Messrs. Abraham, Das, Goldstein, Goodstein and GoodsteinHellerman are each not considered an “interested person” of the Fund within the meaning of the Investment Company Act of 1940, as amended (the “1940 Act”) (each an “Independent Director”). Prior to April 1, 2020, Mr. Hellerman iswas considered an “interested person” of the Fund within the meaning of the 1940 Act (an “Interested Director”) because he servesserved as the Fund’s Chief Compliance Officer.
experience, skills, attributes and qualifications of each Director, which led to the Board’s determination that the Director should serve in this capacity, is provided below.
Richard Abraham. | Mr. Abraham has been a Director of the Fund since 2015. Mr. Abraham graduated magna cum laude with a degree in accounting and finance from the Wharton School of Business at the University of Pennsylvania. Mr. Abraham worked for 10 years as a computer systems analyst as an independent consultant. Mr. Abraham worked for 7 years as a currency trader and manager for the Professional Edge Fund on the floor of The Philadelphia Stock Exchange. Mr. Abraham is currently self-employed as a securities trader. |
| |
Rajeev Das. | Mr. Das has been a Director of the Fund since 2001. He has over 20 years of investment management experience and currently serves as the Head of Trading for Bulldog Investors, LLC, which serves as the investment adviser of six private investment partnerships inSpecial Opportunities Fund, Inc. and separately-managed accounts. In addition to the Bulldog groupFund, Mr. Das serves as a director of funds.one other closed-end fund. Mr. Das is currently the vice-president of a closed-end fund, where he previously served as a director. |
Phillip Goldstein. | Mr. Goldstein has been a Director of the Fund since 2000. Mr. Goldstein has over 25 years of investment management experience. He is currently a principal of Bulldog Holdings, LLC, which ownsthe owner of several entities formerly serving as general partner of sixcertain private investment partnerships, and is a member of Bulldog Investors, LLC, which serves as the investment adviser of such private investment partnerships and Special Opportunities Fund, Inc. and separately-managed accounts. Mr. Goldstein is also a director of three other closed-end funds, one business development company, and aone liquidating trust and aone subsidiary of a large commercial real estate company. |
Glenn
Goodstein.
| |
Glenn Goodstein. | Mr. Goodstein has been a director of the Fund since 2001. Mr. Goodstein is a registered investment adviser with over 20 years of investment management experience. Prior to entering the investment management field, he spent 10 years in various management and executive positions with Automatic Data Processing, a NYSE-traded company. |
| |
Gerald Hellerman. | Mr. Hellerman has been a Director of the Fund since 2001 and was its Chief Compliance Officer since 2004.from 2004 through March 2020. Mr. Hellerman has more than 40 years of financial experience, including serving as a Financial Analyst and Branch Chief at the SEC, Special Adviser to the U.S. Senate Antitrust and Monopoly Subcommittee and as Chief Financial Analyst at the Antitrust Division of the U.S. Department of Justice for 17 years. He has served as a director of a number of public companies, including registered investment companies, and as a financial and corporate consultant during the period from 1993-2014. |
| |
Maria Eugenia
Pichardo.
| Ms. Pichardo is the President of the Fund and has served as the portfolio manager of the Fund since its inception. Ms. Pichardo has served as the president and general partner of the Adviser since 2003. Ms. Pichardo has more than 25 years of financial expertise, including serving as managing director of an investment bank and the portfolio manager of several funds.1993 to 2014. |
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.
Board Leadership Structure, Composition and Responsibilities. The Board is responsible for overseeing the management of the Fund. The Board also elects the Company’s officers who conduct the daily business of the Fund. The Board meets at least four times during the year to review the investment performance of the Fund and other operational matters, including policies and procedures with respect to compliance with regulatory and other requirements. The Directors interact directly with the Chairman of the Board, each other as Directors and committee members, the Fund’s officers, and senior management of the Adviser and other service providers of the Fund at scheduled meetings and between meetings, as appropriate. Each Director was appointed to serve on the Board because of his experience, qualifications, attributes and/or skills as described above.
Currently, the Board is comprised of five individuals, oneindividuals. Each member of whom,the board, including the Chairman of the Board, Mr. Goldstein, is an Independent Director. Prior to April 1, 2020, Mr. Hellerman iswas considered an “interested person” of the Fund within the meaning of the 1940 Act. The Chairman ofAct because he served as the Board, Mr. Goldstein, is an Independent Director. Fund’s Chief Compliance Officer.
