Specific details regarding each Director’s principal occupations during the past five years are included in the table above. The summaries set forth above as to the experience, qualifications, attributes and/or skills of the Directors do not constitute holding out the Board or any Director as having any special expertise or experience, and do not impose any greater responsibility or liability on any such person or on the Board as a whole than would otherwise be the case.
Currently the Board is comprised of six individuals, two of whom, Mr. Hellerman and Ms. Pichardo, are considered “interested persons” of the Fund within the meaning of the 1940 Act. The Chairman of the Board, Mr. Goldstein, is an Independent Director. Andrew Dakos, currently a DirectorEach of the Fund has chosen not to stand for re-election. Richard AbrahamMr. Goodstein and Mr. Hellerman has been nominated by the preferredFund’s common stockholders to serve as a Director, which is up for approval at this Annual Meeting.
Currently, the Board has an Audit Committee, Nominating Committee and Valuation Committee. The responsibilities of each committee and its members are described below.
The table below details the amount of compensation the Fund’s Directors received from the Fund during the fiscal year ended July 31, 2015.2016. The Fund does not have a bonus, profit sharing, pension or retirement plan. No other entity affiliated with the Fund pays any compensation to the Directors.
(3) | Ms. Pichardo is considered an “interested person” of the Fund within the meaning of the 1940 Act because of her affiliation with the Adviser and her position as an officer of the Fund. |
Director Transactions with Fund Affiliates. As of July 31, 2015,2016, neither the Independent Directors nor members of their immediate family owned securities beneficially or of record in the Adviser or any of its affiliates. Furthermore, over the past five years, neither the Independent Directors nor members of their immediate family have had any direct or indirect interest, the value of which exceeds $120,000, in the Adviser or any of its affiliates. In addition, since the beginning of the last two fiscal years, neither the Independent Directors nor members of their immediate family have conducted any transactions (or series of transactions) or maintained any direct or indirect relationship in which the amount involved exceeds $120,000 and to which the Adviser or any of its affiliates was a party.
THE BOARD OF DIRECTORS, INCLUDING THE INDEPENDENT DIRECTORS, RECOMMENDS THAT THE HOLDERS OF THE FUND’S PREFERRED STOCK AND COMMON STOCK VOTE “FOR” THE ELECTION OF RAJEEV DASGLENN GOODSTEIN AND THAT THE HOLDERS OF THE FUND’S PREFERRED STOCK VOTE “FOR” THE ELECTION OF RICHARD ABRAHAMGERALD HELLERMAN AS CLASS IIIII DIRECTORS OF THE FUND. ANY SIGNED BUT UNMARKED PROXIES WILL BE SO VOTED “FOR” THE ELECTION OF EACH OF THE NOMINEES.
PROPOSAL 2: TO APPROVE AN AMENDMENT TO THE FUND’S ARTICLES SUPPLEMENTARY TO PROVIDE FOR THE REDEMPTION OF THE OUTSTANDING SHARES OF THE FUND’S PREFERRED STOCK AT THE OPTION OF THE FUND AT A PRICE EQUAL TO 98% OF NET ASSET VALUE PER SHARE
The Board of Directors is seeking approval from the Fund’s preferred stockholders, voting as a separate class, and from the Fund’s common and preferred stockholders, voting together as a single class, to amend the Fund’s Articles Supplementary (as defined below) to retire all of the preferred stock by providing for the redemption of the outstanding preferred shares at the option of the Fund at a price equal to 98% of net asset value per share of preferred stock to permanently eliminate the Fund’s preferred stock, as determined on a date to be designated by the Board of Directors.
As of March 22, 2013, the preferred shares were delisted from the NYSE and are currently trading over the counter. For the following reasons, the Board believes that providing preferred stockholders with a cash redemption would be beneficial to all stockholders and the Fund as a whole: (i) so few preferred shares currently remain outstanding; (ii) the intent of the Board, as disclosed to investors, was for the preferred shares to be a temporary solution to a long-term capital gain issue within the Fund; (iii) the preferred shares now trade on a secondary market with unpredictable and thin volume; and (iv) having a second class of stock increases accounting, administrative and legal fees to the Fund.
