Edgar Filing: JF CHINA REGION FUND INC

SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934

Filed by Registrant [X]
Filed by 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 ss.240.14a-12

JF China Region Fund, Inc.
--------------------------
(Name of Registrant as Specified in Its Charter)

---------------------------------------
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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[X] No fee required
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(1) Title of each class of securities to which transaction applies:_____________
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[ ] Fee paid previously with preliminary materials.

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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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(4) Date Filed: ________________________________________________________________

[GRAPHIC OMITTED]
JF CHINA REGION FUND, INC.
301 Bellevue Parkway
Wilmington, Delaware 19809

April 4, 2005

Dear Stockholder:

I have pleasure in enclosing the Notice of Annual Meeting of Stockholders of the
JF China Region Fund, Inc. (the "Fund") which will be held on Thursday, May 12,
2005 at 10.00 a.m. at One Liberty Plaza, 39th Floor Conference Center, New York,
New York 10006.

I strongly urge you to read the enclosed Notice and Proxy Statement, vote, sign
and return the proxy card in the postage-paid envelope provided.

My fellow directors and I wish to extend to you an invitation to attend this
year's Annual Meeting of Stockholders and I very much hope that you will be able
to do so.

Yours faithfully,

/s/ The Rt. Hon. The Earl of Cromer
-----------------------------------

THE RT. HON. THE EARL OF CROMER
Chairman

[GRAPHIC OMITTED]

JF CHINA REGION FUND, INC.

301 Bellevue Parkway
Wilmington, Delaware 19809

NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON MAY 12, 2005

To the Stockholders:

Notice is hereby given that the Annual Meeting of Stockholders (the "Meeting")
of JF China Region Fund, Inc. (the "Fund") will be held at One Liberty Plaza,
39th Floor Conference Center, New York, New York 10006, on Thursday, May 12,
2005, at 10:00 a.m., and at any adjournments or postponements thereof, for the
following purposes:

(1) to elect one director of the Fund, to hold office for the term indicated
and until his successor shall have been elected and qualified; and

(2) to consider and act upon such other business as may properly come before
the Meeting or any adjournments thereof.

Wednesday, March 23, 2005 was fixed by the Board of Directors as the record date
for determination of stockholders entitled to notice of, and to vote at, the
Meeting or any adjournments or postponements thereof.

BY ORDER OF THE BOARD OF DIRECTORS

Philip Jones
Secretary

Wilmington, Delaware
April 4, 2005

YOUR VOTE IS IMPORTANT
Whether or not you plan to attend the Fund's Annual
Meeting, please execute and return the enclosed proxy promptly in the
postage-paid envelope provided.

JF CHINA REGION FUND, INC.

301 Bellevue Parkway
Wilmington, DE 19809

PROXY STATEMENT

INTRODUCTION

This Proxy Statement is furnished in connection with the solicitation by the
Board of Directors of JF China Region Fund, Inc. (the "FUND") of proxies to be
voted at the Annual Meeting of Stockholders (the "MEETING") of the Fund to be
held at One Liberty Plaza, 39th Floor Conference Center, New York, NY 10006, on
Thursday, May 12, 2005, at 10:00 a.m., and at any adjournments or postponements
thereof, for the following purposes:

(1) to elect one director of the Fund, to hold office for the term indicated
and until his successor shall have been elected and qualified; and

(2) to consider and act upon such other business as may properly come before
the Meeting or any adjournments thereof.

The enclosed proxy and this Proxy Statement are first being sent to the Fund's
stockholders on or about April 8, 2005.

THE FUND WILL FURNISH, WITHOUT CHARGE, COPIES OF THE ANNUAL REPORT TO
STOCKHOLDERS UPON REQUEST. REQUESTS FOR COPIES OF SUCH REPORTS SHOULD BE
DIRECTED TO:

EquiServe Trust Company, N.A.
P.O. Box 43010
Providence, RI 02940-3010
800-426-5523

The cost of soliciting proxies and preparing the proxy materials will be borne
by the Fund. The Fund will request securities brokers, custodians, nominees and
fiduciaries to forward solicitation material to the beneficial owners of stock
held of record and will reimburse them for their reasonable out-of-pocket
expenses in forwarding such solicitation material. In addition, proxies may be
solicited personally or by telephone or facsimile by directors, officers and
employees of the Fund without additional compensation to them.

