UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number: 811-05128
The Swiss Helvetia Fund, Inc.
875 Third Avenue, 22nd Floor
New York, NY 10022
Mark Hemenetz
Schroder Investment Management North America Inc.
875 Third Avenue, 22nd Floor
New York, NY 10022
Registrants telephone number, including area code: 1-800-730-2932
Date of fiscal year end: December 31
Date of reporting period: December 31, 2014
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR 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 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. § 3507.
Item 1. Reports to Stockholders.
THE SWISS HELVETIA FUND, INC.
Dear Shareholder:
1
THE SWISS HELVETIA FUND, INC.
Dear Shareholder:
IMPORTANT INFORMATION CONCERNING
MANAGEMENT DISCUSSION AND ANALYSIS AND PERFORMANCE
Except as otherwise specifically stated, all information and investment team commentary, including portfolio security positions, is as of December 31, 2014. The views expressed in the Management Discussion and Analysis section (the MD&A) are those of the Funds portfolio manager and are subject to change without notice. They do not necessarily represent the views of Schroder Investment Management North America Inc. The MD&A contain some forward-looking statements providing current expectations or forecasts of future events; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to publicly update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. The Fund may buy, sell, or hold any security discussed herein, on the basis of factors described herein or the basis of other factors or other considerations. Fund holdings will change.
Performance quoted represents past performance and does not guarantee or predict future results.
2
THE SWISS HELVETIA FUND, INC.
3
THE SWISS HELVETIA FUND, INC.
4
THE SWISS HELVETIA FUND, INC.
5
THE SWISS HELVETIA FUND, INC.
6
THE SWISS HELVETIA FUND, INC.
7
THE SWISS HELVETIA FUND, INC.
8
THE SWISS HELVETIA FUND, INC.
9
THE SWISS HELVETIA FUND, INC.
10
THE SWISS HELVETIA FUND, INC.
Schedule of Investments by Industry | December 31, 2014 |
See Notes to Financial Statements.
11
THE SWISS HELVETIA FUND, INC.
Schedule of Investments by Industry (continued) | December 31, 2014 |
See Notes to Financial Statements.
12
THE SWISS HELVETIA FUND, INC.
Schedule of Investments by Industry (continued) | December 31, 2014 |
See Notes to Financial Statements.
13
THE SWISS HELVETIA FUND, INC.
Schedule of Investments by Industry (continued) | December 31, 2014 |
See Notes to Financial Statements.
14
THE SWISS HELVETIA FUND, INC.
Schedule of Investments by Industry (continued) | December 31, 2014 |
See Notes to Financial Statements.
15
THE SWISS HELVETIA FUND, INC.
Schedule of Investments by Industry (continued) | December 31, 2014 |
1 | Non-income producing security. |
2 | One of the ten largest portfolio holdings. |
3 | Illiquid. There is not a public market for these securities in the United States or in any foreign jurisdiction, including Switzerland. Securities are priced at Fair Value in accordance with the Funds valuation policy and procedures. At the end of the period, the aggregate Fair Value of these securities amounted to $22,130,508 or 6.50% of the Funds net assets. Additional information on these securities is as follows: |
Security |
Acquisition Date |
Acquisition Cost |
||||
Aravis Biotech II, Limited Partnership |
July 31, 2007 October 24, 2014 | $ | 2,857,869 | |||
EyeSense AG Preferred Shares A |
July 22, 2010 October 3, 2011 | 3,007,048 | ||||
Ixodes AG Preferred Shares B |
April 7, 2011 June 1, 2012 | 2,252,142 | ||||
Kuros Biosurgery AG Common Shares |
August 10, 2009 August 28, 2009 | 2,516,639 | ||||
NovImmune SA Common Shares |
October 7, 2009 December 11, 2009 | 1,551,109 | ||||
NovImmune SA Preferred Shares B |
October 7, 2009 December 11, 2009 | 2,062,307 | ||||
SelFrag AG Class A Preferred Shares |
December 15, 2011 January 28, 2014 | 1,932,198 | ||||
Spineart SA Common Shares |
December 22, 2010 | 2,623,329 | ||||
Zurmont Madison Private Equity, Limited Partnership |
September 13, 2007 July 18, 2014 | 12,722,137 | ||||
$ | 31,524,778 | |||||
4 | The Fund has a fundamental investment policy that prohibits it from investing 25% or more of its total assets in a particular industry. As of December 31, 2014, the Fund had more than 25% of its total assets invested in the pharmaceuticals industry as a result of the appreciation of the value of its existing investments. The Fund will not invest in any additional companies in the industry until such time that the percentage of the Funds total assets invested in that industry is below 25%. |
See Notes to Financial Statements.
16
THE SWISS HELVETIA FUND, INC.
Schedule of Investments by Industry (concluded) | December 31, 2014 |
5 | Affiliated Company. An affiliated company is a company in which the Fund has ownership of at least 5% of the companys outstanding voting securities or an equivalent interest in the company. Details related to affiliated company holdings are as follows: |
Name of Issuer |
Fair Value as of |
Gross |
Gross |
Fair Value as of |
||||||||||||
Aravis Biotech II, Limited Partnership |
$ | 3,084,787 | $ | 77,156 | $ | | $ | 1,984,736 | ||||||||
Ixodes AG Preferred Shares B |
1,291,901 | | | 683,480 | ||||||||||||
SelFrag AG Class A Preferred Shares |
935,650 | 94,134 | | 529,267 | ||||||||||||
Zurmont Madison Private Equity, Limited Partnership |
15,067,184 | 313,480 | | 12,978,154 | ||||||||||||
$ | 20,379,522 | $ | 484,770 | $ | | $ | 16,175,637 | |||||||||
* | Cost for Federal income tax purposes is $217,805,586 and net unrealized appreciation (depreciation) consists of: |
Gross Unrealized Appreciation |
$ | 127,978,038 | ||
Gross Unrealized Depreciation |
(13,804,732 | ) | ||
Net Unrealized Appreciation (Depreciation) |
$ | 114,173,306 | ||
See Notes to Financial Statements.
17
THE SWISS HELVETIA FUND, INC.
Statement of Assets and Liabilities | December 31, 2014 |
Assets: |
||||||
Unaffiliated investments, at value (cost $199,286,499) |
$ | 315,803,255 | ||||
Affiliated investments, at value (cost $19,764,346) |
16,175,637 | |||||
Total investments, at value (cost $219,050,845) |
331,978,892 | |||||
Cash |
58,861,919 | |||||
Foreign currency (cost $8,549,331) |
8,501,655 | |||||
Tax reclaims receivable |
119,869 | |||||
Prepaid expenses |
58,176 | |||||
Total assets |
399,520,511 | |||||
Liabilities: |
||||||
Capital gains distributions payable |
58,492,395 | |||||
Advisory fees payable |
212,291 | |||||
Directors fees payable |
20,454 | |||||
Other fees and expenses payable |
338,480 | |||||
Total Liabilities |
59,063,620 | |||||
Net assets |
$ | 340,456,891 | ||||
Composition of Net Assets: |
||||||
Paid-in capital |
222,078,530 | |||||
Accumulated net investment income |
(486,424 | ) | ||||
Accumulated net realized gain from investments and foreign currency transactions |
6,002,957 | |||||
Net unrealized appreciation on investments, foreign currency, and foreign currency translations |
112,861,828 | |||||
Net assets |
$ | 340,456,891 | ||||
Net Asset Value Per Share: |
||||||
($340,456,891 ÷ 26,648,016 shares outstanding, $0.001 par value: 50 million shares authorized) |
$ | 12.78 | (a) | |||
(a) | The net asset value for financial reporting purposes, $12.78, differs from the net asset value reported on December 31, 2014, $12.82, due to adjustments made in accordance with accounting principles generally accepted in the United States of America. |
See Notes to Financial Statements.