As of October 26, 2015, the common stock of the Fund traded at a 14.71% discount to NAV. Although the last trade was recorded in May 2015, the preferred shares trade at a similar discount to NAV. By providing a cash redemption of 98% of NAV, preferred stockholders will receive greater value than they could receive in the secondary market. In addition, the redemption of the preferred shares will involve accounting, administrative and legal fees to the Fund, for which the 2% gap will provide some coverage. In general, the Board’s intention is to provide preferred stockholders with as much value as possible while minimizing the effect on and cost to stockholders and the Fund as a whole.
The Board believes that the preferred shares are unnecessary to the Fund’s existence and that it is in the best interests of the Fund and its stockholders to retire them. As of October 15, 2015, Mr. Richard Abraham, who currently is a nominee for the Board of Directors, owned approximately 33.5% of the Fund's preferred stock. Mr. Abraham has indicated to the Board that he supports Proposal 2 and intends to vote his shares in favor of such proposal.
On November 4, 2005, the Fund enacted its Articles Supplementary, reclassifying 2,000,000 shares of common stock as shares of preferred stock (the “Articles Supplementary”). The Board of Directors now believes that it is in the best interests of the Fund and its stockholders to amend the Fund’s Articles Supplementary to retire all of the preferred stock by providing for the redemption of the outstanding preferred shares at the option of the Fund at a price equal to 98% of net asset value per share of preferred stock as determined on a date to be designated by the Board of Directors.
On January 7, 2006, pursuant to a rights offering, the Fund issued 1,429,336 shares of preferred stock at $17.97 per share to stockholders that exercised their rights to purchase such preferred stock in order to raise cash to permit the Fund to meet its distribution requirements of capital gains realized in an effort to avoid an excise tax and meet its Subchapter M requirements and to avoid having to sell portfolio securities which would have had the effect of further decreasing the Fund’s assets to invest and would have resulted in additional realized capital gains the following year and, perhaps, for subsequent years thereafter. Upon the issuance of the preferred stock, the Fund stated in the Articles Supplementary that it would conduct a series of tender offers for the preferred stock on a semi-annual basis, on dates to be determined by the Board of Directors, in which 25% of the issued and outstanding preferred stock could be tendered to the Fund. The Articles Supplementary state that each stockholder participating in a tender offer may have his or her tendered shares of preferred stock repurchased by the Fund in kind for portfolio securities having a value equal to 99% of net asset value as determined, with respect to each tender offer, on a date designated by the Board of Directors.
The Fund commenced tender offers on October 22, 2007, May 30, 2008, November 24, 2008 and July 13, 2009, to purchase shares of its preferred stock in exchange for the Fund’s portfolio securities at a value equal to 99% of the Fund’s net asset value per preferred share. On October 28, 2009, the Fund offered to its preferred stockholders a voluntary conversion of their preferred shares into common shares on a one-to-one basis. As a result of these tender offers and the voluntary conversion, only 48,535 shares or approximately 3% of the initially issued 1,429,336 preferred shares remain outstanding as of August 31, 2015. On October 21, 2010, the Fund sent a letter to its preferred stockholders reminding them of the right to request the conversion of their shares of preferred stock to shares of the Fund’s common stock, at the sole discretion of the preferred stockholders (the “Conversion”), with the intent being to retire the entire class of preferred stock. The Board determined that the Conversion was in the best interest of the Fund and its stockholders because so few preferred shares currently remain outstanding, and the Board was concerned that the preferred shares might be delisted from the NYSE. The Board subsequently rescinded the Conversion letter due to the fact that a number of preferred stockholders indicated their intent not to effect the Conversion for their shares.
The amended Articles Supplementary are attached hereto in their entirety as Exhibit A and, in the event of the approval of Proposal 2 at the Meeting, shall be effective upon the filing of the same in the State of Maryland. The Board of Directors hereby submits the Amended Articles Supplementary to the stockholders for their consideration and approval.
Required Vote. The approval of the amendment of the Fund’s Articles Supplementary requires the affirmative vote of a majority of the outstanding shares of the Fund’s preferred stock voting as a separate class and the affirmative vote of a majority of the outstanding shares of the Fund’s common stock and preferred stock voting together as a single class, in person or by proxy, on such Proposal, provided a quorum is present. Abstention and broker non-votes will be counted as votes against approving the amendment to the Articles Supplementary.
THE BOARD OF DIRECTORS, INCLUDING THE INDEPENDENT DIRECTORS, UNANIMOUSLY RECOMMENDS THAT THE HOLDERS OF THE FUND’S PREFERRED STOCK AND COMMON STOCK VOTE “FOR” THE AMENDMENT TO THE ARTICLES SUPPLEMENTARY. ANY SIGNED BUT UNMARKED PROXIES WILL BE SO VOTED “FOR” PROPOSAL 2.
