxies to be used at
the Annual Meeting of Stockholders of the Fund (the "Annual Meeting") to be held
at One World Financial Center, 200 Liberty Street, New York, New York on the
40th floor, on Friday, April 28, 2000, at 10:00 a.m. (and at any adjournment or
adjournments thereof) for the purposes set forth in the accompanying Notice of
Annual Meeting of Stockholders. This proxy statement and the accompanying form
of proxy are first being mailed to stockholders on or about March 10, 2000. On
February 29, 2000, the Fund sent a copy of its annual report containing
financial statements for the fiscal year ended December 31, 1999 to each
stockholder of the Fund. Any stockholder may request an additional copy of the
Fund's annual report, free of charge, by contacting Advantage Advisers, Inc. at
the address listed below or by calling 1-800-421-4777. Stockholders who execute
proxies retain the right to revoke them in person at the Annual Meeting or by
written notice received by the Secretary of the Fund at any time before the
proxies are voted. Unrevoked proxies will be voted in accordance with the
specifications thereon and, unless specified to the contrary, will be voted FOR
Proposal 1 (the election of directors) and FOR Proposal 2 (the selection of
PricewaterhouseCoopers LLP as the independent accountants of the Fund). The
close of business on March 6, 2000 has been fixed as the record date for the
determination of stockholders entitled to notice of and to vote at the Annual
Meeting. Each stockholder is entitled to one vote for each full share and an
appropriate fraction of a vote for each fractional share held. On the record
date there were 33,042,733 shares of Common Stock outstanding.
In the event that a quorum is not present at the Annual Meeting, or in the
event that a quorum is present but sufficient votes to approve any of the
proposals are not received, the persons named as proxies may propose one or more
adjournments of the Annual Meeting to a date not more than 120 days after the
original record date to permit further solicitation of proxies. Any such
adjournment will require the affirmative vote of a majority of those shares
represented at the Annual Meeting in person or by proxy. The persons named as
proxies will vote those proxies which they are entitled to vote FOR or AGAINST
any such proposal at their discretion. A stockholder vote may be taken on one or
more of the proposals in this proxy statement prior to any such adjournment if
sufficient votes have been received for approval. Under the By-Laws of the Fund,
a quorum is constituted by the presence in person or by proxy of the holders of
record of a majority of the outstanding shares of Common Stock of the Fund
entitled to vote at the Annual Meeting.
Advantage Advisers, Inc. ("Advantage"), whose principal business address
is One World Financial Center, 200 Liberty Street, New York, New York 10281, is
the Fund's investment manager.
3
<PAGE>
Proposal 1: Election of Directors
In accordance with the Fund's Charter, the Fund's Board of Directors is
divided into three classes: Class I, Class II and Class III. At the Annual
Meeting, stockholders will be asked to elect one Class I and two Class II
Directors to hold office until the 2002 and 2003 Annual Meetings of
Stockholders, respectively, or thereafter until their respective successors are
elected and qualified. The term of office of the Class III Directors expires at
the Annual Meeting of Stockholders in 2001 or thereafter in each case when their
respective successors are elected and qualified. The effect of these staggered
terms is to limit the ability of other entities or persons to acquire control of
the Fund by delaying the replacement of a majority of the Board of Directors.
The persons named in the accompanying form of proxy intend to vote at the
Annual Meeting (unless directed not to vote) FOR the election of the nominees
listed below. Each nominee has indicated that he will serve if elected, but if
any nominee should be unable to serve, the proxy will be voted for any other
person determined by the persons named in the proxy in accordance with their
judgment. Luis Rubio was previously elected to the Board of Directors by the
directors of the Fund effective July 15, 1999.