18
THE SWISS HELVETIA FUND, INC.
Statement of Operations | For the Year Ended December 31, 2014 |
Investment Income: |
||||
Dividends (less foreign tax withheld of $1,115,438) |
$ | 8,184,191 | ||
Dividend from affiliate |
38,138 | |||
Total income |
8,222,329 | |||
Expenses: |
||||
Investment advisory fees (Note 2) |
3,032,454 | |||
Administration fees |
296,153 | |||
Directors fees and expenses |
582,980 | |||
Professional fees (Note 3) |
1,391,988 | |||
Printing and shareholder reports |
139,226 | |||
Accounting fees |
109,772 | |||
Delaware franchise tax fees |
90,000 | |||
Custody fees |
77,746 | |||
Insurance fees |
75,194 | |||
Compliance services fees |
65,713 | |||
Transfer agency fees |
43,922 | |||
Miscellaneous expenses |
90,872 | |||
Total expenses |
5,996,020 | |||
Net investment income |
2,226,309 | |||
Realized and Unrealized Gain (Loss) on Investments and Foreign Currency: |
||||
Net realized gain (loss) from: |
||||
Investments sold |
67,131,022 | |||
Foreign currency transactions |
(3,861,222 | ) | ||
Net change in unrealized appreciation (depreciation) from: |
||||
Investments |
(74,436,491 | ) | ||
Foreign currency and foreign currency translations |
(693,845 | ) | ||
Net Realized and Unrealized Loss on Investments and Foreign Currency |
(11,860,536 | ) | ||
Net Decrease in Net Assets from Operations |
$ | (9,634,227 | ) | |
See Notes to Financial Statements.
19
THE SWISS HELVETIA FUND, INC.
Statements of Changes in Net Assets |
For the Year Ended December 31, 2014 |
For the Year Ended December 31, 2013 |
Increase (Decrease) in Net Assets: |
||||||||
Operations: |
||||||||
Net investment income |
$ | 2,226,309 | $ | 2,589,448 | ||||
Net realized gain (loss) from: |
||||||||
Investments sold |
67,131,022 | 34,673,977 | ||||||
Foreign currency transactions |
(3,861,222 | ) | (402,261 | ) | ||||
Net change in unrealized appreciation (depreciation) from: |
||||||||
Investments |
(74,436,491 | ) | 70,931,196 | |||||
Foreign currency and foreign currency translations |
(693,845 | ) | 640,018 | |||||
Net increase (decrease) in net assets from operations |
(9,634,227 | ) | 108,432,378 | |||||
Distributions to Stockholders from: |
||||||||
Net investment income and net realized gain from foreign currency transactions |
(1,062,296 | ) | (2,111,695 | ) | ||||
Net realized capital gain |
(62,263,544 | ) | (31,145,742 | ) | ||||
Total distributions to stockholders |
(63,325,840 | ) | (33,257,437 | ) | ||||
Capital Share Transactions: |
||||||||
Value of shares issued in reinvestment of dividends and distributions |
9,900,158 | | ||||||
Value of shares repurchased through stock buyback |
| (5,566,067 | ) | |||||
Value of shares repurchased through tender offer (Note 7) |
(68,371,636 | ) | | |||||
Total decrease from capital share transactions |
(58,471,478 | ) | (5,566,067 | ) | ||||
Total increase (decrease) in net assets |
(131,431,545 | ) | 69,608,874 | |||||
Net Assets: |
||||||||
Beginning of year |
471,888,436 | 402,279,562 | ||||||
End of year (including accumulated net investment income(loss) of $(486,424) and $2,070,025, respectively) |
$ | 340,456,891 | $ | 471,888,436 | ||||
See Notes to Financial Statements.
20
THE SWISS HELVETIA FUND, INC.
Financial Highlights
For the Years Ended December 31, |
||||||||||||||||||||
2014 |
2013 |
2012 |
2011 |
2010 |
||||||||||||||||
Per Share Operating Performance: |
||||||||||||||||||||
Net asset value at the beginning of the year |
$ | 15.46 | $ | 12.99 | $ | 11.54 | $ | 15.42 | $ | 13.39 | ||||||||||
Income from Investment Operations: |
||||||||||||||||||||
Net investment income1 |
0.08 | 0.08 | 0.16 | 0.17 | 0.09 | |||||||||||||||
Net realized and unrealized gain (loss) on investments2 |
(0.40 | ) | 3.45 | 1.42 | (2.04 | ) | 2.31 | |||||||||||||
Total from investment activities |
(0.32 | ) | 3.53 | 1.58 | (1.87 | ) | 2.40 | |||||||||||||
Gain from capital share repurchases |
| 0.03 | | 0.02 | 0.12 | |||||||||||||||
Gain from tender offer |
0.05 | | | 0.02 | | |||||||||||||||
Capital change resulting from the issuance of fund shares |
(0.03 | ) | | (0.06 | ) | (0.07 | ) | | ||||||||||||
Less Distributions: |
||||||||||||||||||||
Dividends from net investment income and net realized gains from foreign currency transactions |
(0.04 | ) | (0.07 | ) | (0.06 | ) | (0.18 | ) | (0.23 | ) | ||||||||||
Distributions from net realized capital gains |
(2.34 | ) | (1.02 | ) | (0.01 | ) | (1.80 | ) | (0.26 | ) | ||||||||||
Total distributions |
(2.38 | ) | (1.09 | ) | (0.07 | ) | (1.98 | ) | (0.49 | ) | ||||||||||
Net asset value at end of year |
$ | 12.78 | 3 | $ | 15.46 | 4 | $ | 12.99 | $ | 11.54 | $ | 15.42 | ||||||||
Market value per share at end of year |
$ | 11.14 | $ | 13.95 | $ | 11.29 | $ | 9.95 | $ | 13.54 | ||||||||||
Total Investment Return:5 |
||||||||||||||||||||
Based on market value per share |
(3.66 | )% | 33.10 | % | 14.17 | % | (13.03 | )% | 20.79 | % | ||||||||||
Based on net asset value per share |
(0.27 | )%3 | 28.18 | %4 | 13.26 | % | (11.43 | )% | 19.38 | % | ||||||||||
Ratios to Average Net Assets: |
||||||||||||||||||||
Net expenses |
1.41 | % | 1.30 | % | 1.44 | % | 1.32 | % | 1.34 | % | ||||||||||
Gross expenses |
1.41 | % | 1.30 | % | 1.44 | % | 1.33 | %6 | 1.38 | %6 | ||||||||||
Net investment income |
0.52 | % | 0.57 | % | 1.32 | % | 1.19 | % | 0.66 | % | ||||||||||
Supplemental Data: |
||||||||||||||||||||
Net assets at end of year (000s) |
$ | 340,457 | $ | 471,888 | $ | 402,280 | $ | 343,864 | $ | 467,309 | ||||||||||
Average net assets during the year (000s) |
$ | 426,661 | $ | 456,196 | $ | 376,713 | $ | 439,369 | $ | 424,627 | ||||||||||
Portfolio turnover rate |
48 | % | 45 | % | 61 | % | 55 | % | 61 | % |
1 | Calculated using the average shares method. |
2 | Includes net realized and unrealized currency gain and losses. |
3 | The net asset value (NAV) for financial reporting purposes, $12.78, differs from the NAV reported on December 31, 2014, $12.82, due to adjustments made in accordance with accounting principles generally accepted in the United States of America. |
4 | The NAV for financial reporting purposes, $15.46, differs from the NAV reported on December 31, 2013, $15.39, due to adjustments made in accordance with accounting principles generally accepted in the United States of America. |
5 | Total investment return based on market value differs from total investment return based on net assets value due to changes in relationship between Funds market price and its NAV per share. |
6 | Reflects the expense ratio excluding any waivers and/or expense reimbursements. |
See Notes to Financial Statements.