The Board of Directors has selected Andre Morgan and John DelPrete, and each of
them, to act as proxies with full power of substitution. All properly executed
proxies received prior to the Meeting will be voted at the Meeting in accordance
with the instructions marked thereon or otherwise as provided therein. Unless
instructions to the contrary are marked, shares represented by the proxies will
be voted "FOR" each proposal. Any proxy may be revoked at any time prior to the
exercise thereof by submitting another proxy bearing a later date or by giving
written notice to the Secretary of the Fund at the Wilmington, Delaware address
indicated above or by voting in person at the Meeting.

The Board of Directors has fixed the close of business on March 23, 2005, as the
record date for the determination of stockholders entitled to notice of, and to
vote at, the Meeting or any adjournment or postponement thereof. At that date,
there were outstanding and entitled to vote 4,585,160 shares of Common Stock,
par value $0.01 per share. Stockholders of the Fund on that date will be
entitled to one vote on each matter to be voted for each share held (and one
such vote for each director to be elected for each share held), with no shares
having cumulative voting rights. Abstentions and "broker non-votes" (as defined
below) are counted for purposes of determining whether a quorum is present for
purposes of convening the meeting. "Broker non-votes" are shares held by a
broker or nominee for which an executed proxy is received by the Fund but are
not voted as to one or more proposals because instructions have not been
received from the beneficial owners or persons entitled to vote, and the broker
or nominee does not have discretionary voting power.

The principal executive offices of the Fund are located at 301 Bellevue Parkway,
Wilmington, DE 19809, USA.

PRINCIPAL HOLDERS

Although the Fund does not have information concerning the beneficial ownership
of shares held in the names of Depository Trust Company Participants, as of
March 23, 2005*, to the knowledge of the Fund, the following were the record
owner or beneficial owner of 5% or more of the outstanding shares of the Fund.

------------------------------------------------------------------------------------------------------------------------------
NUMBER OF SHARES AND
TITLE OF CLASS NAME AND ADDRESS NATURE OF OWNERSHIP PERCENT OF CLASS**
------------------------------------------------------------------------------------------------------------------------------

Common Stock CEDE & Co. 4,521,508 98.61%
c/o Depository Trust Company
Box 20 (record)
New York, NY 10004-9998
------------------------------------------------------------------------------------------------------------------------------
Common Stock John A. Levin & Co., Inc. *** 330,655 7.21%
One Rockefeller Plaza
New York, New York 10020 (beneficial)
------------------------------------------------------------------------------------------------------------------------------

* As of such date, the Directors and officers as a group owned less than 1% of the outstanding shares of the Fund.

** Because some or all of the shares attributable to John A. Levin & Co. Inc. may be held through the Depository Trust
Company, the total percentage in this column may exceed 100%.

*** Information as to beneficial ownership of John A. Levin & Co., Inc. is based on a report filed with the United States
Securities and Exchange Commission (the "SEC") on February 14, 2005.

PROPOSAL 1
ELECTION OF DIRECTOR

There are five members on the current Board of Directors. One of the current
members of the Board of Directors, Mr. Julian M.I. Reid (the "Nominee"), has
been nominated to serve for the term as indicated below and until his successor
is elected and qualified. The Board of Directors has decided to revise the
Fund's board membership, and it is expected that Messrs. Crinage and Eu will
resign as Directors of the Fund effective as of the Meeting, with Mr. Crinage
continuing as President of the Fund and Mr. Eu continuing as Treasurer of the
Fund. The Fund's Board will, after the Meeting, have three members and none of
the directors is expected to be an "interested person" of the Fund (as defined
in Section 2(a)(19) of the U.S. Investment Company Act of 1940, as amended (the
"1940 Act")).

Mr. Julian M.I. Reid was last elected by the stockholders at the 2002 Annual
Meeting on May 9, 2002 to serve as Class III director for a term of three years.
In accordance with the terms of his election, his term expires at the 2005
Annual Meeting upon the election and qualification of his successor. Mr. Julian
M.I. Reid has been nominated to serve as a Class III director for a three-year
term and until his successor shall have been elected and qualified.

