0001462180-12-000059.txt : 20120821 0001462180-12-000059.hdr.sgml : 20120821 20120821105925 ACCESSION NUMBER: 0001462180-12-000059 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20120821 DATE AS OF CHANGE: 20120821 GROUP MEMBERS: ANDREW DAKOS GROUP MEMBERS: BROOKLYN CAPITAL MANAGMENT LLC GROUP MEMBERS: BULLDOG INVESTORS GROUP MEMBERS: PHILLIP GOLDSTEIN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: THAI CAPITAL FUND INC CENTRAL INDEX KEY: 0000861865 IRS NUMBER: 223046513 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-49797 FILM NUMBER: 121046954 BUSINESS ADDRESS: STREET 1: ONE EVERTRUST PLAZA- 9TH FL STREET 2: DAIWA SECURITIES TRUST CO CITY: JERSEY CITY STATE: NJ ZIP: 07302-3051 BUSINESS PHONE: 201-915-3054 MAIL ADDRESS: STREET 1: ONE EVERTRUST PLAZA - 9TH FLOOR STREET 2: C/O DAIWA SECURITIES TRUST CO CITY: JERSEY CITY STATE: NJ ZIP: 07302-3051 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Bulldog Investors CENTRAL INDEX KEY: 0001462180 IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: PARK 80 WEST PLAZA TWO STREET 2: SUITE 750 CITY: SADDLE BROOK STATE: NJ ZIP: 07663 BUSINESS PHONE: 201 556-0092 MAIL ADDRESS: STREET 1: PARK 80 WEST PLAZA TWO STREET 2: SUITE 750 CITY: SADDLE BROOK STATE: NJ ZIP: 07663 SC 13D/A 1 thirda.txt SCHEDULE 13D DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT 8/21/12 1. NAME OF REPORTING PERSON Bulldog Investors, Brooklyn Capital Management, Phillip Goldstein and Andrew Dakos 2. CHECK THE BOX IF MEMBER OF A GROUP a[X] b[] 3. SEC USE ONLY 4. SOURCE OF FUNDS WC 5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) AND 2(e) [] 6. CITIZENSHIP OR PLACE OF ORGANIZATION USA ___________________________________________________________ 7. SOLE VOTING POWER 845,158 8. SHARED VOTING POWER 0 9. SOLE DISPOSITIVE POWER 845,158 _______________________________________________________ 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT OWNED BY EACH REPORTING PERSON 845,158 12. CHECK IF THE AGGREGATE AMOUNT EXCLUDES CERTAIN SHARES [] ___________________________________________________________ 13. PERCENT OF CLASS REPRESENTED BY ROW 11 23.71% 14. TYPE OF REPORTING PERSON IA _______________________________________________________ Item 1. SECURITY AND ISSUER This statement constitutes Amendment #3 to the schedule 13d filed July 16,2012. Except as specifically set forth herein, the Schedule 13d remains unmodified. ITEM 4. PURPOSE OF TRANSACTION On July 2, 2012, the Fund announced that (1) a proposal by the Board of Directors to liquidate the Fund was not approved by the affirmative vote of the holders of at least 66 2/3% of the outstanding shares of capital stock at the annual meeting, and (2) the Fund will continue its operations as a registered investment company in accordance with its stated investment objective and policies. It also announced that the Board of Directors will meet to consider what, if any, steps to take in the best interests of the Fund and its stockholders. The filing group believes that the overwhelming majority of votes cast at the meeting were in favor of the liquidation proposal. Therefore, it believes the status quo is unacceptable and that Board has a fiduciary duty to act promptly to afford stockholders liquidity at or close to net asset value. Should the Board fail to act promptly, the filing group may consider other options including seeking representation on the Board. The filing group has communicated its views to management and has proposed a plan to afford shareholders an opportunity to sell their shares at or close to NAV. If no such plan is announced by September 30, 2012, the filing persons may consider other options including seeking control of the Fund. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER As per the N-CSRS filed on March 9, 2012 there were 3,564,814 shares of common stock outstanding as of December 31, 2011 The percentage set forth in item 5 was derived using such number. Bulldog Investors, Brooklyn Capital Management, Phillip Goldstein and Andrew Dakos beneficially own an aggregate of 845,158 shares of TF or 23.71% of the outstanding shares.Power to dispose of and vote securities resides either with Mr. Goldstein, Mr. Dakos or with clients. c) Since the last filing on 8/03/12 the following shares of TF were purchased: Date Shares Price 08/03/12 1,729 10.6400 08/06/12 6,940 10.7200 08/07/12 2,962 10.7500 08/08/12 2,650 10.7700 08/09/12 200 10.7800 08/13/12 600 10.6800 08/16/12 100 10.8000 08/20/12 3,500 10.8200 d) Beneficiaries of managed accounts are entitled to receive any dividends or sales proceeds. e) NA ITEM 6. CONTRACTS,ARRANGEMENTS,UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER. None. ITEM 7. MATERIAL TO BE FILED AS EXHIBITS None. After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated: 8/21/2012 By: /s/ Phillip Goldstein Name: Phillip Goldstein By: /S/ Andrew Dakos Name: Andrew Dakos