Additional Information about the Board of Directors
Board Meetings and Committees.
During the fiscal year ended July 31, 2015,2016, each present Director and nominee for Director (other than Mr. Abraham) attended all meetings of the Board and of the Committees of which he or she is a member, held since his or her respective election. During the fiscal year ended July 31, 2015,2016, the Board met sixeight times.
Audit Committee. The Board has established an Audit Committee that acts pursuant to a written charter and whose responsibilities are generally: (i) to oversee the accounting and financial reporting processes of the Fund and its internal control over financial reporting; (ii) to oversee the quality and integrity of the Fund’s financial statements and the independent audit thereof; and (iii) to approve, prior to the engagement of, the Fund’s independent auditors and, in connection therewith, to review and evaluate the qualifications, independence and performance of the Fund’s independent auditors.
Although the Audit Committee is expected to take a detached and questioning approach to the matters that come before it, the review of the Fund’s financial statements by the Audit Committee is not an audit, nor does the Audit Committee’s review substitute for the responsibilities of the Fund’s management for preparing, or the independent auditors for auditing, the Fund’s financial statements. Members of the Audit Committee are not full-time employees of the Fund and, in serving on the Audit Committee, are not, and do not hold themselves out to be, acting as accountants or auditors. As such, it is not the duty or responsibility of the Audit Committee or its members to conduct “field work” or other types of auditing or accounting reviews. In discharging their duties, the members of the Audit Committee are entitled to rely on information, opinions, reports, or statements, including financial statements and other financial data, if prepared or presented by: (1) one or more officers of the Fund whom such Director reasonably believes to be reliable and competent in the matters presented; (2) legal counsel, public accountants, or other persons as to matters the Director reasonably believes are within the person’s professional or expert competence; or (3) a Board committee of which the Director is not a member.
The current members of the Audit Committee are Messrs. Dakos,Abraham, Das, Goldstein and Goodstein, each of whom is an Independent Director. None of the members of the Audit Committee has any relationship to the Fund that may interfere with the exercise of his independence from management of the Fund, and each is independent as defined under the listing standards of the New York Stock Exchange (“NYSE”) applicable to closed-end funds. During the fiscal year ended July 31, 2015,2016, the Audit Committee met two times.
Nominating Committee. The Board has established a Nominating Committee whose responsibilities are generally to seek and review candidates for consideration as nominees for Directors as is from time to time considered necessary or appropriate.
The current members of the Nominating Committee are Messrs. Dakos,Abraham, Das, Goldstein and Goodstein. None of the members is an “interested person” within the meaning of the 1940 Act, and each is independent as defined under listing standards of the NYSE applicable to closed-end funds. During the fiscal year ended July 31, 2015,2016, the Nominating Committee met one time.
In nominating candidates, the Nominating Committee believes that no specific qualifications or disqualifications are controlling or paramount or that each candidate must possess specific qualities or skills. In identifying and evaluating nominees for Director, the Nominating Committee takes into consideration such factors as it deems appropriate. These factors may include: (i) whether or not such person is an “interested person” as defined in the 1940 Act, meets the independence and experience requirements of the NYSE applicable to closed-end funds and is otherwise qualified under applicable laws and regulations to serve as a member of the Board; (ii) whether or not such person has any relationships that might impair his or her independence, such as any business, financial or family relationships with Fund management, the Adviser or other service providers or their affiliates; (iii) whether or not such person is willing to serve, and willing and able to commit the time necessary for the performance of the duties of a Board member; (iv) such person’s judgment, skill, diversity and experience with investment companies and other organizations of comparable purpose, complexity and size and subject to similar legal restrictions and oversight; (v) the interplay of such person’s experience with the experience of other Board members; and (vi) the extent to which such person would be a desirable addition to the Board and any committees thereof.
It is the policy of the Nominating Committee to consider nominees recommended by Stockholders and so long as the Stockholders properly submit their recommendations in accordance with the requirements contained in the section entitled “Stockholder Proposals” below.