The following table provides information concerning the nominees for
election as directors:
<TABLE>
<CAPTION>
Shares of Common Stock
Beneficially Owned,
Nominees and Principal Occupations Directly or Indirectly, on
During the Past Five Years Director Since Age February 1, 2000 (A)
- ----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Nominee to serve until the year 2002
Annual Meeting of Stockholders
Luis Rubio, Member of Audit and Nominating
Committees; 1999 44 0
President, Centro de Investigacion para el
Desarrollo, A.C.
(Center of Research for Development) (1981-Present),
frequent contributor of op-ed pieces to
The Los Angeles Times and The Wall Street Journal.
Nominees to serve until the year 2003
Annual Meeting of Stockholders
Jeswald W. Salacuse, Member of Audit Committee; 1994 62 403
Chairman of Nominating Committee; Henry J. Braker
Professor of Commercial Law, The Fletcher School of
Law & Diplomacy (1990-Present); Dean, The Fletcher
School of Law & Diplomacy,
Tufts University (1986-1994).
Charles F. Barber, Chairman of Audit Committee; 1994 83 1,000
Member of Nominating Committee; Consultant;
formerly Chairman of the Board, ASARCO Incorporated.
</TABLE>
4
<PAGE>
The following table provides information concerning the directors serving
until the year 2001 and 2002 Annual Meetings of Stockholders:
<TABLE>
<CAPTION>
Shares of Common Stock
Beneficially Owned,
Directors and Principal Occupations Directly or Indirectly, on
During the Past Five Years Director Since Age February 1, 2000 (A)
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Director serving until the year 2001
Annual Meeting of Stockholders
Alan H. Rappaport*, Chairman;
formerly, Managing Director, 1993 46 3012
CIBC World Markets Corp. and Director and
President, Advantage Advisers, Inc. (1993-2000)**;
presently, Managing Director of The Beacon Group LLC
Sir Rene Maingard C.B.E., Director, Rogers & Co., Ltd. 1994 82 0
(shipping, banking)
Directors serving until the year 2002
Annual Meeting of Stockholders
Leslie H. Gelb, Member of Audit and
Nominating Committees; 1994 63 0
President, The Council on Foreign Relations
(1993-Present);Columnist (1991-1993),
Deputy Editorial Page Editor (1986-1990)
and Editor, Op-Ed Page (1988-1990), The New York Times.
Gabriel Seeyave, Tax Advisor; formerly Partner,
De Chazal Du 1994 68 0
Mee & Com. (chartered accountants); Director,
The United Basalt Products Limited
</TABLE>
- -----------------
* "Interested person" as defined in the Investment Company Act of 1940, as
amended (the "1940 Act") because of a prior relationship with Advantage.
** Mr. Rappaport resigned his positions with CIBC World Markets Corp. and
Advantage effective as of January 14, 2000.
(A) The holdings of no director represented more than 1% of the outstanding
shares of the Fund. Each director has sole voting and investment power
with respect to the listed shares.
Each of Messrs. Barber, Gelb, Salacuse, Rappaport and Rubio serves as a
director of certain other U.S. registered investment companies, as described
below. Mr. Barber is a director of one other registered investment company
advised by Advantage, three registered investment companies advised by an
affiliate of Advantage, six registered investment companies co-advised by PIMCO
Advisors L.P. ("PIMCO Advisors") and Salomon Brothers Asset Management Inc
("SBAM") and ten other registered investment companies advised by SBAM. Messrs.
Gelb and Salacuse are directors of one other registered investment company
advised by Advantage and four other registered investment companies advised by
PIMCO Advisors and SBAM. Mr. Salacuse is also a director of four other
registered investment companies advised by SBAM. Mr. Rappaport is a director of
one other registered investment company advised by Advantage and one registered
investment company advised by Advantage and ACCI Worldwide, S.A. de C.V. Mr.
Rubio is a director of one other registered investment company advised by
Advantage and three registered investment companies advised by an affiliate of
Advantage.
At February 1, 2000, directors and officers of the Fund as a group owned
beneficially less than 1% of the outstanding shares of the Fund.