It is intended that all proxies received, unless otherwise indicated, will be
voted "FOR" the election of the Nominee. The affirmative vote of a plurality of
the shares present at the Meeting (at which a quorum is present) is required to
elect the Nominee. THE BOARD OF DIRECTORS RECOMMENDS THAT YOU VOTE "FOR" THE
NOMINEE.

The Board knows of no reason why the Nominee will be unable to serve. If the
Nominee should become unable to serve, the proxies will be voted for the
election of such person as may be designated by the Board to replace such
Nominee.

The following table presents information concerning the Nominee and the current
Board of Directors and Officers of the Fund. The information includes their
positions and principal occupations during the last five years.

------------------------------------------------------------------------------------------------------------------------------------
NUMBER OF
TERM OF FUNDS IN
OFFICE AND FUND
POSITION(S) LENGTH OF COMPLEX
HELD WITH TIME PRINCIPAL OCCUPATION(S) OVERSEEN BY OTHER DIRECTORSHIPS
NAME, ADDRESS AND DOB FUND (1) SERVED (1) DURING PAST 5 YEARS DIRECTOR* HELD BY DIRECTOR
------------------------------------------------------------------------------------------------------------------------------------

INDEPENDENT DIRECTORS

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The Rt. Hon. The Earl of Cromer Chairman Since 1994 Chairman of the Board of the 1 Director of Schroder Asia
Finsbury Dials and Fund; Chief Executive Officer Pacific Fund Limited,
20 Finsbury Street Director, of Cromer Associates Limited Business Link Somerset
London EC2Y 9AQ Class I (family business); Chairman of Limited and Western Provident
United Kingdom Lloyd George-Standard Association; former Director
DOB: 6/3/46 Chartered China Fund Limited of Inchcape Pacific Limited,
and Philippine Discovery A1HQ.com Inc. and Korea Asia
Investment Company Limited Fund Limited.
(consulting).
------------------------------------------------------------------------------------------------------------------------------------
Alexander Reid Hamilton Director, Since 1994 Director of Citic Pacific 1 See Principal Occupation.
P.O. Box 12343 Class I Limited (infrastructure),
General Post Office Cosco Pacific Limited
Hong Kong (container shipping), Espirit
DOB: 10/4/41 Holdings Limited (clothing
retail), Shangri-La Asia
Limited (hotels) and Octopus
Cards Limited (financial
services).
------------------------------------------------------------------------------------------------------------------------------------
Julian M.I. Reid Director, Since 1998 Chief Executive Officer of 1 Director of Korea Fund, Inc.
10 Frere Felix de Valois Street Class III 3a Asset Management Limited; and 3a Global Growth Fund
Port Louis Director and Chairman of Limited.
Mauritius Morgan's Walk Properties
DOB: 8/7/44 Limited.
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INTERESTED DIRECTORS

------------------------------------------------------------------------------------------------------------------------------------
A. Douglas Eu Director, Since 1997 Director, Chief Operations 1 None.
21st Floor, Chater House Class II, Officer and Secretary of the
8 Connaught Road Treasurer Investment Adviser; Chief
Central Executive Officer of JF Funds;
Hong Kong Director of JF Asset
DOB: 8/27/61 Management Limited and Ayudhya
JF Asset Management.
------------------------------------------------------------------------------------------------------------------------------------
Simon J. Crinage Director, Since 2003 Vice President, JP Morgan 1 None.
Finsbury Dials Class III, Fleming Asset Management
20 Finsbury Street President since September 2000. Prior
London EC2Y 9AQ to that, Director of JP Morgan
United Kingdom Fleming Asset Management (UK)
DOB: 5/10/65 Limited.
------------------------------------------------------------------------------------------------------------------------------------

OFFICERS WHO ARE NOT DIRECTORS

------------------------------------------------------------------------------------------------------------------------------------

Philip Jones Secretary Since 2004 Associate, JP Morgan Fleming N/A N/A
Finsbury Dials Asset Management since
20 Finsbury Street March 2003. Prior to that,
London EC2Y 9AQ Senior Associate of the ING
United Kingdom Group.
DOB: 4/4/48
------------------------------------------------------------------------------------------------------------------------------------

* JF China Region Fund, Inc. is the sole fund in the fund complex.