21
THE SWISS HELVETIA FUND, INC.
Notes to Financial Statements
Note 1Organization and Significant Accounting Policies
A. Organization
The Swiss Helvetia Fund, Inc. (the Fund) is registered under the Investment Company Act of 1940, as amended (the Act), as a non-diversified, closed-end management investment company. The Fund is organized as a corporation under the laws of the State of Delaware.
The investment objective of the Fund is to seek long-term growth of capital through investment in equity and equity-linked securities of Swiss companies. The Fund may also acquire and hold equity and equity-linked securities of non-Swiss companies in limited instances.
B. Securities Valuation
The Fund values its investments at fair value in accordance with accounting principles generally accepted in the United States (GAAP).
When valuing listed equity securities, the Fund uses the last sale price on the securities exchange or national securities market on which such securities primarily are traded (the Primary Market) prior to the calculation of the Funds net asset value (NAV). When valuing equity securities that are not listed (except privately-held companies and private equity limited partnerships) or that are listed but have not traded on a day on which the Fund calculates its NAV, the Fund uses the mean between the bid and asked prices for that day. If there are no asked quotations for such a security, the value of such security will be the most recent bid quotation on the Primary Market on that day. On any day when a securitys Primary Market is closed because of a local holiday or other scheduled closure, but the New York Stock Exchange is open, the Fund may use the prior days closing prices to value such security regardless of the length of the scheduled closing.
When valuing fixed-income securities, the Fund uses the last bid price prior to the calculation of the Funds NAV. If there is no current bid price for a fixed-income security, the value of such security will be the mean between the last quoted bid and asked prices on that day. Overnight and certain other short-term fixed-income securities with maturities of less than sixty days will be valued by the amortized cost method, unless it is determined that the amortized cost method would not represent the fair value of such security.
It is the responsibility of the Funds Board of Directors (the Board) to establish procedures to provide for the valuation of the Funds portfolio holdings. When valuing securities for which market quotations are not readily available, or for which the market quotations that are available are considered unreliable, the Fund determines a fair value in good faith in accordance with these procedures (a Fair Value). The Fund may use these procedures to establish the Fair Value of securities when, for example, a significant event occurs between the time the market closes and the time the Fund values its investments. After consideration of various factors, the Fund may value the securities at their last reported price or at some other value.
Swiss exchange-listed options, including Eurex-listed options, are valued at their most recent sale price (latest bid for long options and the latest ask for short options) on the Primary Market, or if there are no such sales, at the average of the most recent bid and asked quotations on such Primary Market, or if such quotations are not available, at the last bid quotation (in the case of purchased options) or the last asked quotation (in the case of written options). If, however, there are no such quotations, such options will be valued using the implied volatilities observed for similar options or from aggregated data as an input to a model. Options traded in the over-the-counter market are valued at the price communicated by the counterparty to the option, which typically is the price at which the counterparty would close out the transaction. Option contracts that are neither exchange-listed nor traded in the over-the-counter market, and where no broker can provide a quote or approved pricing vendor a price, may be valued using the implied volatilities observed for similar instruments or from aggregated market data received from services (e.g., Bloomberg) as an input to a widely-accepted model.
22
THE SWISS HELVETIA FUND, INC.
Notes to Financial Statements (continued)
The Fund is permitted to invest in investments that do not have readily available market quotations. For such investments, the Act requires the Board to determine their Fair Value. The aggregate value of these investments amounted to $22,130,508, or 6.50% of the Funds net assets at December 31, 2014, and are listed in Note 3 to the Schedule of Investments.
Various inputs are used to determine the value of the Funds investments. These inputs are summarized in the three broad levels listed below:
Level 1unadjusted quoted prices in active markets for identical assets and liabilities
Level 2other significant observable inputs (including quoted prices of similar securities, interest rates, prepayment speeds, credit risk, etc.)
Level 3significant unobservable inputs (including the Funds own assumptions in determining the fair value of investments)
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.
The following is a summary of the inputs used to value the Funds investments as of December 31, 2014:
Level 1 Quoted Prices |
Level 2 Other Significant Observable Inputs |
Level 3 Significant Unobservable Inputs |
Total |
|||||||||||||
Investments in Securities |
||||||||||||||||
Common Stock* |
$ | 309,848,384 | $ | | $ | 4,082,631 | $ | 313,931,015 | ||||||||
Preferred Stock* |
| | 3,084,987 | 3,084,987 | ||||||||||||
Private Equity Limited Partnerships |
| | 14,962,890 | 14,962,890 | ||||||||||||
Total Investments in Securities |
$ | 309,848,384 | $ | | $ | 22,130,508 | $ | 331,978,892 | ||||||||
* | Please see the Schedule of Investments for industry classifications. |
Level 3 securities, which are listed in Note 3 to the Schedule of Investments, consist of the Funds investments in privately-held companies and private equity limited partnerships that invest in privately-held companies.
Inputs and valuation techniques used by the Fund to value its Level 3 investments in privately-held companies may include the following: acquisition cost; fundamental analytical data; discounted cash flow analysis; nature and duration of restrictions on disposition of the investment; public trading of similar securities of similar issuers; economic outlook and condition of the industry in which the issuer participates; financial condition of the issuer; and the issuers prospects, including any recent or potential management or capital structure changes. Although these valuation inputs may be observable in the marketplace as is characteristic of Level 2 investments, the privately-held companies, categorized as Level 3 investments, generally are highly illiquid in terms of resale.
The Fund values its Level 3 investments in the two private equity limited partnerships in accordance with Accounting Standards Codification 820-10-35, Investments in Certain Entities that Calculate Net Asset Value Per Share (Or its Equivalent) (ASC 820-10-35). ASC 820-10-35 permits a reporting entity to measure the fair value of an investment that does not have a readily determinable fair value, based on the NAV of the investment as a practical expedient, without further adjustment, unless it is probable that the investment will be sold at a value significantly different than the NAV. If the NAV of the investment is not as of the Funds measurement date, then the NAV should be adjusted to reflect any significant events that may change the valuation. Inputs and valuation techniques for these adjustments may include fair valuations of the partnerships and their portfolio holdings provided by the partnerships general partners or managers, other available information about the partnerships portfolio holdings, values obtained on redemption from other limited partners, discussions with the partnerships general partners or managers and/or other limited partners and comparisons of previously-obtained estimates to the partnerships audited financial statements. In using the unadjusted NAV as a practical
23
THE SWISS HELVETIA FUND, INC.