5
<PAGE>
The following table sets forth the beneficial ownership of shares of the
Fund, at February 1, 2000 by each person known to the Fund to be deemed to be
the beneficial owner of more than 5% of the outstanding shares of the Fund.
<TABLE>
<CAPTION>
Number of Shares
Name of Beneficial Owner Beneficially Owned Percent Ownership (1)
- ---------------------------------------------------------------------------------------
<S> <C> <C>
City of London Investment Group PLC (2) 2,448,250 7.41%
10 Eastcheap
London EC3M ILX
England
FMR Corp. (3) 2,279,500 6.90%
82 Devonshire Street
Boston, MA 02109
</TABLE>
- ----------
(1) Calculated based on 33,047,733 shares of the Fund outstanding as of
February 1, 2000.
(2) Based solely upon information presented in Schedule 13G, providing
information as of December 31, 1999, filed by City of London Investment
Group PLC ("City of London"), which reports sole voting and dispositive
power as to all such shares, as well as a Schedule 13G, providing
information as of December 31, 1999, filed by City of London Investment
Management Company Limited, which reports voting and dispositive power as
to 2,332,396 shares of the Fund. According to the Schedule 13G filed by
City of London, such shares were acquired by its subsidiaries, City of
London Investment Management Company Limited and City of London Unit Trust
Managers Limited. The Fund's understanding is that the aggregate
beneficial ownership of shares of the Fund by these affiliated entities is
reflected in the Schedule 13G filed by City of London. Pursuant to this
understanding, as of December 31, 1999, such ownership would be 2,448,250
shares, representing 7.32% of the outstanding shares of the Fund as of
such date.
(3) Based solely upon information presented in Schedule 13G, providing
information as of December 31, 1999, filed by FMR Corp. ("FMR"), which
reports beneficial ownership as to all such shares and sole dispositive
power as to 669,200 shares, as well as a Schedule 13G, providing
information as of December 31, 1999, filed by Fidelity International
Limited ("Fidelity Limited"), which reports beneficial ownership as to all
such shares and sole dispositive power as to 1,610,300 shares. According
to the Schedule 13G filed by FMR, 665,300 shares of the Fund are
beneficially owned by Fidelity Management & Research Company ("FMR
Advisor"), a wholly-owned subsidiary of FMR, 3,900 shares of the Fund are
beneficially owned by Fidelity Management Trust Company, a wholly-owned
subsidiary of FMR, and 1,610,300 shares of the Fund are owned by Fidelity
Limited, as a result of acting as investment adviser to various investment
companies and certain institutional investors. Schedules 13G filed by FMR
and Fidelity Limited disclose that while FMR and Fidelity Limited are
separate and independent corporate entities, they chose, on a voluntary
basis, to make their respective Schedule 13G filings as if all of the
shares of the Fund are beneficially owned by FMR and Fidelity Limited on a
joint basis. The Fund's understanding is that the aggregate beneficial
ownership of shares of the Fund by these entities, as reflected in the
respective Schedules 13G, as of December 31, 1999, would be 2,279,500
shares, representing 6.78% of the outstanding shares of the Fund as of
such date.
In addition, at February 1, 2000, Cede & Co., a nominee for participants
in The Depository Trust Company, held of record 32,886,822 shares, equal to
99.51% of the outstanding shares of the Fund.