Valuation Committee. The Board has also established a Valuation Committee. Its purpose is to (i) review all monthly reports and any other interim reports regarding the valuation of securities in the Fund’s portfolio, and (ii) review and approve the valuation of all fair valued securities. This review shall include a review and discussion of an updated fair valuation summary with appropriate levels of representatives of the Adviser’s management. The Valuation Committee consists of the four Independent Directors, Messrs. Dakos,Abraham, Das, Goldstein and Goodstein. Mr. Dakos serves as the Chairman of the Valuation Committee. The Valuation Committee did not meet during the fiscal year ended July 31, 2015. 2016.
Information Concerning the Fund’s Independent Registered Public Accounting Firm |
Tait, Weller & Baker LLP (“Tait Weller”) audited the Fund’s financial statements for the fiscal year ended July 31, 20152016 and has been selected as the Fund’s independent registered public accounting firm for the fiscal year ending July 31, 2016.2017.
It is expected that representatives of Tait Weller will not be present at the Meeting but will be available by telephone should any matter arise at the Meeting requiring their presence.
Fees. The following table sets forth the aggregate fees billed by Tait Weller for the fiscal years ended July 31, 20152016 and July 31, 20142015 for professional services rendered to the Fund.
| Aggregate Total for Fiscal Year Ended July 31, 2015 | Aggregate Total for Fiscal Year Ended July 31, 2014 | Aggregate Total for Fiscal Year Ended July 31, 2016 | Aggregate Total for Fiscal Year Ended July 31, 2015 |
Audit Fees | $29,500 | $28,000 | $30,000 | $29,500 |
Audit-Related Fees | None | None | None | None |
Tax Fees | $3,300 | $3,200 | $3,300 | $3,300 |
All Other Fees | None | None | None | None |
Fees included in the “audit fees” category are those associated with the annual audits of financial statements and services that are normally provided in connection with statutory and regulatory filings.
For the fiscal years ended July 31, 20152016 and July 31, 2014,2015, there were no fees billed by Tait Weller for “audit-related” services provided to the Fund. Fees included in the “audit-related fees” category would consist of services related to reading and providing comments on the Fund’s semi-annual financial statements and the review of profitability report.
Fees included in the “tax fees” category comprise all services performed by professional staff in Tait Weller’s tax division, except those services related to the audits. This category comprises fees for review of tax compliance, tax return preparation and excise tax calculations.
For the fiscal years ended July 31, 20152016 and July 31, 2014,2015, there were no fees billed by Tait Weller for other services provided to the Fund. Fees included in the “all other fees” category would consist of services related to internal control reviews, strategy and other consulting, financial information systems design and implementation, consulting on other information systems, and other tax services unrelated to the Fund.
Of the time expended by Tait Weller to audit the Fund’s financial statements for the Fund’s most recent fiscal year, less than 50% of such time involved work performed by persons other than Tait Weller’s full-time, permanent employees.
With respect to Rule 2-01(c)(7)(i)(C) of Regulation S-X, there were no audit-related fees, or tax fees that were approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended July 31, 20152016 and July 31, 2014,2015, and there were no amounts that were required to be approved by the Audit Committee pursuant to the de minimis exception for the fiscal years ended July 31, 20152016 and July 31, 20142015 on behalf of the Fund’s service providers that relate directly to the operations and financial reporting of the Fund.
All of the services performed by Tait Weller, including audit related and non-audit related services, were pre-approved by the Audit Committee, as required under the Audit Committee Charter.
For the fiscal years ended July 31, 20152016 and July 31, 2014,2015, the aggregate fees billed by Tait Weller for non-audit services rendered on behalf of the Fund, the Adviser and any entity controlling, controlled by, or under common control with the Adviser that provides (or during such fiscal year provided) services to the Fund is shown in the table below.
| July 31, 2015 | July 31, 2014 |
Fund | None | None |
Adviser | None | None |
| July 31, 2016 | July 31, 2015 |
Fund | $3,300 | $3,300 |
Adviser | None | None |
The Audit Committee has considered and determined that the services provided by Tait Weller are compatible with maintaining Tait Weller’s independence. The aggregate fees included in Audit Fees are fees billed for the calendar year for the audit of the Fund’s annual financial statements.
Audit Committee Pre-Approval. The Audit Committee Charter contains the Audit Committee’s pre-approval policies and procedures. The Audit Committee Charter can be found on the Fund’s website at http://www.mxefund.com/corporate_governance.html. Reproduced below is an excerpt from the Audit Committee Charter regarding such policies and procedures:
The Audit Committee shall:
approve prior to appointment the engagement of the auditor to provide other audit services to the Fund or to provide non-audit services to the Fund, its investment adviser or any entity controlling, controlled by, or under common control with the investment adviser (“adviser affiliate”) that provides ongoing services to the Fund, if the engagement relates directly to the operations and financial reporting of the Fund.
