CQS Natural Resources Growth and Income (CYN) has issued a statement this morning reminding shareholders to vote in the upcoming general meeting (details of which are below, including all of the voting deadlines for the individual platforms) in which it urges shareholders to vote against the resolutions requisitioned by Saba Capital Management.

The deadline to vote is 31 January, however, customers of online share ownership platforms may have voting deadlines of 30 January or earlier (see below).

We would remind shareholders that all three proxy advisers that have made a recommendation in relation to the vote – Glass Lewis, PIRC, and ISS – have all recommended that shareholders in the company vote AGAINST the requisitioned resolutions proposed by Saba; this is in line with the unanimous recommendations of the board. We have also written a note covering the requisition in detail – click here to read.

A copy of the circular for the general meeting is available on the company’s website at https://ncim.co.uk/cqs-natural-resources-growth-and-income-plc/ and microsite at https://cynprotectyourinvestment.com/.

Why vote AGAINST Saba?

CYN’s board has set out its reasons why it unanimously recommends shareholders vote against Saba’s proposals. These are as follows:

Performance and incorrect benchmark

“Saba have put forward misleading information on the performance of the Company, using the incorrect reference benchmark and ignoring the Company’s significant exposure to metals and mining. The Board has overseen strong performance, with 167% total return in NAV and 220% total return in share price since the current joint fund managers were appointed in October 2015^.”

Corporate governance and management

“The Company’s regular and transparent communication, share buybacks, and an annual continuation vote provide Shareholders with the tools they need to make an informed investment decision and a voice for the future of their company.

“The current Board is fully independent and has deep experience in investment trusts, natural resources, the UK investment management sector, finance and accounting, and as directors of quoted companies. The two proposed directors nominated by Saba have none of this sector experience or understanding of the UK market, nor do the Board believe they are independent. If Saba select themselves as investment manager, there is a potential conflict of interest.”

Saba investment strategy

“Saba have not outlined a clear path for the investment strategy or the future of your investment, should their Requisitioned Resolutions be passed.

“Saba’s proposals therefore introduce new and significant risk to your investment, potentially trapping Shareholders at a long-term discount in an entity which is no longer a highly specialised natural resources investment trust. Their proposals are not in the best interests of ALL Shareholders.”

Glass Lewis, PIRC, and ISS align with Board recommendations

“Proxy advisors Glass Lewis, PIRC, and ISS have all recommended that Shareholders in the Company vote AGAINST the Requisitioned Resolutions proposed by Saba; this is in line with the unanimous recommendations of the Board.”

Comments from Christopher Casey, chair of CQS Natural Resources Growth and Income

“Saba is not the saviour of your company. They have misrepresented the Company’s performance, have no clear path to add value to all Shareholders and have provided questionable governance proposals. Saba’s own performance in the US is inconsistent at best, given that their management of two funds has not led to a long-term narrowing of the discount, and introduces significant risk to your investment.

“We remind Shareholders that if you do not vote against their resolutions, Saba’s 29.07% shareholding may bulldoze the result without support of the majority of Shareholders.

“As we get closer to voting deadlines, the Board urges all Shareholders who have yet to vote to make their voice heard, and vote to protect their investment from self-interested and misleading proposals put forward by Saba.

“The Board and three proxy advisor agencies, Glass Lewis, PIRC, and ISS, unanimously recommend you vote against the resolutions proposed by Saba to protect your investment in your Company.”

How to vote

The requisitioned general meeting to vote on the requisitioned resolutions will be held on 4 February 2025 at 11 a.m. at the offices of Dentons UK and Middle East LLP at One Fleet Place, London, EC4M 7RA. To be valid, proxy appointments must be completed in accordance with the instructions accompanying it and transmitted so received by the registrar as soon as possible and, in any event, by no later than 11 a.m. on 31 January 2025.

Investors who hold their shares through an investment platform provider or nominee are encouraged to contact their investment platform provider or nominee as soon as possible to arrange for VOTES AGAINST each of the requisitioned resolutions to be lodged on their behalf. Please note: customers of online share ownership platforms may have voting deadlines of 30 January or earlier.

The company has appointed Boudicca (part of Equiniti Group) to liaise with shareholders to ensure that the Form of Proxy is completed and submitted by the deadline. If you need further information or assistance in voting your shares, please email [email protected] or telephone 0371 384 2452 (between 9.00 a.m. and 5.00 p.m. (UK time) Monday to Friday) for information.

Retail voting deadlines:

• AJ Bell voting deadline – 30 January
• Hargreaves Lansdown voting deadline – 30 January
• Interactive investor voting deadline – 30 January
• Proxy filing deadline – 11am on 31 January
• Record time and date for entitlement to vote at the General Meeting – 6.30 pm on 31 January
• Date of General Meeting – 11 am on 4 February