(1) It is expected that Messrs. Crinage and Eu will both resign as Directors of the Fund effective as of the Meeting. Class I
directors will serve until the 2006 Annual Meeting. Mr. Reid, a Class III director, has been nominated for a three-year term
that expires at the 2008 Annual Meeting.

The following table sets forth the dollar range of equity securities in the Fund
beneficially owned by each Director and Nominee as of March 1, 2005:

------------------------------------ ----------------------------------
DOLLAR RANGE OF EQUITY
NAME OF DIRECTOR SECURITIES IN THE FUND (1)
------------------------------------ ----------------------------------
INTERESTED DIRECTORS
------------------------------------ ----------------------------------
Simon Crinage None
------------------------------------ ----------------------------------
A. Douglas Eu None
------------------------------------ ----------------------------------
INDEPENDENT DIRECTORS(2)
------------------------------------ ----------------------------------
The Rt. Hon. The Earl of Cromer $10,001 - $50,000
------------------------------------ ----------------------------------
A. R. Hamilton $1 - $10,000
------------------------------------ ----------------------------------
Julian M.I. Reid $1 - $10,000
------------------------------------ ----------------------------------

(1) Valuation as of March 1, 2005.
(2) "Independent Directors" is defined as those directors who are not
"interested persons" within the meaning of Section 2(a)(19) of the 1940
Act.

During the fiscal year ended December 31, 2004, the Board of Directors held a
total of four meetings. The Board has an Audit Committee. The Audit Committee
met twice during the fiscal year ended December 31, 2004. At present, the Audit
Committee members are Messrs. Hamilton and Reid, and The Rt. Hon. The Earl of
Cromer. The Audit Committee meets with the Fund's independent registered public
accounting firm to review whether satisfactory accounting procedures are being
followed by the Fund and whether internal accounting controls are adequate, to
inform itself with regard to non-audit services performed by the independent
registered public accounting firm and to review fees charged by the independent
registered public accounting firm. The Audit Committee, comprising all of the
Independent Directors, also recommends to the Independent Directors of the Board
of Directors the selection of the independent registered public accounting firm.
All of the directors attended all the Board and Committee meetings (including
committees other than the Audit Committee) for which they were eligible to
attend. A copy of the Audit Committee Charter is attached hereto as Exhibit A.

The Board also has a Management Engagement Committee that is composed of all of
the Independent Directors. The Management Engagement Committee evaluates the
investment performance of the Fund's portfolio and considers the renewal of the
Fund's investment management contract, generally for an additional one-year
period. The Management Engagement Committee met twice during the fiscal year
ended December 31, 2004.

The Board of Directors has a Nominating Committee composed of the Fund's three
independent (as such term is defined by the NYSE Listing Standards) Directors,
Messrs. Hamilton and Reid, and the Rt. Hon. The Earl of Cromer. The Nominating
Committee met once during the fiscal year ended December 31, 2004. The
Nominating Committee is responsible for identifying individuals believed to be
qualified to become Independent Directors and recommending to the Board of
Directors such nominees to stand for election at the Fund's annual meeting of
stockholders and to fill any vacancies on the Board. The Fund's Nominating
Committee has a charter that was filed with the Proxy Statement for the fiscal
year ended December 31, 2003. The Fund's Nominating Committee charter is not
available on the Fund's website.

The Fund's Nominating Committee believes that it is in the best interest of the
Fund and its stockholders to obtain highly qualified candidates to serve as
members of the Board of Directors. The Nominating Committee has not established
a formal process for identifying candidates where a vacancy exists on the Board.
In nominating candidates, the Nominating Committee shall take into consideration
such factors as it deems appropriate. These factors may include judgment, skill,
diversity, experience with investment companies and other organizations of
comparable purpose, complexity, size and subject to similar legal restrictions
and oversight, the interplay of the candidate's experience with the experience
of other Board members, and the extent to which the candidate would be a
desirable addition to the Board and any committees thereof.

The Fund's Nominating Committee will consider director candidates recommended by
stockholders and submitted in accordance with applicable law and procedures as
described in this Proxy Statement (see "Deadline For Stockholder Proposals"
below).

The Fund does not have a formal policy regarding Board member attendance at the
Annual Meeting of Stockholders. However, all of the Directors of the Fund then
in office attended the May 13, 2004 Annual Meeting of Stockholders.

