SCHEDULE 14A
(RULE14A-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE
SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. )
Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐
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☐ | Preliminary Proxy Statement | |
☐ | Confidential, for Use of the Commission Only (as permitted by Rule14a-6(e)(2)) | |
☐ | Definitive Proxy Statement | |
☒ | Definitive Additional Materials | |
☐ | Soliciting Material Pursuant to Rule14a-12 |
THE SWISS HELVETIA FUND, INC.
(Name of Registrant as Specified in Charter)
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)
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☐ | Fee computed on table below per Exchange Act Rules14a-6(i)(1) and0-11. | |||
(1) | Title of each class of securities to which transaction applies:
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(3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
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THE SWISS HELVETIA FUND, INC.
7 Bryant Park
New York, New York 10018
URGENT NOTICE FROM THE SWISS HELVETIA FUND, INC.
June 19, 2017
Dear Fellow Stockholder:
On behalf of the Board of Directors of The Swiss Helvetia Fund, Inc., I appreciate your patience in receiving multiple mailings regarding the Fund’s Annual Meeting of Stockholders, which is scheduled to be held at 9:30 a.m., on Tuesday, June 27, 2017, at the offices of Schroder Investment Management North America Inc., 7 Bryant Park, 19th Floor, New York, New York 10018.
Activist investor, Bulldog Investors, LLC, has launched a proxy contest against your Fund seeking support to, among other things, elect a majority of the Board, terminate the Fund’s investment advisory agreements and approve a tender offer that could result in the liquidation of the Fund. The Board strongly believes that Bulldog has submitted these proposals in its self-interest—and not the best interest ofall stockholders—and that Bulldog’s efforts could adversely affect the Fund’s investment operations and performance to the detriment of long-term stockholders.
It is extremely important that you vote “FOR” each of the Board’s three highly qualified nominees for Director and “AGAINST” a proposal that could result in the Fund’s liquidation by voting and returning the enclosed WHITE proxy card. If you are uncertain as to whether you previously voted in this manner, you have every right to complete and return a new WHITE proxy card. This will update your vote, as only the LATEST dated proxy card submitted by you will count.
Institutional Shareholder Services, Inc. (ISS), a leading independent corporate governance analysis firm, spoke with representatives of the Board and Fund management as well as with representatives of Bulldog, and has recommended that you vote—using the Fund’s WHITE proxy card—as follows:
• | “FOR” each of the Board’s nominees for Director: Dr. Claus Helbig, Jean E. Hoysradt and Fred J. Ricciardi (Proposals1A-C); and |
• | “AGAINST” the proposal requesting that the Board approve a tender offer for 100% of the Fund’s shares (Proposal 4). |
ISS recommends that youdonotvote using the GREEN proxy card submitted to you by Bulldog.Please do NOT return the GREEN proxy card submitted to you by Bulldog. There is no need for you to do so and doing so could nullify your votes cast on the WHITE proxy card.
Please continue your support of the Fund by voting “FOR” each of the Board’s three nominees and against Proposal 4 by completing and returning the WHITE proxy card. Every vote counts! If you have not yet voted, please vote the WHITE proxy card TODAY.
The Board thanks you for your continued trust and support.
Sincerely yours,
Brian A. Berris
Chairman of the Board and Independent Director