The executive officers of the Fund are chosen each year at the first
meeting of the Board of Directors of the Fund following the Annual Meeting of
Stockholders, to hold office until the meeting of the Board following the next
Annual Meeting of Stockholders and until their successors are chosen and
qualified. The current executive officers of the Fund are:
Name Office Age Officer Since
--------------------------------------------------------------
Bryan McKigney President 41 1999
and Secretary
Richard Mayell Vice President 45 1999
and Assistant
Secretary
Alan A. Kaye Treasurer 48 1999
6
<PAGE>
Mr. McKigney is Executive Director, CIBC World Markets Corp.(1) ("CIBC
World Markets") (1993-Present). Mr. McKigney previously served as Vice President
and Division Executive, Head of Derivative Operations, Chase Manhattan Bank
(1986-1993); Assistant Vice President, Securities and Commodity Operations,
Chase Manhattan Bank (1981-1985). Mr. Mayell is Managing Director of CIBC World
Markets and Chief Investment Officer of Oppenheimer Investment Advisers
(1994-Present). Mr. Kaye is Executive Director of CIBC World Markets
(1995-Present). Mr. Kaye previously served as Vice President of Oppenheimer &
Co., Inc. (1986-1994). Messrs. McKigney, Mayell and Kaye also serve as officers
of various other registered investment companies advised by Advantage.
The Fund's Audit Committee is composed of Messrs. Barber, Gelb, Rubio and
Salacuse. The principal functions of the Audit Committee are to recommend to the
Board the appointment of the Fund's independent accountants, to review with the
independent accountants the scope and anticipated cost of their audit and to
receive and consider a report from the independent accountants concerning their
conduct of the audit, including any comments or recommendations they might want
to make in that connection. This Committee met two times during the fiscal year
ended December 31, 1999.
The Fund's Nominating Committee, whose principal function is to recommend
nominees for election as directors of the Fund, is composed of Messrs. Barber,
Gelb, Rubio and Salacuse. This Committee held one meeting during the fiscal year
ended December 31, 1999. The Nominating Committee will accept nominations for
the office of director made by the stockholders in a written request addressed
to the Secretary of the Fund which includes biographical data and sets forth the
qualifications of the proposed nominee. The Fund has no compensation committee.
During the fiscal year ended December 31, 1999, the Board of Directors met
five times. Each director attended at least 75% of the meetings of the Board or
the committee of the Board for which he was eligible.
Under the federal securities laws, the Fund is required to provide to
stockholders in connection with the Annual Meeting information regarding
compensation paid to directors by the Fund as well as by the various other U.S.
registered investment companies advised by Advantage, Infrastructure Leasing &
Financial Services Limited ("ILFS"), the Funds's country adviser, or affiliates
thereof during the Fund's prior fiscal year. The following table provides
information concerning the approximate compensation paid during the fiscal year
ended December 31, 1999 to each director of the Fund. No remuneration was paid
during the fiscal year ended December 31, 1999 by the Fund to Mr. Rappaport who,
as a former officer or employee of Advantage and CIBC World Markets, was an
"interested person" as defined under the 1940 Act. Please note that the Fund
does not provide any pension or retirement benefits to directors.
Total Compensation
Aggregate from Other Funds Total Compensation
Compensation Advised by from Fund
Name of Director from Fund Advantage and Fund Complex
- ---------------- ------------- ------------------ ------------------
Directorships (A) Directorships (A)
Charles F. Barber $7,450 $ 9,000 (1) $36,102(5)
Leslie H. Gelb $6,750 $ 8,800 (1) $15,550(2)
Sir Rene Maingard $6,650 0 $ 6,650(1)
Luis Rubio $ 700 $10,540 (1) $27,040(4)
Jeswald W. Salacuse $6,750 $ 8,900 (1) $15,650(2)
Gabriel Seeyave $6,650 0 $ 6,650(1)
- -----------------
(A) The numbers in parentheses indicate the applicable number of investment
company directorships held by that director.
(1) On November 3, 1997, CIBC Wood Gundy Securities Corp., a subsidiary of
Canadian Imperial Bank of Commerce, acquired all of the stock of
Oppenheimer Holdings, the indirect parent of Oppenheimer & Co., Inc. In
connection with the acquisition, CIBC Wood Gundy Securities Corp. was
merged into Oppenheimer & Co., Inc., and the name of the surviving entity
was changed to CIBC Oppenheimer Corp. Effective May 3, 1999, CIBC
Oppenheimer Corp. changed its name to CIBC World Markets Corp.