The Board believes that its structure facilitates the orderly and efficient flow of information to the Directors from the Adviser and other service providers with respect to services provided to the Fund, potential conflicts of interest that could arise from these relationships and other risks that the Fund may face. The Board further believes that its structure allows all of the Directors to participate in the full range of the Board’s oversight responsibilities. The Board believes that the orderly and efficient flow of information and the ability to bring each Director’s talents to bear in overseeing the Fund’s operations is important, in light of the size and complexity of the Fund and the risks that the Fund faces. Based on each Director’s experience and expertise with closed-end funds, the Board believes that its leadership structure is appropriate and efficient. The Board and its committees review their structures regularly, to help ensure that they remain appropriate as the business and operations of the Fund, and the environment in which the Fund operates, changes.
Currently, the Board has an Audit Committee, Nominating Committee and Valuation Committee. The responsibilities of each committee and its members are described below.
Board’s Role in Risk Oversight of the Fund. The Board oversees risk management for the Fund directly and, as to certain matters, through its committees. The Board exercises its oversight in this regard primarily through requesting and receiving reports from and otherwise working with the Fund’s senior officers (including the Fund’s President, Chief Compliance Officer and Chief Financial Officer), portfolio management and other personnel of the Adviser, the Fund’s independent auditors, legal counsel and personnel from the Fund’s other service providers. The Board has adopted, on behalf of the Fund, and periodically reviews with the assistance of the Fund’s Chief Compliance Officer, policies and procedures designed to address certain risks associated with the Fund’s activities. In addition, the Adviser and the Fund’s other service providers also have adopted policies, processes and procedures designed to identify, assess and manage certain risks associated with the Fund’s activities, and the Board receives reports from service providers with respect to the operation of these policies, processes and procedures as required and/or as the Board deems appropriate.
Compensation of Directors. For the fiscal year ended July 31, 2018,Beginning in March 2020, the Fund paidpays each of its Directors who is not a director, officer or employee of the Adviser, U.S. Bancorp Fund Services, LLC, the administrator to the Fund (the “Administrator”), or any affiliate thereof aan annual fee of $35,000$25,000 plus $500$375 for each special telephonic meeting attended. As additional annual compensation, the Chairman of the Fund will receive $5,000,$3,750, the Audit Committee Chairman and Valuation Committee Chairman will receive $3,000,$2,250, and the Nomination Committee Chairman will receive $2,000. For$1,500. Mr. Hellerman also received compensation from the Fund in the amount of $30,000 for serving as the Fund’s Chief Compliance Officer duringfor the fiscal year ended Julyperiod through March 31, 2018, Mr. Hellerman received from the Fund a fee for annual compensation of $45,000.2020. In addition to the aforementioned fees paid to Directors, the Fund reimburses Directors for travel and out-of-pocket expenses incurred in connection with attending meetings of the Board.
The table below details the amount of compensation the Fund’s Directors received from the Fund during the fiscal year ended July 31, 2018.2020. 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.