Audit Committee Report. The Audit Committee has met and held discussions with management of the Fund, the Administrator, and Tait Weller. Tait Weller represented to the Audit Committee that the Fund’s financial statements were prepared in accordance with U.S. generally accepted accounting principles, and the Audit Committee has reviewed and discussed the financial statements with management of the Fund, the Administrator and Tait Weller. The Audit Committee also discussed with Tait Weller matters required to be discussed by Statement on Auditing StandardsStandard No. 61. 16.
Tait Weller also provided to the Audit Committee the written disclosures required by Independence StandardsPublic Company Accounting Oversight Board Standard No. 1 (Independence DiscussionsRule 3526 (Communication with Audit Committees)Committees Concerning Independence), and the Audit Committee discussed with Tait Weller its independence, in light of the services Tait Weller is providing.
Based upon the Audit Committee’s discussion with management of the Fund, the Administrator and Tait Weller and the Audit Committee’s review of the representations of the Administrator and the report of Tait Weller to the Audit Committee, the Audit Committee recommended that the Board of Directors include the audited financial statements in the Fund’s Annual Report for the fiscal year ended July 31, 20152016 filed with the SEC.
Respectfully submitted,
Andrew Dakos, Chairman,
Richard Abraham
Rajeev Das
Phillip Goldstein and
Glenn Goodstein
Other Information
Beneficial Ownership of Shares. Based solely upon a review of public filings, the Fund’s management knew of the following persons who owned, as of August 31, 2015,2016, 5% or more of the common stock or preferred stock of the Fund.
Title of Class | Name and Address of Beneficial Owner | Amount and Nature of Beneficial Ownership | Percent of Class* |
Common Stock | City of London Investment Management Company Limited 77 Gracechurch Street, London, England United Kingdom, EC3V 0AS | 2,362,152*2,548,252** | 31.5934.40%
|
Common Stock | Lazard Asset Management LLC 30 Rockefeller Plaza New York, NY 10112 | 753,735*656,037*** | 10.088.86%
|
Preferred Stock | Richard Abraham
143 Colfax Road
Havertown, PA 19083
| 16,183*** | 33.34% |
________
| * | Percent of class is based on the number of shares of common stock or preferred stock of the Fund outstanding as of August 31, 2015.2016. |
| ** | As reported to the SEC for the period ended AugustDecember 31, 2015 on Schedule 13G.13G/A. |
| *** | As reported to the SEC for the period ended AugustDecember 31, 2015 on Schedule 13D.13G/A. |
Stockholder Proposals. The Meeting is an annual meeting of Stockholders. Any Stockholder who wishes to submit proposals to be considered at the Fund’s annual meeting of Stockholders in 20162017 should send such proposals to the Secretary of the Fund, c/o U.S. Bancorp Fund Services, LLC, 615 East Michigan Street, 4th Floor, Milwaukee, Wisconsin 53202. Stockholder proposals must be received by the Fund no later than the close of business on July 14, 20162017 to receive consideration for inclusion in the Fund’s proxy materials relating to that meeting under Rule 14a-8 of the Securities Exchange Act of 1934 (the “Exchange Act”). Stockholder proposals that are submitted in a timely manner will not necessarily be included in the Fund’s proxy materials. Inclusion of such proposals is subject to limitations under the federal securities laws and informational requirements of the Fund’s Bylaws, as in effect from time to time.
In order for a Stockholder to bring a proposal (other than proposals sought to be included in the Fund’s proxy statement pursuant to Rule 14a-8 of the Exchange Act) before the annual meeting of Stockholders in 2016,2017, such Stockholder must deliver a written notice of such proposal to the Secretary of the Fund, c/o the Administrator, 615 East Michigan Street, 4th Floor, Milwaukee, Wisconsin 53202 no later than the close of business on August 17, 2016.2017.