7
<PAGE>
Section 16(a) Beneficial Ownership Reporting Compliance
Section 16(a) of the Securities Exchange Act of 1934 and Section 30(h) of
the 1940 Act in combination require the Fund's directors and officers, persons
who own more than ten percent of the Fund's Common Stock, Advantage, ILFS, and
their directors and officers, to file reports of ownership and changes in
ownership of the Fund's securities with the Securities and Exchange Commission
and the New York Stock Exchange, Inc. The Fund believes that the Fund's
directors and officers, and Advantage and its directors and officers have
complied with applicable filing requirements during the fiscal year ended
December 31, 1999.
Required Vote
Directors are elected by a plurality of the votes cast by the holders of
shares of Common Stock of the Fund present in person or represented by proxy at
a meeting with a quorum present. For purposes of the election of directors,
abstentions and broker non-votes will not be considered votes cast, and do not
affect the plurality vote required for directors.
PROPOSAL 2: RATIFICATION OF SELECTION OF INDEPENDENT ACCOUNTANTS
The Board of Directors of the Fund has selected PricewaterhouseCoopers LLP
as independent accountants of the Fund for the year ending December 31, 2000.
The appointment of independent accountants is approved annually by the Board of
Directors and is subsequently submitted to the stockholders for ratification. A
representative of PricewaterhouseCoopers LLP will be available at the meeting to
answer questions concerning the Fund's financial statements and will have an
opportunity to make a statement if he or she chooses to do so.
THE DIRECTORS, INCLUDING THE "NON-INTERESTED" DIRECTORS, UNANIMOUSLY
RECOMMEND THAT THE STOCKHOLDERS VOTE "FOR" RATIFICATION OF THE SELECTION OF
INDEPENDENT ACCOUNTANTS.
Required Vote
Ratification of the selection of PricewaterhouseCoopers LLP as independent
accountants of the Fund requires the affirmative vote of the holders of a
majority of the votes cast by holders of shares of Common Stock of the Fund
present in person or represented by proxy at a meeting with a quorum present.
For purposes of this proposal, abstentions and broker non-votes will not be
considered votes cast for the foregoing purpose.
ADDITIONAL INFORMATION
INVESTMENT MANAGEMENT
Advantage Advisers, Inc.
Advantage serves as the Fund's investment manager. The address of
Advantage is One World Financial Center, 200 Liberty Street, New York, New York
10281.
Infrastructure Leasing & Financial Services Limited
ILFS serves as the Fund's country advisor. The address of ILFS is Mahindra
Towers, 4th Floor, Dr. G.M. Bhosale Marg, Worli, Mumbai 400 018.
8
<PAGE>
CIBC World Markets serves as the Fund's administrator. The address of CIBC
World Markets is One World Financial Center, 200 Liberty Street, New York, New
York 10281. CIBC World Markets subcontracts certain of its responsibilities to
PFPC Inc. The address of PFPC Inc. is 400 Bellevue Parkway, Wilmington, Delaware
19809.
Multiconsult Ltd. serves as Mauritius administrator to the Fund.
Multiconsult Ltd.'s address is De Chazal Du Mee (DCDM) Building 10, Frere Felix
de Valois Street, Port Louis, Mauritius.
OTHER BUSINESS
The Board of Directors of the Fund does not know of any other matter which
may come before the Annual Meeting. If any other matter properly comes before
the Annual Meeting, it is the intention of the persons named in the proxy to
vote the proxies in accordance with their judgment on that matter.
