UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
Filed by the Registrant ☒
Filed by a 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)) |
| ☒ | Definitive Proxy Statement |
| ☐ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-2 |
PUERTO RICO RESIDENTS TAX-FREE FUND VI, INC.
(Name of Registrant as Specified In Its Charter)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required. |
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee amount computed on table in exhibit as required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. |
Puerto Rico Residents Tax-Free Fund VI, Inc.
209 Muñoz Rivera Avenue
Suite 1112
San Juan, Puerto Rico 00918
NOTICE OF ADJOURNMENT OF 2023 ANNUAL MEETING OF SHAREHOLDERS
UNTIL JANUARY 16, 2024
To the Shareholders of the Puerto Rico Residents Tax-Free Fund VI, Inc.:
NOTICE IS HEREBY GIVEN that the 2023 Annual Meeting of Shareholders (the “Annual Meeting”) of the Puerto Rico Residents Tax-Free Fund VI, Inc., a Puerto Rico corporation (formerly known as the Puerto Rico Investors Tax-Free Fund VI, Inc. and hereinafter referred to as the “Fund”) will be reconvened on Tuesday, January 16, 2024, at 11:00 AM Atlantic Standard Time (10:00 AM Eastern Standard Time). The Annual Meeting will be reconvened for the following purposes:
| 1. | To elect two (2) directors of the Fund (PROPOSAL 1); |
| 2. | Shareholder proposal submitted by Ocean Capital LLC (“Ocean Capital”)—To repeal any provision of, or amendment to, the By-Laws of the Fund adopted by the Board without the approval of the Fund’s shareholders subsequent to September 23, 2021 (PROPOSAL 2); and |
| 3. | To transact such other business as may properly come before the Meeting or any continuation, adjournment or postponement thereof. |
On November 30, 2023, the Annual Meeting was convened and then adjourned without transacting any other business to be held virtually on the date and time set forth in this notice to solicit proxies from the Fund’s shareholders to achieve a quorum at the Annual Meeting.
The items mentioned above are discussed in greater detail in the definitive proxy statement filed by the Fund with U.S. Securities and Exchange Commission (the “SEC”) on September 13, 2023 (the “Proxy Statement”), as supplemented by Amendment No. 1 filed with the SEC on November 8, 2023, and the attached Amendment No. 2. This notice should be read in conjunction with the Proxy Statement.
The Annual Meeting will be conducted virtually. Any shareholder wishing to participate in the Meeting by means of remote communication can do so. If you were a record holder of shares of common stock of the Fund as of the close of business on the record date, October 31, 2023, please register at https://viewproxy.com/UBSPuertoRico/broadridgevsm/ no later than 5:00 p.m. Atlantic Standard Time (4:00 p.m. Eastern Standard Time) on January 14, 2024 to attend and vote at the Meeting. Broadridge will then e-mail you the login information and instructions for attending and voting at the Meeting.
Only shareholders of record at the close of business on October 31, 2023, will be entitled to receive this notice and will be able to vote at the Annual Meeting in accordance with the number of shares of record held in the name of each shareholder on such date.
IT IS IMPORTANT THAT YOUR WHITE PROXY CARDS BE RETURNED PROMPTLY. WHETHER OR NOT YOU EXPECT TO ATTEND THE MEETING, YOU ARE URGED TO COMPLETE, SIGN, DATE, AND RETURN YOUR WHITE PROXY CARD TODAY.
In San Juan, Puerto Rico, this 30th day of November, 2023.
| By Order of the Board of Directors: | |
| /s/ Luis A. Avilés | |
| Luis A. Avilés | |
| Secretary |
Puerto Rico Residents Tax-Free Fund VI, Inc. Announces Adjournment of Annual Meeting of Shareholders
to January 16, 2024
SAN JUAN, Puerto Rico – November 30, 2023 – Puerto Rico Residents Tax-Free Fund VI, Inc. (the “Fund”) today convened and then adjourned the 2023 Annual Meeting of Shareholders of the Fund (the “Annual Meeting”) without transacting any other business. The Annual Meeting has been adjourned to be reconvened virtually on Tuesday, January 16, 2024 at 11:00 AM Atlantic Standard Time (10:00 AM Eastern Standard Time).