COMPENSATION OF DIRECTORS AND OFFICERS

A Director or officer of the Fund who is also an officer or employee of the
Investment Adviser receives no remuneration from the Fund. The Directors of the
Fund do not receive any pension or retirement benefits from the Fund or the
Investment Adviser.

The table below sets forth the compensation paid by the Fund to its Directors
who received such compensation for the year ended December 31, 2004:

----------------------------------------------------------------------------------------------------------------------
PENSION OR
RETIREMENT ESTIMATED
BENEFITS ANNUAL
AGGREGATE ACCRUED AS BENEFITS TOTAL COMPENSATION
COMPENSATION PART OF FUND UPON FROM FUND
NAME OF PERSON, POSITION FROM FUND EXPENSES RETIREMENT PAID TO DIRECTORS
----------------------------------------------------------------------------------------------------------------------

The Rt. Hon. The Earl of Cromer, $24,261 None None $24,261
Chairman and Director
----------------------------------------------------------------------------------------------------------------------
A. R. Hamilton, Director $20,515 None None $20,515
----------------------------------------------------------------------------------------------------------------------
Julian M.I. Reid, Director $20,846 None None $20,846
----------------------------------------------------------------------------------------------------------------------
Total $65,622 None None $65,622
----------------------------------------------------------------------------------------------------------------------

The Directors' compensation from the Fund consists solely of Directors' and
attendance fees. Each Director is paid an annual fee of $16,000 and the Chairman
is paid an annual fee of $19,000, plus $1,400 per meeting attended. Neither Mr.
Eu nor Mr. Crinage receives such fees because of their affiliations with the
Investment Adviser.

None of the executive officers of the Fund received any compensation from the
Fund for the year ended December 31, 2004.

THE BOARD OF DIRECTORS, INCLUDING ALL THE INDEPENDENT DIRECTORS, UNANIMOUSLY
RECOMMENDS THAT THE STOCKHOLDERS VOTE "FOR" THE NOMINEE AS DIRECTOR.

ADDITIONAL INFORMATION

AUDIT COMMITTEE REPORT

Notwithstanding anything to the contrary set forth in any of the Fund's previous
or future filings under the Securities Act of 1933 or the Securities Exchange
Act of 1934 that might incorporate future filings made by the Fund under those
statutes, the following report shall not be deemed to be incorporated by
reference into any prior filings or future filings made by the Fund under those
statutes.

(1) MEMBERSHIP AND ROLE OF THE AUDIT COMMITTEE

The Audit Committee consists of Mr. Alexander R. Hamilton, Mr. Julian M.I. Reid
and The Rt. Hon. The Earl of Cromer. Each of the members of the Audit Committee
is independent as defined under the rules of the New York Stock Exchange. The
Audit Committee operates under a written charter adopted by the Board of
Directors, which was most recently approved by the Board on February 19, 2004.

The primary purpose of the Audit Committee is to assist the Board in monitoring
the integrity of the financial statements of the Fund, the compliance by the
Fund with legal and regulatory requirements, and the independence and
performance of the Fund's external independent registered public accounting
firm.

(2) REVIEW OF THE FUND'S AUDITED FINANCIAL STATEMENTS FOR THE YEAR ENDED
DECEMBER 31, 2004

The Audit Committee has conducted specific oversight activities with respect to
the Fund's audited financial statements for the year ended December 31, 2004.
The Audit Committee has also reviewed and discussed them with the Investment
Adviser. The Audit Committee has discussed with PricewaterhouseCoopers, LLP
("PwC"), the Fund's independent registered public accounting firm, the matters
required to be discussed by Statement on Auditing Standards No. 61
(Communication with Audit Committees).

At its meeting on February 18, 2005, the Audit Committee also received the
written disclosures and the letter from PwC required by Independence Standards
Board Standard No. 1 (Independence Discussion with Audit Committees) and the
Audit Committee discussed the independence of PwC with that firm.

Based on the Audit Committee's review and discussions noted above, the Audit
Committee recommended to the Board that the audited financial statements for the
year ended December 31, 2004 be included in the Fund's annual report to
shareholders required by Section 30(e) of the 1940 Act, and filed with the SEC
as required by Rule 30d(1) under the 1940 Act.