Notes to Financial Statements (continued)
expedient, certain attributes of the investment that may impact its fair value are not considered. Attributes of those investments include the investment strategies of the privately-held companies and may also include, but are not limited to, restrictions on the investors ability to redeem its investments at the measurement date and any unfunded commitments.
When valuing Level 3 investments, management also may consider potential events that could have a material impact on the operations of a privately-held company or private equity limited partnership. Not all of these factors may be considered or available, and other relevant factors may be considered on an investment-by-investment basis. The table below summarizes the techniques and unobservable inputs for the valuation of Level 3 investments.
Quantitative Information about certain Level 3 Fair Value Measurements | ||||||||||
Fair Value at December 31, 2014 |
Valuation Technique | Unobservable inputs | Range1 | |||||||
Privately-held companies |
||||||||||
Medical Equipment2 |
$686,439 | Discounted cash flow |
Weighted average cost of capital |
12.4%-17% | ||||||
Expected compound annual growth rate of revenue (10 years) |
27%-47% | |||||||||
Privately-held companies |
||||||||||
Medical Equipment3 |
$1,984,925 | Market approach |
Recent round of financing |
N/A | ||||||
Privately-held companies |
||||||||||
Biotechnology4 |
$3,283,507 | Market approach |
Recent round of financing |
N/A | ||||||
Privately-held companies |
||||||||||
Biotechnology5 |
$683,480 | Discounted cash flow |
Weighted average cost of capital |
16% | ||||||
Success rate on research and development |
40% | |||||||||
Privately-held companies |
||||||||||
Industrial Goods & Services6 |
$529,267 | Discounted cash flow |
Weighted average cost of capital |
14% | ||||||
Expected compound annual growth rate of revenue (5 years) |
37% | |||||||||
Private Equity Limited Partnerships |
NAV as a practical |
|||||||||
Biotechnology |
$1,984,736 | expedient |
N/A |
N/A | ||||||
Private Equity Limited Partnerships |
NAV as a practical |
|||||||||
Financial Services |
$12,978,154 | expedient |
N/A |
N/A | ||||||
Total |
$22,130,508 |
1 | Significant changes in any of these ranges would result in a significantly higher or lower fair value measurement. Generally, a change in the success rate on research and development or the expected long-term 10-year revenue growth rate is accompanied by a directionally similar change in fair value. Conversely, a change in the weighted average cost of capital is accompanied by a directionally opposite change in fair value. |
2 | Kuros Biosurgery AGCommon Shares were valued based on this technique. |
3 | EyeSense AGPreferred Shares, Spineart SACommon Shares were valued based on this technique. |
4 | NovImmune SA Common Shares and Preferred Shares were valued based on this technique. |
5 | Ixodes AG Preferred Shares were valued based on this technique. |
6 | SelFrag AGPreferred Shares were valued based on this technique. |
24
THE SWISS HELVETIA FUND, INC.
Notes to Financial Statements (continued)
The Funds policy is to disclose transfers between Levels based on their market prices at the reporting period end. There were no transfers between Levels for the year ended December 31, 2014.
The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value.
Common Stock |
Preferred Stock |
Private Equity Limited Partnerships |
Total |
|||||||||||||
Balance as of December 31, 2013 |
$ | 5,064,380 | $ | 6,050,106 | $ | 18,151,971 | $ | 29,266,457 | ||||||||
Change in Unrealized Appreciation/Depreciation* |
(981,749 | ) | (3,059,253 | ) | (2,663,408 | ) | (6,704,410 | ) | ||||||||
Net Realized Gain (Loss) |
| | | | ||||||||||||
Gross Purchases** |
| 94,134 | 390,636 | 484,770 | ||||||||||||
Gross Sales** |
| | (916,309 | ) | (916,309 | ) | ||||||||||
Balance as of December 31, 2014 |
$ | 4,082,631 | $ | 3,084,987 | $ | 14,962,890 | $ | 22,130,508 | ||||||||
* | The noted amounts of change in unrealized appreciation/depreciation relate to the fair value of Level 3 assets held on December 31, 2014. |
** | For private equity investments, represents contributions of capital or return of capital distributions received. |
C. Securities Transactions and Investment Income
Securities transactions are recorded on the trade date. Realized gains and losses are determined by comparing the proceeds of a sale or the cost of a purchase to a specific offsetting transaction.
Dividend income, net of any foreign taxes withheld, is recorded on the ex-dividend date. Interest income, including amortization of premium and accretion of discount, is accrued daily. Estimated expenses are also accrued daily.
The Fund records Swiss withholding tax as a reduction of dividend income, net of any amount reclaimable from Swiss tax authorities in accordance with the tax treaty between the United States and Switzerland.
Distributions received from securities that represent a return of capital or capital gains are recorded as a reduction of cost of investment and/or as a realized gain.
D. Distributions
The Fund pays dividends at least annually to the extent it has any federally taxable net investment income and makes distributions of any net realized capital gains to the extent that they exceed any capital loss carryforwards. The Fund determines the size and nature of these distributions in accordance with provisions of the Internal Revenue Code of 1986, as amended (the Code). Distributions may be paid either in cash or in stock with an option to take cash. The Fund records dividends and distributions on the ex-dividend date.
E. Federal Income Taxes
The Funds policy is to continue to comply with the requirements of the Code that are applicable to regulated investment companies and to distribute all its taxable income to its stockholders. Therefore, no federal income tax provision is required.
Income and capital gain distributions are determined in accordance with federal income tax regulations, which may differ from GAAP. See Note 5 for federal income tax treatment of foreign currency gains/losses.
Management has analyzed the Funds tax positions taken on federal income tax returns for all open tax years and has concluded that no provision for federal income tax is required in the Funds financial statements. The Fund files federal tax returns which remain open for examination generally for the current year and the three prior years. In addition, the Fund holds investments in Switzerland and other foreign tax jurisdictions. Withholding taxes on foreign interest and dividends have been provided for in accordance with each applicable countrys tax rules and rates.
25
THE SWISS HELVETIA FUND, INC.
Notes to Financial Statements (continued)
F. Foreign Currency Translation
The Fund maintains its accounting records in U.S. dollars. The Funds assets are invested primarily in Swiss equities. In addition, the Fund can make its temporary investments in Swiss franc-denominated bank deposits, short-term debt securities and money market instruments. Substantially all income received by the Fund is in Swiss francs. The Funds NAV, however, is reported, and distributions from the Fund are made, in U.S. dollars, resulting in gain or loss from currency conversions in the ordinary course of business. Historically, the Fund has not entered into transactions designed to reduce currency risk and does not intend to do so in the future. The cost basis of foreign denominated assets and liabilities is determined on the date that they are first recorded within the Fund and translated to U.S. dollars. These assets and liabilities are subsequently valued each day at prevailing exchange rates. The difference between the original cost and current value denominated in U.S. dollars is recorded as unrealized foreign currency gain/loss. In valuing securities transactions, the receipt of income and the payment of expenses, the Fund uses the prevailing exchange rate on the transaction date.
Net realized and unrealized gains and losses on foreign currency shown in the Funds financial statements result from the sale of foreign currencies, from currency gains or losses realized between the trade and settlement dates of securities transactions, and from the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Funds books and the U.S. dollar equivalent of the amounts actually received or paid.
When calculating realized and unrealized gains or losses on investments, the Fund does not separate the gain or loss attributable to changes in the foreign currency price of the security from the gain or loss attributable to the change in the U.S. dollar value of the foreign currency. Other foreign currency translations resulting in realized and unrealized gain or loss are disclosed separately.
G. Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.
H. Concentration of Market Risk
The Fund primarily invests in securities of Swiss issuers. Such investments may carry certain risks not ordinarily associated with investments in securities of U.S. issuers. These risks include future political and economic developments, unfavorable movements in the Swiss franc relative to the U.S. dollar, and the possible imposition of exchange controls and changes in governmental law and restrictions. In addition, concentrations of investments in securities of issuers located in a specific region expose the Fund to the economic and government policies of that region and may increase risk compared to a fund whose investments are more diversified.
Note 2Fees and Transactions with Affiliates
Effective July 1, 2014, Schroder Investment Management North America Inc. (SIMNA) and its affiliate, Schroder Investment Management North America Limited (SIMNA Ltd and together with SIMNA, Schroders), commenced serving as the Funds investment adviser and investment sub-adviser, respectively. The Fund pays SIMNA an annual advisory fee of 0.70% of the Funds average month-end net assets up to $250 million, 0.60% of such assets in excess of $250 million and up to $350 million, 0.55% of such assets in excess of $350 million and up to $450 million, 0.50% of such assets in excess of $450 million and up to $550 million, and 0.45% of such assets in excess of $550 million. As compensation for its investment sub-advisory services, SIMNA Ltd receives 40% of the advisory fee paid by the Fund to SIMNA.
The Fund pays each Director who is not an interested person (as such term is defined in the Act) of the Fund or Schroders (Non-Interested Directors), $40,821 annually in compensation, except for the Chairman of the Board to whom the Fund pays an annual
26
THE SWISS HELVETIA FUND, INC.
Notes to Financial Statements (continued)
fee of $54,467 and for the Chairs of the Audit, the Pricing and the Governance/Nominating Committees to each of whom the Fund pays an annual fee of $46,700. In addition, the Fund pays each Non-Interested Director $1,300 for each Board meeting attended and pays each Non-Interested Director who is a member of a Committee a fee of $750 for each Committee meeting attended. Committee meeting fees are paid for only those meetings held separately from other meetings. The Board or a Committee may establish ad hoc committees or subcommittees. Any Committee or sub-committee member may be compensated by the Fund for incremental work outside of the regular meeting process based on the value determined to be added to the Fund.
Through June 30, 2014, Hottinger Capital Corp. (HCC), which is wholly-owned by Banque Hottinger & Cie SA, served as the Funds investment adviser. The Funds investment advisory agreement with HCC terminated, in accordance with its terms, on June 30, 2014. Under that agreement, the Fund paid HCC an annual advisory fee based on its month-end net assets which accrued daily and was calculated and paid monthly at the following annual rates: 1.00% of the first $60 million, 0.90% of the next $40 million, 0.80% of the next $100 million, 0.70% of the next $100 million, 0.65% of the next $100 million, 0.60% of the next $100 million, 0.55% of the next $100 million, 0.50% of next $200 million and 0.45% of such assets in excess of $800 million.
Through June 30, 2014, the Fund and HCC had agreed to share equally certain common expenses subject to review by the Audit Committee of the Board. During the period ended June 30, 2014, $3,500 of expenses incurred in connection with publicizing the Fund were shared equally by the Fund and HCC. Certain persons who served as officers and Directors of the Fund during the period ended June 30, 2014 also served as officers or directors of HCC and Banque Hottinger & Cie SA. These persons were not paid by the Fund for serving in these capacities.
Note 3Other Service Providers
Citi Fund Services Ohio, Inc. (Citi or the Administrator) provides certain administration and portfolio accounting services to the Fund, American Stock Transfer & Trust Company is the Funds transfer agent, and Citibank, N.A. serves as the Funds custodian. The Fund pays these service providers fees, which are accrued daily and paid monthly.
In addition to its other service provider fees, the Fund incurs certain professional fees, including fees of its outside legal counsel and legal counsel to the Funds Non-Interested Directors as well as fees of its independent registered public accounting firm. Those fees vary depending on the nature of the Funds activities each year. Due to the tender offer in the first quarter of 2014, the work associated with the change in the Funds investment adviser throughout the year, and the change in the Funds independent registered accounting firm, the Fund incurred additional professional fees in 2014 that are not expected to be recurring expenses.
Note 4Capital Share Transactions
The Fund is authorized to issue up to 50 million shares of capital stock. Transactions in capital shares were as follows:
For the Year Ended December 31, 2014 |
For the Year Ended December 31, 2013 |
|||||||||||||||
Shares |
Amount |
Shares |
Amount |
|||||||||||||
Dividends Reinvested |
697,628 | $ | 9,900,158 | | $ | | ||||||||||
Repurchased from Buyback |
| | (439,377 | ) | (5,566,067 | ) | ||||||||||
Repurchased from Tender Offer |
(4,579,480 | ) | (68,371,636 | ) | | | ||||||||||
Net Decrease |
(3,881,852 | ) | $ | (58,471,478 | ) | (439,377 | ) | $ | (5,566,067 | ) | ||||||
Note 5Federal Income Tax and Investment Transactions
As of December 31, 2014, accumulated net investment income and accumulated net realized gain from investments and foreign currency transactions have been adjusted for current period permanent book/tax differences which arose principally from differing book/tax treatment of foreign currency transactions and utilization of equalization distributions.
27
THE SWISS HELVETIA FUND, INC.
Notes to Financial Statements (continued)
The following reclassification was the result of currency reclassifications and has no impact on the net assets of the Fund.
Accumulated Net Investment Income |
$ | (3,720,462 | ) | |
Accumulated Net Realized Gain |
1,013,926 | |||
Paid-in Capital |
2,706,536 | |||
The tax character of distributions paid during 2014 and 2013 were as follows:
2014 |
2013 |
|||||||
Ordinary Income |
$ | 4,833,445 | $ | 6,686,721 | ||||
Short-Term Capital Gains |
| 4,575,027 | ||||||
Long-Term Capital Gains |
58,492,395 | 26,570,715 | ||||||
Total |
$ | 63,325,840 | $ | 37,832,463 | ||||
Under current tax law, capital losses and specified ordinary losses realized after October 31 may be deferred and treated as occurring on the first business day of the following fiscal year. The Fund had $3,538,273 of deferred post-October capital and currency losses which will be treated as arising on the first business day following the fiscal year ending December 31, 2014.
At December 31, 2014, the components of distributable earnings on a tax basis were as follows:
Undistributed Ordinary Income |
$ | 2,105,204 | ||
Undistributed Long-Term Capital Gains |
5,704,344 | |||
Qualified late-year losses |
(3,538,273 | ) | ||
Unrealized Appreciation |
114,107,086 | |||
Total |
$ | 118,378,361 | ||
The differences between book basis and tax basis distributable earnings are primarily attributable to tax deferral of wash sales and investments in partnerships.
Gains and losses from foreign currency transactions are treated as ordinary income and loss, respectively, for federal income tax purposes.
The aggregate cost of purchases and proceeds from sales of investments, other than short-term obligations, for the period ending December 31, 2014 were $197,101,736 and $333,905,122, respectively.