Solicitation of Proxies. Your vote is being solicited by the Directors of the Fund. The cost of soliciting these proxies will be borne by the Fund. The Board has authorized the officers of the Fund to engage a proxy solicitation service, so long as the expense to the Fund is no greater than $20,000, if such officers determine it to be necessary and appropriate to do so. The Fund will, upon request, bear the reasonable expenses of brokers, banks and their nominees who are holders of record of the Fund’s common stock and preferred stock on the record date, incurred in mailing copies of this Notice of Meeting and Proxy Statement and the enclosed forms of proxy to the beneficial owners of the Fund’s common stock and preferred stock.
The Directors and officers of the Fund may be involved in the solicitation of proxies. The Fund does not reimburse such persons for the solicitation of proxies. The Fund intends to pay all costs associated with the solicitation and the Meeting. The Fund expects that the solicitation will be primarily by mail, but also may include telephone, telecopy, electronic, oral or other means of communication.
Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of Stockholders to Be Held on December 17, 2015:15, 2016: The Notice of Annual Meeting of Stockholders and
Proxy Statement are Available on the Internet at www.mxefund.com.
Other Business
The Fund’s management does not know of any other business which may come before the Meeting other than the matters set forth in this Proxy Statement, but should any other matter requiring a vote of the Stockholders arise, including any questions as to the adjournment of the Meeting, the proxies will vote thereon according to their discretion. Stockholders may contact Fund management at The Mexico Equity and Income Fund, Inc. c/o U.S. Bancorp Fund Services, LLC, 615 East Michigan Street, 4th Floor, Milwaukee, Wisconsin 53202.
IT IS IMPORTANT THAT PROXIES BE EXECUTED AND RETURNED PROMPTLY. STOCKHOLDERS WHO DO NOT EXPECT TO ATTEND THE MEETING ARE THEREFORE URGED TO
COMPLETE, SIGN, DATE AND RETURN THE ENCLOSED PROXY CARD AS SOON AS POSSIBLE IN THE ENCLOSED POSTAGE-PAID ENVELOPE.
Exhibit A
THE MEXICO EQUITY AND INCOME FUND, INC.
ARTICLES OF AMENDMENT TO THE ARTICLES SUPPLEMENTARY
The Mexico Equity and Income Fund, Inc., a Maryland corporation hereby certifies to the State Department of Assessment and Taxation of Maryland that the Articles Supplementary of the corporation is hereby amended as follows:
Subsection(a)(iv)(G) shall be replaced in its entity with the following language:
(G) The Corporation shall have no other rights of repurchase or redemption with respect to the preferred stock, except as set forth above and in subsection (vii).
The following subsection shall be added to Article IV
(vii) REDEMPTION
(A) The Board may, in its sole discretion, redeem all but not less than all of the then outstanding shares of its preferred stock at a price per share equal to 98% of NAV per share, on a date to be determined by the Board. The Corporation shall provide no less than 30 days notice to the holders of the preferred stock that, the shares will be redeemed.
(B) Notice of any redemption pursuant to this subsection shall be sent by or on behalf of the Corporation prior to the date specified for redemption in such notice, by first class mail, postage prepaid, to all holders of record of the preferred stock at their last addresses as they shall appear on the books of the Corporation; provided, however, that no failure to give such notice or any defect therein or in the mailing thereof shall affect the validity of the proceedings for the redemption of any shares of the preferred stock except as to the holder to whom the Corporation has failed to give notice or except as to the holder to whom notice was defective. In addition to any information required by law, such notice shall state: (i) the redemption date, (ii) the redemption price, and (iii) the procedures that the holders must follow to redeem such shares.
(C) If notice has been mailed in accordance with this subsection and provided that the Corporation pays, or sets aside for payment, the applicable redemption price, on or before the redemption date specified in such notice, then, from and after the redemption date, said shares shall no longer be deemed to be outstanding and shall not have the status of shares of preferred stock, and all rights of the holders thereof as stockholders of the Corporation (except the right to receive from the Corporation the redemption price) shall cease. Upon surrender, in accordance with said notice, any shares so redeemed shall be redeemed by the Corporation at the redemption price.
(D) If the Corporation shall not have funds legally available for the redemption of, or is otherwise unable to redeem, all the shares of the preferred stock in accordance with this subsection, the Corporation shall redeem on such redemption date the number of shares of preferred stock for which it shall have legally available funds, or is otherwise able, to redeem ratably from each holder thereof, and the remainder of the shares of preferred stock shall be redeemed on the earliest practicable date on which the Corporation shall have funds legally available for the redemption of, or is otherwise able to redeem, such shares upon notice of redemption.