Audit Committee
Alexander R. Hamilton, Chairman
The Rt. Hon. The Earl of Cromer
Julian M.I. Reid

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

PwC, located at 2001 Market Street, Philadelphia, Pennsylvania 19103 has been
selected as the independent registered public accounting firm by the Board of
Directors, including a majority of the Independent Directors, to audit the
accounts of the Fund for and during 2005. This firm served as the independent
registered public accounting firm of the Fund for 2004. The Board does not know
of any direct or indirect financial interest of PwC in the Fund.

A representative of PwC will be present at the Meeting, will have the
opportunity to make a statement if he desires to do so, and will be available to
answer questions.

Set forth in the table below are audit fees and non-audit related fees billed to
the Fund by PwC for professional services received during and for the Fund's
fiscal years ended December 31, 2003 and 2004, respectively. No fees were billed
by PwC to the Fund's Investment Adviser or its affiliates.

FISCAL YEAR ENDED
DECEMBER 31 AUDIT FEES AUDIT-RELATED FEES* TAX FEES ALL OTHER FEES
----------------- ---------- ------------------- -------- --------------

2003 $35,000 ___ ___ ___

2004 $36,750 ___ ___ ___

----------
* "Audit-Related Fees" are those fees billed to the Fund by PWC
in connection with services reasonably related to the
performance of the audit of the Fund's financial statements.

The Fund's Audit Committee Charter requires that the Audit Committee pre-approve
all audit and non-audit services to be provided by the auditors to the Fund, and
all non-audit services to be provided by the auditors to the Fund's Investment
Adviser and any service providers controlling, controlled by or under common
control with the Fund's Investment Adviser that provide on-going services to the
Fund, if the engagement relates directly to the operations and financial
reporting of the Fund, or to establish detailed pre-approval policies and
procedures for such services in accordance with applicable laws. All of the
audit, audit-related and tax services described above for which PwC billed the
Fund for the fiscal years ended December 31, 2003 and December 31, 2004 were
pre-approved by the Audit Committee.

For the Fund's fiscal year ended December 31, 2004, PwC did not provide any
non-audit services to the Fund's Investment Adviser or to any affiliates thereof
that provide services to the Fund.

THE INVESTMENT ADVISER

The Fund's Investment Adviser is JF International Management, Inc., which was
incorporated in the British Virgin Islands in 1992 and is registered as an
investment adviser under the U.S. Investment Advisers Act of 1940, as amended.
The Investment Adviser's principal address is 21st Floor, Chater House, 8
Connaught Road Central, Hong Kong.

THE ADMINISTRATOR

The Fund's Administrator is PFPC Inc., whose address is 301 Bellevue Parkway,
Wilmington, DE 19809.

DEADLINE FOR STOCKHOLDER PROPOSALS

Stockholder proposals intended to be presented at the 2006 Annual Meeting of the
Stockholders of the Fund must be received by December 8, 2005 to be included in
the Proxy Statement. A Stockholder seeking to have a proposal considered at the
2006 Annual Meeting where the proposal is not received by December 8, 2005,
should notify the Fund no later than January 31, 2006. If notice is not received
by January 31, 2006, then the persons appointed as proxies may vote on the
proposal as they see fit notwithstanding that stockholders have not been advised
of the proposal in the Proxy Statement. Any proposal submitted by stockholders
must comply in all respects with the following: (1) the rules and regulations of
the SEC; (2) the provisions of the Fund's Amended Articles of Incorporation and
Bylaws; and (3) Maryland law. The Fund expects the 2006 Annual Meeting will be
held in May of 2006.

The Fund does not have a specified process for stockholders to send
communications to the Board, however, stockholders are able to communicate to
the Board via the Fund's address at 301 Bellevue Parkway, Wilmington, Delaware
19809, USA in care of PFPC Inc. (the "Administrator"). All communications
received from stockholders by the Administrator are forwarded to the Board or to
the specified Board member, as the case may be, for consideration and response.

COMPLIANCE WITH THE SECURITIES EXCHANGE ACT OF 1934

Section 16(a) of the 1934 Act requires the Fund's directors and officers,
certain persons affiliated with the Investment Adviser and persons who
beneficially own more than 10% of a registered class of the Fund's securities,
to file reports of ownership and changes of ownership with the SEC, the New York
Stock Exchange, Inc. and the Fund. Directors, officers and greater-than-10%
shareholders are required by SEC regulations to furnish the Fund with copies of
all Section 16(a) forms they file.