PROPOSALS TO BE SUBMITTED BY STOCKHOLDERS
All proposals by stockholders of the Fund which are intended to be
presented at the Fund's next Annual Meeting of Stockholders, to be held in 2001,
must be received by the Fund (addressed to The India Fund, Inc., One World
Financial Center, 200 Liberty Street, New York, New York 10281) for inclusion in
the Fund's proxy statement and proxy relating to that meeting no later than
November 10, 2000. Any stockholder who desires to bring a proposal at the Fund's
2001 Annual Meeting of Stockholders without including such proposal in the
Fund's proxy statement must deliver written notice thereof to the Secretary or
Assistant Secretary of the Fund (addressed to The India Fund, Inc., One World
Financial Center, 200 Liberty Street, New York, New York 10281) during the
thirty-day period from January 28, 2001 to February 27, 2001.
EXPENSES OF PROXY SOLICITATION
The costs of preparing, assembling and mailing material in connection with
this solicitation of proxies will be borne by the Fund. Proxies may also be
solicited personally by officers of the Fund and by regular employees of
Advantage, CIBC World Markets and ILFS or their respective affiliates, or other
representatives of the Fund or by telephone, telegraph, facsimile or electronic
mail, in addition to the use of mails. Brokerage houses, banks and other
fiduciaries may be requested to forward proxy solicitation material to their
principals to obtain authorization for the execution of proxies, and they will
be reimbursed by the Fund for out-of-pocket expenses incurred in this
connection. Corporate Investor Communications, Inc. has been retained to assist
in the solicitation of proxies at a fee to be paid by the Fund and estimated at
$5,000 plus disbursements.
March 10, 2000
9
<PAGE>
THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE "FOR" PROPOSALS 1 AND 2
(including all nominees for Director).
Election of Directors
|_| FOR the nominees |_| WITHHOLD AUTHORITY to vote |_| EXCEPTIONS
listed below for the nominees listed below
2. The ratification of the selection of PricewaterhouseCoopers LLP as the
independent accountants of the Fund for the year ending December 31, 2000.
|_| FOR |_| AGAINST |_| ABSTAIN
Nominee (Class I) to serve until year 2002 Annual Meeting: Luis Rubio
Nominees (Class II) to serve until year 2003 Annual Meeting: Jeswald W.
Salacuse; Charles F. Barber
3. In the discretion of the persons named as proxies, upon any other business
that may properly come before the meeting.
4. |_| Please mark the box at left if you plan to attend.
|_| Change of address and/or Comments Mark Here
Note: Please sign exactly as your name appears on this Proxy. If joint owners,
EITHER may sign this proxy. When signing as attorney, executor, administrator,
trustee, guardian or corporate officer, please give your full title.
Date________________________________________________________________________2000
________________________________________________________________________________
________________________________________________________________________________
Signature(s), title(s), if applicable
Please Sign, Date and Return the Proxy Promptly Using the Enclosed Envelope.
Votes MUST be indicated (x) in Black or Blue ink. |X|
<PAGE>
THE INDIA FUND, INC.
ANNUAL MEETING OF STOCKHOLDERS - APRIL 28, 2000
This Proxy Is Solicited on Behalf of the Directors
The undersigned hereby appoints Bryan McKigney, Richard Mayell, Maureen
Seaman, and each of them, attorneys and proxies for the undersigned, with full
power of substitution and revocation, to represent the undersigned at the Annual
Meeting of Stockholders of the Fund to be held at One World Financial Center,
200 Liberty Street, New York, New York 10281 on Friday, April 28, 2000, at 10:00
a.m, and at any adjournments thereof, upon the matters set forth in the Notice
of Meeting and Proxy Statement dated March 10, 2000 and upon all other matters
properly coming before said Meeting.
Please indicate your vote by an "X" in the appropriate box on the reverse
side. This proxy, if properly executed, will be voted in the manner directed by
the stockholder. If no direction is made, this proxy will be voted FOR Proposals
1 and 2 (including the nominees for Director). Please refer to the Proxy
Statement for a discussion of the Proposals.
HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?
----------------------------------------- --------------------------------
----------------------------------------- --------------------------------
----------------------------------------- --------------------------------
(Continued, and to be signed and
dated, on the reverse side)
