UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act File Number 811-23333
Cliffwater Corporate Lending Fund
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(Exact name of registrant as specified in charter)
c/o UMB Fund Services, Inc.
235 West Galena Street
Milwaukee, WI 53212
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(Address of principal executive offices) (Zip code)
Terrance P. Gallagher
235 West Galena Street
Milwaukee, WI 53212
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(Name and address of agent for service)
Registrant's telephone number, including area code: (414) 299-2000
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Date of fiscal year end: December 31
Date of reporting period: July 1, 2019 through June 30, 2020
Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (ss.ss.239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.
Item 1. Proxy Voting Record
For the Cliffwater Corporate Lending Fund
| Cliffwater Corporate Lending Fund- Proxy Voting Record 7/1/2019 - 6/30/2020 | |||||||
| NAME OF ISSUER | TICKER SYMBOL | CUSIP NUMBER | SHARE-HOLDER MEETING DATE | MATTER VOTED ON | DID FUND VOTE | WHAT VOTE WAS CAST | FOR OR AGAINST MANAGEMENT |
| BlackRock TCP Capital Corp | TCPC | 09259E108 | 5/27/2020 | Vote for the following directors: Kathleen A. Corbet Eric J. Draut M. Freddie Reiss Peter E. Schwab Karyn L. Williams Brian F. Wruble Howard M. Levkowitz Rajneesh Vig | Yes | For All | For |
| BlackRock TCP Capital Corp | TCPC | 09259E108 | 5/27/2020 | To consider and vote on a proposal to renew the Company's authorization, with approval of its Board of Directors, to sell shares of the Company's common stock (for up to the next 12 months) at a price or prices below its then current net asset value per share in one or more offerings, subject to certain limitations set forth in the proxy statement (including, without limitation, that the number of shares sold on any given date does not exceed 25% of the Company's then outstanding common stock immediately prior to such sale). | Yes | For | For |
| Business Development Corp of America | BDCA | 12325J | 6/8/2020 | Election of Director for a three-year term: Ronald J. Kramer | Yes | Echo vote - voted in proprtion to shares of all other investors | N/A |
| Business Development Corp of America | BDCA | 12325J | 6/8/2020 | Election of Director for a three-year term: Leslie D. Michelson | Yes | Echo vote - voted in proprtion to shares of all other investors | N/A |
| Business Development Corp of America | BDCA | 12325J | 6/8/2020 | To authorize the Company to sell or otherwise issue up to 25% of the Company's outstanding common stock at a price below the Company's then current net asset value ("NAV") per share. | Yes | Echo vote - voted in proprtion to shares of all other investors | N/A |
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Cliffwater Corporate Lending Fund
| /s/ Stephen Nesbitt |
Stephen Nesbitt, President
(Principal Executive Officer)
August 27, 2020
