ISS Supports Saba Capital’s Case for Change at ASA Gold and Precious Metals Limited

In This Article:

Recommends ASA Shareholders Vote FOR the Election of Saba Nominees Ketu Desai and Paul Kazarian on the GOLD Proxy Card and Withhold Votes for the Incumbent Directors

Cites the Board’s "Unjustified Defensive Maneuvers" and ASA’s "Persistent Discount to NAV" Under Their Stewardship

Concludes the "Board Positioned Itself on the Leading Edge of Disenfranchising Shareholders"

NEW YORK, April 15, 2024--(BUSINESS WIRE)--Saba Capital Management, L.P. ("Saba" or "we"), the largest common shareholder of ASA Gold and Precious Metals Limited (NYSE: ASA) ("ASA" or the "Fund"), today announced that a leading proxy advisory firm, Institutional Shareholder Services Inc. ("ISS"), has recommended shareholders vote for the election of Saba director candidates Ketu Desai and Paul Kazarian to the Fund’s Board of Directors (the "Board") at the April 26, 2024 Annual Meeting of Shareholders (the "Annual Meeting").

In its full report, ISS affirmed Saba’s case for boardroom change and noted concerns with ASA’s adoption of a seemingly unlawful poison pill:1

  • "In adopting the poison pill, the board positioned itself on the leading edge of disenfranchising shareholders…"

  • "These unjustified defensive maneuvers provide further evidence of a disconnect between the board and shareholders."

  • "ASA has consistently traded at a wider discount to NAV than the CEF universe as a whole (ASA is currently in the bottom decile)."

  • "…the board has also espoused a puzzling perspective on the discount to NAV that should further alarm investors."

  • "…ASA has stated that it does not have a duty to manage the discount. It is unclear what ASA hopes to accomplish by adopting this position…"

ISS also highlighted the qualifications of Saba’s director candidates:

  • "[Paul] Kazarian is a logical addition, given that he is a principal of the dissident, the fund’s largest shareholder."

  • "Electing dissident nominee Desai, in addition to Kazarian, would help achieve needed board independence, and Desai’s asset management experience and service on other CEF boards further strengthen his candidacy."

  • "[Saba] has also articulated a plan, which includes making corporate governance improvements and exploring a more flexible approach to managing assets."

Paul Kazarian, Partner and Portfolio Manager of Saba, commented:

"We are pleased that ISS agrees change is necessary in ASA’s boardroom. ISS shares our concerns with ASA’s long-term underperformance, the Board’s inability to oversee advisor Merk Investments and the incumbents’ entrenchment maneuvers, including the adoption of a poison pill. The fact that Axel Merk and the current Board remain completely unwilling to acknowledge the duty they have to rein in the Fund’s significant discount to NAV only reinforces the urgent need for new directors in ASA’s boardroom.