The following summarizes all distributions declared by the Fund during the year ended December 31, 2014:
Distribution |
Record Date |
Payable Date |
Amount |
|||||||||
Ordinary Income |
6/18/14 | 7/24/14 | $ | 0.040 | ||||||||
Short-Term Capital Gains |
6/18/14 | 7/24/14 | $ | 0.142 | ||||||||
Long-Term Capital Gains |
12/17/14 | 1/23/15 | $ | 2.195 | ||||||||
Total Distributions |
$ | 2.377 | ||||||||||
Note 6Stock Repurchase Program
Pursuant to authorization by the Board, the Fund began open market purchases of its common stock on the New York Stock Exchange in 1999. The Board has authorized a stock repurchase program permitting such purchases by the Fund in each subsequent year, except that no such program has been approved for 2015. The principal purpose of the stock repurchase program has been to enhance stockholder value by increasing the Funds NAV per share without adversely affecting the Funds expense ratio.
28
THE SWISS HELVETIA FUND, INC.
Notes to Financial Statements (concluded)
The Fund intends to repurchase shares of its common stock in the future, at such times and in such amounts as is deemed advisable and in accordance with applicable law, subject to various factors, including the limitations imposed by the federal securities laws governing the repurchase of an issuers stock by the issuer and the ability of the Fund to raise cash to repurchase shares of the Funds common stock in a tax-efficient manner.
Note 7Tender Offer
On December 3, 2013, the Fund announced a one-time tender offer program (the Program), which was approved by the Funds Board. Commencing on January 10, 2014, the Fund conducted a tender offer (the Offer) to its stockholders in accordance with the Program. Pursuant to the Offer, the Fund offered to purchase up to 15% of its issued and outstanding shares of common stock at a price equal to 95% of its NAV per share, as determined by the Fund on February 12, 2014. The Offer terminated on February 11, 2014.
Approximately 19,260,691 shares of the Funds common stock, or approximately 63% of the Funds issued and outstanding common stock, were tendered in the Offer. As a result, the Offer was oversubscribed and, pursuant to the terms of the Offer, not all of the shares that were tendered were accepted for payment by the Fund. Under the final proration calculation, approximately 23.8% of the Funds shares that were tendered were accepted for payment. The Fund repurchased and retired 4,579,480 shares at a price of $14.93 per share, resulting in an aggregate repurchase price of $68,371,636. This difference between the Funds NAV and the repurchase price resulted in a gain to the Fund of $1,511,228, or a $0.05 increase to the Funds NAV per share.
Note 8Capital Commitments
As of December 31, 2014, the Fund maintains illiquid investments in two private equity limited partnerships. These investments appear in the Funds Schedule of Investments. The Funds capital commitments for these partnerships are shown in the table below:
Investments |
Original Capital |
Unfunded |
Fair Value as of |
|||||||||
Private Equity Limited PartnershipsInternational (a) |
||||||||||||
Aravis Biotech II, Limited Partnership |
$ | 3,270,605 | $ | 320,192 | $ | 1,984,736 | ||||||
Zurmont Madison Private Equity, Limited Partnership |
14,088,759 | 365,757 | 12,978,154 |
* | The original capital commitment represents 3,250,000 and 14,000,000 Swiss francs for Aravis Biotech II, LP and Zurmont Madison Private Equity LP, respectively. The unfunded commitment represents 318,175 and 363,453 Swiss francs, respectively. The Swiss franc (CHF)/U.S. dollar exchange rate as of December 31, 2014 was used for conversion and equals 0.9937. |
(a) | This category consists of two private equity limited partnerships that invest primarily in ventures, biotechnology and in management buyout of industrial and consumer goods companies. There is no redemption right for the interests in these two limited partnerships. Instead, the nature of the investments in this category is that distributions are received through the realization of the underlying assets of the limited partnership. |
Note 9Subsequent Events
Management has evaluated subsequent events through the date financial statements were issued. Based on the evaluation, no additional disclosures or adjustments were required to the financial statements as of December 31, 2014.
29
THE SWISS HELVETIA FUND, INC.
Report of Independent Registered Public Accounting Firm
30
THE SWISS HELVETIA FUND, INC.
Additional Information (Unaudited)
31
THE SWISS HELVETIA FUND, INC.
Additional Information (Unaudited) (concluded)
Tax Information for the Year Ended December 31, 2014
32
THE SWISS HELVETIA FUND, INC.
Certain Information Concerning Directors (Unaudited)
The following tables set forth certain information about each person currently serving as a Director of the Fund, including his or her beneficial ownership of Common Stock of the Fund. All information presented in the tables is as of December 31, 2014. Each of the Directors has been determined to be a non-interested Director under the Investment Company Act of 1940, as amended.
Class I Directors (Terms Will Expire in 2016) | ||||||||
Name, Address & Age1 |
Position(s) with Fund (Since) |
Principal Occupation(s) During At Least The Past Five Years |
Other Directorships Held By Director During At Least The Past Five Years |
Shares
and Dollar Beneficially Owned2 | ||||
Jean-Marc
Boillat |
Director (2005); and Member of the Governance/ Nominating Committee (2005), the Pricing Committee (2009 to 2011; 2012 to 2014) and the Audit Committee (2014) | Former CEO, Tornos-Bechler S.A., Moutier; Former Ambassador of Switzerland in various countries, including Lebanon, Cyprus, Angola, Mozambique and Argentina | None | 3,000 $10,001-$50,000 | ||||
R. Clark
Hooper |
Director (2007); and Member of the Audit Committee (2007) and the Governance/ Nominating Committee (2007) | President of Dumbarton Group LLC (regulatory consulting) from 2003 to 2007; Various positions, including Executive Vice President of Regulatory Policy and Oversight (2002-2003) and Strategic Programs (1992-2002) of the National Association of Securities Dealers, Inc. (currently, Financial Industry Regulatory Authority, Inc.) from 1972 to 2003 | Director (72 funds) and Chair (66 funds) of certain funds in the American Funds fund complex; Director of JP Morgan Value Opportunities Fund from 2005 to 2014; Member of the Executive Committee and Board of Trustees of Hollins University (VA); and Member of the Executive Committee and Board of Trustees of Childrens Hospital of Philadelphia (PA) | 1,790 $10,001-$50,000 |
33
THE SWISS HELVETIA FUND, INC.
Certain Information Concerning Directors (Unaudited) (continued)
Class II Directors (Terms Will Expire in 2017) | ||||||||
Name, Address & Age1 |
Position(s) with Fund |
Principal Occupation(s) During At Least The Past Five Years |
Other Directorships Held By Director During At Least The Past Five Years |
Shares and Dollar Beneficially Owned2 | ||||
Samuel B. Witt, III,
Esq. |
Director (1987) and Chairman of the Board of Directors (2006); and Member of the Governance/ Nominating Committee (2002) | Samuel B. Witt, III, Attorney-at-Law | Trustee of The Williamsburg Investment Trust (11 funds) |
7,713 | ||||
Claus Helbig Age: 73 |
Director (2008); Member (2008) and Chair (2013) of the Governance/ Nominating Committee; and Member of the Audit Committee (2009 to 2014) and the Pricing Committee (2009) | Attorney-at-Law; Member of the Supervisory Board of: Audi AG (Ingolstadt) from 1998 to 2008, Bankhaus August Lenz & Co. AG (Munich) (Chairman) since 2002, GLL Real Estate Partners GmbH (Munich) (Chairman) since 2001, and HCM Capital Management AG (Munich) (Vice-Chairman) from 2004 to 2010; Member of the European Advisory Board of Booz Allen Hamilton from 2003 to 2011; and Member of the Global Advisory Board of Millennium Associates, Zug/CH from 2007 to 2010; Director of Leo Capital Growth SPC (Ireland) since 2007; Director of Societé Horlogère Reconvilier AG, Zug/Suisse since 2011 | None | 1,000 $10,001-$50,000 | ||||
Richard Brealey Age: 78 |
Director (1987 to 1996 and since 2009); Member (2009) and Chair (2012) of the Pricing Committee; and Member of the Governance/ Nominating Committee (2009) and the Audit Committee (2012) | Emeritus Professor London Business School (LBS); Full-time faculty member LBS from 1968 to 1998; Special Advisor to the Governor of the Bank of England 1998-2001 | Director of the HSBC Investor Funds from 2004 to 2008 | 17,214 Over $100,000 |
34
THE SWISS HELVETIA FUND, INC.