Based solely upon its review of the copies of such forms received by it and
written representations from certain of such persons, the Fund believes that
during 2004, all such filing requirements applicable to such persons were met.

OTHER MATTERS

The Board of Directors of the Fund knows of no other matters to be presented for
action at the Meeting other than those mentioned above; however, if any other
matters properly come before the Meeting, it is intended that the persons named
in the accompanying proxy will vote on such other matters in accordance with
their judgment of the best interests of the Fund.

All proxies received will be voted in favor of all of the proposals unless
otherwise directed therein.

EXHIBIT A
---------

JF CHINA REGION FUND, INC.

AUDIT COMMITTEE CHARTER

The Audit Committee is appointed by the Board to assist the Board in monitoring
(1) the integrity of the financial statements of the Fund, (2) the compliance by
the Fund with legal and regulatory requirements, (3) the independence and
performance of the Fund's external accountants, and (4) the performance of the
Fund's internal audit function, which may be performed by employees of the
Fund's manager.

The Audit Committee shall consist of at least three directors. The members of
the Audit Committee shall meet the independence and experience requirements of
the New York Stock Exchange. The members of the Audit Committee shall be
appointed by the Board.

The Audit Committee shall have the authority to retain special legal, accounting
or other consultants to advise the Committee. The Fund shall provide appropriate
funding for the retention of such professionals by the Committee. The Audit
Committee may request any officer or employee of the Fund or the Fund's outside
counsel or independent accountant to attend a meeting of the Committee or to
meet with any members of, or consultants to, the Committee.

The Audit Committee shall make regular reports to the Board.

The Audit Committee shall:

1. Review and reassess the adequacy of this Charter annually and
recommend any proposed changes to the Board for approval.

2. Review the annual audited financial statements with the Fund's
manager, including major issues regarding accounting and auditing
principles and practices as well as the adequacy of internal
controls that could significantly affect the Fund's financial
statements.

3. Review an analysis prepared by the Fund's manager and the
independent accountant of significant financial reporting issues
and judgments made in connection with the preparation of the
Fund's financial statements.

4. Review with the Fund's manager and the independent accountant the
Fund's annual and semi-annual financial statements prior to the
filing of its Form N-SAR for each period.

5. Review major changes to the Fund's auditing and accounting
principles and practices as suggested by the independent
accountant or the Fund's manager.

6. Recommend to the Board the appointment of the independent
accountant, which independent accountant is ultimately accountable
to the Audit Committee and the Board.

7. Recommend to the Board the fees to be paid to the independent
accountant.

8. Receive periodic formal written reports from the independent
accountant regarding the accountant's independence and delineating
all relationships between the accountant and the Fund, discuss
such reports with the accountant and, if so determined by the
Audit Committee, recommend that the Board take appropriate action
to satisfy itself of the independence of the accountant.

9. Evaluate together with the Board the performance of the
independent accountant and, if so determined by the Audit
Committee, recommend that the Board replace the independent
accountant.

10. Confer with the independent accountant prior to the audit
regarding the planning and staffing of the audit.

A-1

11. Obtain from the independent accountant assurance that Section 10A
of the Securities Exchange Act of 1934 has not been implicated.

12. Discuss with the independent accountant the matters required to be
discussed by Statement on Auditing Standard No. 61 relating to the
conduct of the audit.

13. Review with the independent accountant any problems or
difficulties the accountant may have encountered and any
management letter provided by the accountant and the Fund's
response to that letter. Such review should include any
difficulties encountered in the course of the audit work,
including any restrictions on the scope of activities or access to
required information.

14. Prepare the report required by the rules of the Securities and
Exchange Commission to be included in the Fund's annual proxy
statement.

15. Advise the Board with respect to matters arising under the Fund's
Code of Ethics.

16. Review with the Fund's counsel legal matters that may have a
material impact on the financial statements.

17. Confer at least annually with the independent accountant in an
executive session.

18. Pre-approve any non-audit services proposed to be provided by the
Fund's independent accountant to the Fund and any non-audit
services proposed to be provided by such independent accountant to
JFIMI and/or JF Asset Management, Ltd., or any other entity
controlled by, controlling or under common control with JFIMI that
in the future provides services to the Fund, in the event that
such services have a direct impact on Fund operations or financial
reporting.