Name of Person | | Position | | Director Since | | Aggregate Compensation From the Fund | | Pension or Retirement Benefits Accrued as Part of Fund Expenses | | Estimated Annual Benefits Upon Retirement | | Total Compensation from Fund Complex Paid to Directors(1) |
Phillip Goldstein | | Independent Director | | 2000 | | $41,500 | | None | | None | | $41,500 |
Glenn Goodstein | | Independent Director | | 2001 | | $38,500 | | None | | None | | $38,500 |
Rajeev Das | | Independent Director | | 2001 | | $42,500 | | None | | None | | $42,500 |
Richard Abraham | | Independent Director | | 2015 | | $36,000 | | None | | None | | $36,000 |
Gerald Hellerman | | Interested Director(2) | | 2001 | | $81,500(3) | | None | | None | | $81,500(3) |
| ______________
|
| (1)
| The Fund Complex is comprised of only the Fund. |
| (2)
| Mr. Hellerman is considered an “interested person” of the Fund within the meaning of the 1940 Act because he serves as the Fund’s Chief Compliance Officer. |
| (3)
| Includes a $45,000 fee paid to Mr. Hellerman for his service as Chief Compliance Officer of the Fund. |
Name of Person | | Position | | Director Since | | Aggregate Compensation From the Fund | | Pension or Retirement Benefits Accrued as Part of Fund Expenses | | Estimated Annual Benefits Upon Retirement | | Total Compensation from Fund Complex Paid to Directors(1) |
Phillip Goldstein | | Independent Director | | 2000 | | $35,375 | | None | | None | | $35,375 |
Glenn Goodstein | | Independent Director | | 2001 | | $32,750 | | None | | None | | $32,750 |
Rajeev Das | | Independent Director | | 2001 | | $36,250 | | None | | None | | $36,250 |
Richard Abraham | | Independent Director | | 2015 | | $31,000 | | None | | None | | $31,000 |
Gerald Hellerman | | Independent Director | | 2001 | | $61,000(2) | | None | | None | | $61,000(2) |
______________ | |
(1) | The Fund Complex is comprised of only the Fund. | |
(2) | In addition to his compensation as a Director, Mr. Hellerman received $30,000 from the Fund during the fiscal year ended July 31, 2020 as compensation for service in his capacity as the Fund’s Chief Compliance Officer. Mr. Hellerman resigned from his position as Chief Compliance Officer of the Fund as of March 31, 2020. | |
Code of Ethics. The Fund and the Adviser have each adopted a code of ethics pursuant to Rule 17j-1 under the 1940 Act and Section 204A and Rule 204A-1 under the Investment Advisers Act of 1940, respectively, that establishes procedures for personal investments and restricts certain personal securities transactions. Personnel subject to each code may invest in securities for their personal investment accounts, including securities that may be purchased or held by the Fund, so long as such investments are made pursuant to the code’s requirements. Copies of these codes are available for inspection at the Public Reference Room of the SEC in Washington, D.C. Information regarding the operation of the Public Reference Room is available by calling the SEC at 1-202-551-8090. Copies of the Fund’s and the Adviser’s codes of ethics are also available on the EDGAR Database on the SEC’s website at www.sec.gov, and may also be obtained, after paying a duplicating fee, by electronic request at the following e-mail address: publicinfo@sec.gov, or by writing the SEC’s Public Reference Section, Washington, D.C. 20549-0102.
Management Ownership. To the knowledge of the Fund’s management, as of October 18, 2018,20, 2020, the Directors and officers of the Fund beneficially owned, as a group, less than 1% of the shares of the Fund’s common stock. The following table sets forth the aggregate dollar range of equity securities in the Fund that is owned by each Director, nominee for Director and officer as of October 18, 2018.20, 2020. The information as to beneficial ownership is based on statements furnished to the Fund by each Director, nominee for Director and principal officer:
Name | Position | Dollar Range of Equity Securities in the Fund | Aggregate Dollar Range of Equity Securities in All Funds Overseen by Director in Family of Investment Companies(1) |
Phillip Goldstein | Independent Director, Chairman of the Board | $100,001-$150,000None | $100,001-$150,000None |
Richard Abraham | Independent Director | $20,001-10,001-$30,00050,000 | $20,001-10,001-$30,000 50,000 |
Rajeev Das | Independent Director, Audit Committee Chairman | $10,000-0-$20,00010,000 | $10,000-0-$20,00010,000 |
Glenn Goodstein | Independent Director | None | None |
Gerald Hellerman(2) | InterestedIndependent Director Chief Compliance Officer | None | None |
Maria Eugenia Pichardo | President | None | None |
Luis CalzadaJuan Elizalde | Secretary | None | None |
Arnulfo Rodriguez | Chief Financial Officer | None | None |
Stephanie Darling | Chief Compliance Officer | None | None |
_____________
(1) | The Family of Investment Companies is comprised of only the Fund. |
(2) | Prior to April 1, 2020, Mr. Hellerman iswas considered an “interested person” of the Fund within the meaning of the 1940 Act because he servesserved as the Fund’s Chief Compliance Officer. |
Director Transactions with Fund Affiliates. As of July 31, 2018,2020, 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 COMMON STOCK VOTE “FOR” THE ELECTION OF RICHARD ABRAHAM AND RAJEEV DASPHILLIP GOLDSTEIN AS CLASS II DIRECTORSI DIRECTOR OF THE FUND. ANY SIGNED BUT UNMARKED PROXIES WILL BE SO VOTED “FOR” THE ELECTION OF EACH OF THE NOMINEES.NOMINEE.