Certain Information Concerning Directors (Unaudited) (concluded)
Class III Directors (Terms Will Expire in 2015) | ||||||||
Name, Address & Age1 |
Position(s) with Fund |
Principal Occupation(s) During At Least The Past Five Years |
Other Directorships Held By Director During At Least The Past Five Years |
Shares
and Dollar Beneficially Owned2 | ||||
Brian A.
Berris |
Director (2012); Member and Chair (2013) of the Audit Committee; and Member of the Governance/ Nominating Committee (2012) | Partner, Brown Brothers Harriman & Co. since 1991; Member of the Audit Committee of Brown Brothers Harriman & Co.; Director and Member of the Audit Committee of Brown Brothers Harriman Trust Company (Cayman) Limited; Member of the Pension Investment Committee of Brown Brothers Harriman & Co. | None | 5,000 $50,001-$100,000 | ||||
David R.
Bock |
Director (2010); and Member of the Governance/ Nominating Committee (2010), the Pricing Committee (2010) and the Audit Committee (2012) | Managing Partner, Federal City Capital Advisors since 1997; Interim CEO, Oxford Analytical, January to June 2010; Executive Vice President and Chief Financial Officer of I-trax, Inc. (health care services) from 2004 to 2008; Managing Director of Lehman Brothers from 1992 to 1995; Executive at The World Bank from 1974 to 1992 | Director of the Pioneer Funds (53 portfolios) since 2005; Director and Member of the International Advisory Board of Oxford Analytica (political and economic consulting) since 2008; Director of Enterprise Community Investment (private investment company) from 1985 to 2010; Director of New York Mortgage Trust from 2004 to 2008 and since 2012; Director of I-trax, Inc. from 2000 to 2004 | 5,389 $50,001-$100,000 |
35
THE SWISS HELVETIA FUND, INC.
Certain Information Concerning Officers (Unaudited)
The following table sets forth certain information about each person currently serving as an Officer of the Fund, including his or her beneficial ownership of Common Stock of the Fund. All information presented in the table is as of December 31, 2014.
Officers3 | ||||||||
Name, Address & Age1 |
Position(s) with Fund |
Principal Occupation(s) During At Least The Past Five Years |
Other Directorships Held By Officer During At Least The Past Five Years |
Shares
and Dollar Beneficially Owned2 | ||||
Mark A. Hemenetz Age: 58 |
President and Principal Executive Officer (2014) | Chief Operating OfficerAmericas, SIMNA; Member of Board of Managers, Schroder Fund Advisors LLC (SFA); President and Principal Executive Officer of Schroder Series Trust, Schroder Global Series Trust and Schroder Capital Funds (Delaware) | None | None | ||||
Alan M. Mandel Age: 57 |
Treasurer and Principal Financial Officer (2014) | Head of Fund Administration, SIMNA; Member of Board of Managers, SFA; Treasurer and Principal Financial and Accounting Officer of Schroder Series Trust, Schroder Global Series Trust and Schroder Capital Funds (Delaware) | None | 1,000 $10,001-$50,000 | ||||
Stephen M. DeTore Age: 63 |
Chief Compliance Officer (2014) | Chief Compliance Officer, SIMNA; Member of Board of Managers, SFA; Chief Compliance Officer of Schroder Series Trust, Schroder Global Series Trust and Schroder Capital Funds (Delaware) | None | None | ||||
Abby L. Ingber Age: 52 |
Chief Legal Officer and Secretary (2014) | Deputy General Counsel and Managing Lawyer, SIMNA; Member of Board of Managers, SFA; Chief Legal Officer and Secretary/Clerk of Schroder Series Trust, Schroder Global Series Trust and Schroder Capital Funds (Delaware) | None | None | ||||
Carin F. Muhlbaum Age: 52 |
Vice President (2014) | General Counsel, SIMNA; Secretary and General Counsel, SFA; Vice President of Schroder Series Trust, Schroder Global Series Trust and Schroder Capital Funds (Delaware); formerly, Member of Board of Managers, SFA | None | None | ||||
William P. Sauer Age: 51 |
Vice President (2014) | Head of Investor Services, SIMNA; Vice President of Schroder Series Trust, Schroder Global Series Trust and Schroder Capital Funds (Delaware) | None | None | ||||
David Marshall Age: 43 |
Assistant Treasurer (2014) | Manager of Fund Administration, SIMNA; Assistant Treasurer of Schroder Series Trust, Schroder Global Series Trust and Schroder Capital Funds (Delaware); formerly, Vice President of Fund Administration, AMG Funds | None | None |
36
THE SWISS HELVETIA FUND, INC.
Certain Information Concerning Officers (Unaudited) (concluded)
Officers3 | ||||||||
Name, Address & Age1 |
Position(s) with Fund |
Principal Occupation(s) During At Least The Past Five Years |
Other Directorships Held By Officer During At Least The Past Five Years |
Shares
and Dollar Beneficially Owned2 | ||||
Scott Rhodes Citi Fund Services Ohio, Inc. 3435 Stelzer Road Columbus, OH 43219 Age: 55 |
Assistant Treasurer (2012) | Senior Vice President, Citi (since 2010); Manager, Treasurer of Mutual Funds, and Broker-Dealer Treasurer and Financial & Operations Principal, GE Asset Management, Inc. (2005 to 2010) | None | None | ||||
Angel Lanier Age: 53 |
Assistant Secretary (2014) | Legal Assistant, SIMNA; Assistant Secretary, Schroder Fund Advisors LLC | None | None | ||||
Heather Melito-Dezan Citi Fund Services Ohio, Inc. 100 Summer Street, Suite 1500 Boston, MA 02110 Age: 37 |
Assistant Secretary (2014) | Assistant Vice President, Regulatory Administration, Citi (since 2013) | None | None |
1 | The Address for each Director and Officer, unless otherwise noted, is c/o Schroder Investment Management North America Inc., 875 Third Avenue, 22nd Floor, New York, New York 10022. |
2 | All Directors and Officers as a group (17 persons) owned 42,106 shares, which constitutes less than 1.00% of the outstanding Common Stock of the Fund. Share numbers in this Annual Report have been rounded to the nearest whole share. |
3 | Each Officer serves on a year-to-year basis for an indefinite term, until his or her successor is elected and qualified. |
37
THE SWISS HELVETIA FUND, INC.
Dividend Reinvestment Plan (Unaudited)
38
THE SWISS HELVETIA FUND, INC.