19. Review the status of the Audit Committee members to determine if
any of them fit the definition of "audit committee financial
expert " and make recommendations regarding the "audit committee
financial expert" determination to the full Board.

20. Receive copies of any complaints received by the Fund regarding
accounting, internal accounting controls or auditing matters and
review such complaints, and take appropriate actions, if any. The
Committee shall ensure that any such complaints received from
employees of the Fund or the Fund manager are treated on a
confidential basis and that such submissions need not identify the
submitting employee by name.

While the Audit Committee has the responsibilities and powers set forth in this
Charter, it is not the duty of the Audit Committee to plan or conduct audits or
to determine that the Fund's financial statements are complete and accurate and
are in accordance with generally accepted accounting principles. This is the
responsibility of the Fund's manager and the independent accountant. Nor is it
the duty of the Audit Committee to conduct investigations, to resolve
disagreements, if any, between the Fund's manager and the independent accountant
or to assure compliance with laws and regulations and the Fund's Code of Ethics.

A-2

JF CHINA REGION FUND, INC.

Dear Stockholder,

Please take note of the important information enclosed with this Proxy Ballot.
Your vote counts, and you are strongly encouraged to exercise your right to vote
your shares.

Please mark the box on this proxy card to indicate how your shares will be
voted. Then sign and date the card, detach it and return your proxy vote in the
enclosed postage paid envelope. Your vote must be received prior to the Annual
Meeting of Stockholders, May 12, 2005.

Thank you in advance for your prompt consideration of this matter.

Sincerely,

JF China Region Fund, Inc.

JF CHINA REGION FUND, INC.

Proxy Solicited on Behalf of the Board of Directors

THE UNDERSIGNED STOCKHOLDER of JF China Region Fund, Inc. (the "Fund") hereby
appoints Andre Morgan and John DelPrete, and each of them, the lawful attorneys
and proxies of the undersigned with full power of substitution to vote, as
designated below, all shares of Common Stock of the Fund which the undersigned
is entitled to vote at the Annual Meeting of Stockholders to be held on
Thursday, May 12, 2005, at 10:00 a.m., at One Liberty Plaza, 39th Floor
Conference Center, New York, New York 10006, and at any and all adjournments
thereof with respect to the matters set forth below and described in the Notice
of Annual Meeting and Proxy Statement dated April 4, 2005, receipt of which is
hereby acknowledged, and any other matters arising before such Annual Meeting or
any adjournment thereof.

Properly executed proxies will be voted (or the vote on such matters will be
withheld on specific matters) in accordance with instructions appearing on the
proxy. In the absence of specific instructions, proxies will be voted FOR the
election of the nominee as director and in the best discretion of the
proxyholders as to any other matters. Please refer to the Proxy Statement for a
discussion of the proposal.

--------------------------------------------------------------------------------
PLEASE VOTE, DATE AND SIGN ON REVERSE AND RETURN PROMPTLY IN THE
ENCLOSED ENVELOPE.
--------------------------------------------------------------------------------

Please sign exactly as name(s) appear(s) hereon. When shares are held by joint
tenants, both should sign. When signing as attorney, executor, administrator,
trustee or guardian, please give full title as such. If a corporation, please
sign in full corporate name by president or other authorized officer. If a
partnership, please sign in partnership name by authorized person.

HAS YOUR ADDRESS CHANGED? DO YOU HAVE ANY COMMENTS?

--------------------------------------- -------------------------------------

[X] PLEASE MARK
VOTE AS IN
THIS EXAMPLE

--------------------------
JF CHINA REGION FUND, INC.
--------------------------

THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE "FOR" THE ELECTION OF THE
NOMINEE AS DIRECTOR.

Election of Director

Nominee: (01) Julian M.I. Reid

FOR [ ] WITHHELD [ ]
THE FROM THE
NOMINEE NOMINEE

Mark box at right if an address change or comment has been [ ]
noted on the reverse side of this card.

Please be sure to sign and date this Proxy.

Signature: _______________________________ Date: ______________ Signature: ____________________ Date:_________________