This amendment of the Articles Supplementary of the Corporation has been approved by the directors and shareholders.
We, the undersigned President and Secretary, swear under penalties of perjury that the foregoing is a corporate act.
___________________________ | _____________________________ |
Luis Calzada
Secretary
| Maria Eugenia Pichardo
President
|
![](https://capedge.com/proxy/DEF 14A/0000894189-16-012760/ballot2.jpg)
PROXY TABULATOR
P.O. BOX 9112
FARMINGDALE, NY 11735
To vote by Internet |
| |
1) | Read the Proxy Statement and have the proxy card below at hand. |
2) | Go to website www.proxyvote.com |
3) | Follow the instructions provided on the website. |
| |
To vote by Telephone |
| |
1) | Read the Proxy Statement and have the proxy card below at hand. |
2) | Call 1-800-690-6903 |
3) | Follow the instructions. |
| |
To vote by Mail |
| |
1) | Read the Proxy Statement. |
2) | Check the appropriate boxes on the proxy card below. |
3) | Sign and date the proxy card. |
4) | Return the proxy card in the envelope provided. |
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: | M97119-P70250 | KEEP THIS PORTION FOR YOUR RECORDS |
| DETACH AND RETURN THIS PORTION ONLY |
|
|
The Board of Directors recommends a vote FOR the following:1. To elect the below-named nominees as Class II Directors to hold
office for the time period relating to such nominee's class and
until his/her successor has been duly elected and qualified.
| For
All
| Withhold
All
| For All
Except
| To withhold authority to vote for any individual nominee(s), mark "For All Except" and write the
name(s) of the nominee(s) on the line below.
|
01) Rajeev Das
02) Richard Abraham
2. To approve an amendment to the Fund's articles supplementary to provide for the redemption of the outstanding shares of the Fund's preferred
stock at the option of the Fund at a price equal to 98% of net asset value per share.
3. To consider and vote upon such other matters as may properly come before said Meeting or any adjournment thereof.
| | | |
Signature(s) should be exactly as your name or names appearing on this proxy. If shares are held jointly, each stockholder is requested to sign, but only one signature is required. If signing is by an attorney, executor, administrator, trustee or guardian, please give full title. By signing this proxy card, receipt of the accompanying Notice of Annual Meeting of Stockholders and Proxy Statement is acknowledged.
| |
| | | | | | | | |
| Signature [PLEASE SIGN WITHIN BOX] | Date | | Signature [Joint Owners] | Date | | |
| |
| |
Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of
Stockholders to be held on December 17, 2015: The Notice of Annual Meeting of Stockholders and
Proxy Statement is available on the Internet at www.mxefund.com
The Mexico Equity and Income Fund, Inc.
THIS PROXY IS SOLICITED ON BEHALF OF THE MEXICO EQUITY AND INCOME FUND, INC.'S BOARD OF
DIRECTORS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON DECEMBER 17, 2015.
The undersigned hereby appoints Gerald Hellerman and Phillip Goldstein and each of them, as proxies of the undersigned, each with the power to appoint his substitute, for the Annual Meeting of Stockholders of The Mexico Equity and Income Fund, Inc. (the "Fund") to be held on Thursday, December 17, 2015 at 9:00 a.m. Central Time, at the office of U.S. Bancorp, LLC, 777 East Wisconsin Avenue, 4th Floor, Milwaukee, Wisconsin 53202 or at any adjournment or postponement thereof, according to the number of votes that the undersigned would be entitled to vote if personally present, upon the matter stated on the reverse side.
The undersigned hereby revokes any proxy previously given and instructs the said proxies to vote in accordance with the instructions herein with respect to the election of a Class II Director.
THIS PROXY WILL BE VOTED IN ACCORDANCE WITH THE INSTRUCTIONS GIVEN ON THE PROXY CARD. IF NO INSTRUCTIONS ARE GIVEN, THE PROXY WILL BE VOTED "FOR" THE PROPOSALS AND IN THE DISCRETION OF THE ABOVE-NAMED PROXIES AS TO ANY OTHER MATTER THAT MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF.
Your proxy is important to assure a quorum at the Annual Meeting of Stockholders and avoid additional expenses to the Fund associated with further solicitation. You may revoke this proxy before it is voted at the Meeting or at any adjournment or postponement thereof by submitting to the Secretary of the Fund a written notice of revocation or a subsequently signed proxy card, or by attending the Meeting and voting in person.