The transaction of business at the Annual Meeting requires a quorum of more than one-half of the outstanding shares of the Fund entitled to vote, represented in person or by proxy. Based on a determination by the inspectors of election, there was no quorum present at the reconvened Annual Meeting. Accordingly, the Annual Meeting has been adjourned to provide the Fund with additional time to solicit proxies from its shareholders to achieve a quorum at the Annual Meeting.
THE BOARD OF DIRECTORS, INCLUDING ALL THE INDEPENDENT DIRECTORS, RECOMMENDS THAT THE SHAREHOLDERS VOTE ON THE WHITE PROXY CARD: (1) “FOR” PROPOSAL 1 TO ELECT THE TWO DIRECTOR NOMINEES NAMED THEREIN FOR ELECTION AS DIRECTORS OF THE FUND TO SERVE UNTIL THE END OF THEIR RESPECTIVE TERM OR UNTIL THEIR SUCCESSORS ARE ELECTED AND QUALIFIED; AND (2) “AGAINST” PROPOSAL 2 TO repeal any provision of, or amendment to, the By-Laws of the Fund adopted by the Board without the approval of the Fund’s shareholders subsequent to September 23, 2021. THESE PROPOSALS ARE DISCUSSED IN GREATER DETAIL IN THE PROXY STATEMENT, WHICH WE ADVISE YOU TO READ IN ITS ENTIRETY.
The record date for the adjourned Annual Meeting remains the close of business on October 31, 2023. Shareholders who have already voted do not need to recast their votes unless they wish to change their votes. Proxies previously submitted will be voted at the reconvened meeting unless properly revoked. Shareholders who have not already voted or wish to change their vote are encouraged to do so promptly using the instructions provided in their voting instruction form or proxy card.
The Board of Directors does not know of any matters to be properly brought before the Annual Meeting other than the proposals described in the Amended Proxy Statement.
In the event you receive any materials from Ocean Capital LLC (“Ocean Capital”) or any of its affiliates, we urge you to discard any blue proxy cards that you may receive. The Fund also encourages you NOT to sign or return any blue proxy cards that may be sent to you by Ocean Capital or any of its affiliates in favor of Ocean Capital’s director nominee or shareholder proposals. No proxies or votes cast with respect to the Advisory Agreements Proposal or the Amendment Proposals (as such terms are defined in the Proxy Statement) will be tabulated at the Annual Meeting because such proposals failed to comply with the requirements of the Fund’s organizational documents, as described further in the Proxy Statement. If you vote—or have already voted—using a blue proxy card sent to you by Ocean Capital, you can revoke it by voting using the WHITE proxy card sent to you or by voting virtually at the Annual Meeting. Only your latest dated proxy will count, and any proxy may be revoked at any time prior to its exercise at the Annual Meeting.
If shareholders have questions about how to vote their shares, they should immediately contact the Fund’s proxy solicitor, Okapi Partners, at (877) 566-1922 or at info@okapipartners.com.
ADDITIONAL INFORMATION AND WHERE TO FIND IT
Shareholders of the Fund can obtain copies of the definitive proxy statement filed by the Fund with U.S. Securities and Exchange Commission (the “SEC”) on September 13, 2023, as supplemented by Amendment No. 1 filed with the SEC on November 8, 2023 (“Amendment No. 1”), and this Amendment No. 2 (“Amendment No. 2”, and as amended and supplemented by Amendment Nos. 1–2, the “Proxy Statement”), any future supplements to the Proxy Statement and other documents filed by the Fund with the SEC for no charge at the SEC’s website at www.sec.gov.
IT IS IMPORTANT THAT YOUR WHITE PROXY CARDS BE RETURNED PROMPTLY. WHETHER OR NOT YOU EXPECT TO ATTEND THE MEETING, YOU ARE URGED TO COMPLETE, SIGN, DATE, AND RETURN YOUR WHITE PROXY CARD TODAY.
In San Juan, Puerto Rico, this 30th day of November, 2023.
| By Order of the Board of Directors: | |
| /s/ Luis A. Avilés | |
| Luis A. Avilés | |
| Secretary |