Additional Information about the Board of Directors
Board Meetings and Committees.
During the fiscal year ended July 31, 20187,2020, each Director and nominee for Director attended, in person or by telephone, at least seventy-five (75%) percent of all meetings of the Board (including regularly scheduled and special meetings) and of the Committees of which he is a member, held since his respective election.
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. 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, 2018,2020, 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. Abraham, Das, Goldstein, Goodstein and Goodstein.Hellerman. 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, 2018,2020, 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. Abraham, Das, Goldstein and Goodstein.Goodstein, each of whom is an Independent Director. Although the Valuation Committee did not meet during the fiscal year ended July 31, 2018,2020, the Valuation Committee took action to ratify all fair value securities at each quarterly Board meeting.
13
|
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, 20182020 and has been selected as the Fund’s independent registered public accounting firm for the fiscal year ending July 31, 2019.2021.
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, 20182020 and July 31, 20172019 for professional services rendered to the Fund.
| Aggregate Total for Fiscal Year Ended July 31, 2018 | Aggregate Total for Fiscal Year Ended July 31, 2017 | Aggregate Total for Fiscal Year Ended July 31, 2020 | Aggregate Total for Fiscal Year Ended July 31, 2019 |
Audit Fees | $30,900 | $30,900 | $31,000 | $31,000 |
Audit-Related Fees | None | None | None | None |
Tax Fees | $3,300 | $3,300 | $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, 20182020 and July 31, 2017,2019, 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, 20182020 and July 31, 2017,2019, 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, 20182020 and July 31, 2017,2019, 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, 20182020 and July 31, 20172019 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, 20182020 and July 31, 2017,2019, 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, 2018 | July 31, 2017 | July 31, 2020 | July 31, 2019 |
Fund | $3,300 | $3,300 | $3,300 | $3,300 |
Adviser | None | None | 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 Auditing Standard No. 16.
Tait Weller also provided to the Audit Committee the written disclosures required by Public Company Accounting Oversight Board Rule 3526 (Communication with Audit 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, 20182020 filed with the SEC.
Respectfully submitted,
Richard Abraham
Rajeev Das
Phillip Goldstein and
Glenn Goodstein
Other Information
Section 16(a) Beneficial Ownership Reporting Compliance. Based solely upon a review of Forms 3 and 4 and amendments thereto furnished to the Fund pursuant to Rule 16a-3(e) under the Securities Exchange Act of 1934 (the “Exchange Act”) during the most recent fiscal year, and Forms 5 and amendments thereto furnished to the Fund with respect to the most recent fiscal year, and any written representation referred to in paragraph (b)(1) of Item 405 of Regulation S-K, no person who, at any time during the fiscal year, was subject to Section 16 of the Exchange Act with respect to the Fund because of the requirements of Section 30 of the 1940 Act failed to file on a timely basis, as disclosed in the above forms, reports required by Section 16(a) of the Exchange Act during the fiscal year ended July 31, 2020.
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, 2018,2020, 5% or more of the common 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
| 2,921,206**
| 42.30%
|
Common Stock | Lazard Asset Management LLC
30 Rockefeller Plaza
New York, NY 10112
| 440,653*** | 6.38%
|
Title of Class | Name and Address of Beneficial Owner | Amount and Nature of Beneficial Ownership | Percent of Class* |
Common Stock | Staude Capital, Ltd. Liberty House 222 Regent Street London W1B 5TR | 108,534 | 6.08% |
________
| * | Percent of class is based on the number of shares of common stock of the Fund outstanding as of August 31, 2018.2020. |
| ** | As reported to the SEC on Schedule 13GBloomberg as MF- UGG on September 18, 2018. |
| *** | As reported to the SEC on Schedule 13G/A on February 8, 2018. August 31, 2020. |
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 20192021 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 12, 20192021 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 By-Laws, 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 2019,2021, 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 on August 16, 2019.between September 18, 2021 and October 18, 2021.
Stockholders are advised to review the Fund’s Amended and Restated Bylaws, as amended, which contains additional requirements about advance notice of stockholder proposals.
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 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.
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 13, 2018:17, 2020: 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.
| |
| |
| |
| Luis Calzada |
Dated: November 5, 2018 October 30, 2020 | |
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.