PLEASE MARK, SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED ENVELOPE.
(To be dated and signed on reverse side)
|
PROXY TABULATOR
P.O. BOX 9112
FARMINGDALE, NY 11735
To vote by Internet |
| |
1) | Read the Proxy Statement and have the proxy card below at hand. |
2) | Go to website www.proxyvote.com |
3) | Follow the instructions provided on the website. |
| |
To vote by Telephone |
| |
1) | Read the Proxy Statement and have the proxy card below at hand. |
2) | Call 1-800-690-6903 |
3) | Follow the instructions. |
| |
To vote by Mail |
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1) | Read the Proxy Statement. |
2) | Check the appropriate boxes on the proxy card below. |
3) | Sign and date the proxy card. |
4) | Return the proxy card in the envelope provided. |
TO VOTE, MARK BLOCKS BELOW IN BLUE OR BLACK INK AS FOLLOWS: | M97121-P70250 | KEEP THIS PORTION FOR YOUR RECORDS |
| DETACH AND RETURN THIS PORTION ONLY |
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The Board of Directors recommends a vote FOR the following:1. To elect the below-named nominee as Class II Director to hold
office for the time period relating to such nominee's class and
until his successor has been duly elected and qualified.
| For
All
| Withhold
All
| For All
Except
| To withhold authority to vote for any individual nominee(s), mark "For All Except" and write the
name(s) of the nominee(s) on the line below.
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2. To approve an amendment to the Fund's articles supplementary to provide for the redemption of the outstanding shares of the Fund's preferred
stock at the option of the Fund at a price equal to 98% of net asset value per share.
3. To consider and vote upon such other matters as may properly come before said Meeting or any adjournment thereof.
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Signature(s) should be exactly as your name or names appearing on this proxy. If shares are held jointly, each stockholder is requested to sign, but only one signature is required. If signing is by an attorney, executor, administrator, trustee or guardian, please give full title. By signing this proxy card, receipt of the accompanying Notice of Annual Meeting of Stockholders and Proxy Statement is acknowledged.
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| Signature [PLEASE SIGN WITHIN BOX] | Date | | Signature [Joint Owners] | Date | | |
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Important Notice Regarding the Availability of Proxy Materials for the Annual Meeting of
Stockholders to be held on December 17, 2015: The Notice of Annual Meeting of Stockholders and
Proxy Statement is available on the Internet at www.mxefund.com
The Mexico Equity and Income Fund, Inc.
THIS PROXY IS SOLICITED ON BEHALF OF THE MEXICO EQUITY AND INCOME FUND, INC.'S BOARD OF
DIRECTORS FOR THE ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON DECEMBER 17, 2015.
The undersigned hereby appoints Gerald Hellerman and Phillip Goldstein and each of them, as proxies of the undersigned, each with the power to appoint his substitute, for the Annual Meeting of Stockholders of The Mexico Equity and Income Fund, Inc. (the "Fund") to be held on Thursday, December 17, 2015 at 9:00 a.m. Central Time, at the office of U.S. Bancorp, LLC, 777 East Wisconsin Avenue, 4th Floor, Milwaukee, Wisconsin 53202 or at any adjournment or postponement thereof, according to the number of votes that the undersigned would be entitled to vote if personally present, upon the matter stated on the reverse side.
The undersigned hereby revokes any proxy previously given and instructs the said proxies to vote in accordance with the instructions herein with respect to the election of a Class II Director.
THIS PROXY WILL BE VOTED IN ACCORDANCE WITH THE INSTRUCTIONS GIVEN ON THE PROXY CARD. IF NO INSTRUCTIONS ARE GIVEN, THE PROXY WILL BE VOTED "FOR" THE PROPOSALS AND IN THE DISCRETION OF THE ABOVE-NAMED PROXIES AS TO ANY OTHER MATTER THAT MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF.
Your proxy is important to assure a quorum at the Annual Meeting of Stockholders and avoid additional expenses to the Fund associated with further solicitation. You may revoke this proxy before it is voted at the Meeting or at any adjournment or postponement thereof by submitting to the Secretary of the Fund a written notice of revocation or a subsequently signed proxy card, or by attending the Meeting and voting in person.
PLEASE MARK, SIGN, DATE AND RETURN THE PROXY CARD PROMPTLY USING THE ENCLOSED ENVELOPE.
(To be dated and signed on reverse side)
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