Dividend Reinvestment Plan (Unaudited) (concluded)
39
FACTS | WHAT DOES SCHRODERS DO WITH YOUR PERSONAL INFORMATION? |
Why? | Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do. |
What? | The types of personal information we collect and share depend on the product or service you have with us. This information can include:
n Social Security number and income
n account balances and account transactions
n assets and investment experience
When you are no longer our customer, we continue to share your information as described in this notice. |
How? | All financial companies need to share clients personal information to run their everyday business. In the section below, we list the reasons financial companies can share their clients personal information; the reasons Schroders chooses to share; and whether you can limit this sharing. |
Reasons we can share your personal information | Does Schroders share? |
Can you limit this sharing? | ||
For our everyday business purposes such as to process your transactions, maintain your account(s), or respond to court orders and legal investigations |
Yes | No | ||
For our marketing purposes to offer our products and services to you |
Yes | No | ||
For joint marketing with other financial companies |
No | We dont share | ||
For our affiliates everyday business purposes information about your transactions and experiences |
Yes | No | ||
For our affiliates everyday business purposes information about your creditworthiness |
No | We dont share | ||
For nonaffiliates to market to you | No | We dont share |
Questions? | For inquiries, call (800) 730-2932 or email swzintermediary@schroders.com |
Page 2 |
Who we are | ||
Who is providing this notice? | n Schroder Investment Management North America Inc. n The Swiss Helvetia Fund, Inc. |
What we do | ||
How does Schroders protect my personal information? | To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings.
Access to personal information is limited to employees who need it to perform their jobs. Our policies restrict employee use of customer information; requiring it be held in strict confidence. | |
How does Schroders collect my personal information? | We collect your personal information, for example, when you
n open an account and provide account information
n give us your contact information
n show your drivers license or government issued ID
n enter into an investment advisory contract
n make a wire transfer | |
Why cant I limit all sharing? | Federal law gives you the right to limit only
n sharing for affiliates everyday business purposesinformation about your creditworthiness
n affiliates from using your information to market to you
n sharing for nonaffiliates to market to you
State laws and individual companies may give you additional rights to limit sharing. |
Definitions | ||
Affiliates | Companies related by common ownership or control. They can be financial and nonfinancial companies.
n Our affiliates include companies with the Schroder name; financial companies such as Schroder Investment Management North America Limited and Schroder Investment Management Limited; and others, such as the parent, holding company, Schroders plc. | |
Nonaffiliates | Companies not related by common ownership or control. They can be financial and nonfinancial companies.
n Nonaffiliates we share with can include companies that help us maintain, process or service your transactions or account(s) or financial products, including companies that perform administrative, accounting, transfer agency, custodial, brokerage or proxy solicitation services, or that assist us in marketing. | |
Joint Marketing | A formal agreement between nonaffiliated financial companies that together market financial products or services to you.
n Schroders doesnt jointly market. |
THE SWISS HELVETIA FUND, INC.
42
Item 2. Code of Ethics.
As of the end of the period covered by this report, the Registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its principal executive officer and senior financial officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.
Item 3. Audit Committee Financial Expert.
The Registrants Board of Directors (the Board) has determined that Messrs. Brian A. Berris, David R. Bock and Richard A. Brealey, each a member of the Audit Committee of the Board, is an audit committee financial expert as defined by the Securities and Exchange Commission (the SEC). Each of Messrs. Berris, Bock and Brealey is independent as defined by the SEC for purposes of audit committee financial expert determinations.
Item 4. Principal Accountant Fees and Services.
PricewaterhouseCoopers LLP billed aggregate fees for services rendered to the Fund for the fiscal year ended December 31, 2014 as follows:
2014 | ||||||||||||||
All services to the Fund that were pre-approved |
All non-audit services to service affiliates that were pre-approved |
All non-audit services to service affiliates that did not require pre-approval |
||||||||||||
(a) |
Audit Fees | $ | 94,000 | N/A | N/A | |||||||||
(b) |
Audit-Related Fees | $ | 10,000 | (1) | $ | 0 | $ | 0 | ||||||
(c) |
Tax Fees | $ | 6,600 | $ | 0 | $ | 0 | |||||||
(d) |
All Other Fees | $ | 0 | $ | 0 | $ | 0 |
Note:
(1) During the fiscal year ended December 31, 2014, the Fund engaged PricewaterhouseCoopers LLP to perform a review, in accordance with Statement on Auditing Standards No. 100, Interim Financial Information, of the Funds semi-annual financial statements, including the documentation and fair valuation procedures of the Funds privately held investments and private equity partnerships.
Effective July 1, 2014, Schroder Investment Management North America Inc. became the Funds investment adviser. Prior to that date, the Funds principal accountant was Deloitte and Touche LLP (Deloitte) and the Funds investment adviser was Hottinger Capital Corp. Deloitte billed aggregate fees for services rendered to the Fund for the fiscal years ended December 31, 2013 and December 31, 2014, as follows:
2014 | 2013 | |||||||||||||||||||||||||
All services to the Fund that were pre- approved |
All non-audit services to service affiliates that were pre- approved |
All non-audit services to service affiliates that did not require pre-approval |
All services to the Fund that were pre- approved |
All non-audit services to service affiliates that were pre- approved |
All non-audit services to service affiliates that did not require pre-approval |
|||||||||||||||||||||
(a) |
Audit Fees | $ | 0 | N/A | $ | 0 | $ | 94,900 | N/A | $ | 0 | |||||||||||||||
(b) |
Audit-Related Fees | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | |||||||||||||
(c) |
Tax Fees | $ | 0 | $ | 0 | $ | 0 | $ | 6,600 | $ | 0 | $ | 0 | |||||||||||||
(d) |
All Other Fees | $ | 5,500 | (1) | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 |
Note:
(1) During the fiscal year ended December 31, 2014, the other fees represent services associated with independence consultations and the change in auditors transition.
(e) (1) The Registrants Audit Committee pre-approves the principal accountants engagements for audit and non-audit services to the Registrant, and certain non-audit services to the investment adviser that are required to be pre-approved on a case-by-case basis. Pre-approval considerations include whether the proposed services are compatible with maintaining the principal accountants independence.
(e) (2) No services included in (b) - (d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
(f) None.
(g) The aggregate non-audit services billed by PricewaterhouseCoopers LLP to the Fund, SIMNA and any entity controlling, controlled by or under common control with SIMNA that provides services to the Fund in the reporting periods were $0 in 2013 and $6,600 in 2014. Over the same periods, the aggregate non-audit services billed by Deloitte to the Fund, SIMNA and any entity controlling, controlled by or under common control with SIMNA that provides services to the Fund were $6,600 and $5,500, respectively.
(h) Not applicable.
Item 5. Audit Committee of Listed Registrants.
The Registrant has a separately-designated standing Audit Committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934. It is composed of the following Directors, each of who is not an interested person as defined in the Investment Company Act of 1940:
Brian A. Berris, Chair
David R. Bock
Jean-Marc Boillat
Richard A. Brealey
R. Clark Hooper
Item 6. Investments.
(a) Not applicable.
(b) Not applicable.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.
The Registrant has delegated voting of proxies in respect of portfolio holdings to its investment adviser to vote the Registrants proxies in accordance with the advisers proxy voting guidelines and procedures. The following sets forth Schroder Investment Management North America Inc.s (SIMNAs) policy with respect to proxy voting and its procedures to comply with Rule 206(4)-6 under the Investment Advisers Act of 1940 and Rule 30b1-4 under the Investment Company Act of 1940. Specifically, Rule 206(4)-6 requires that SIMNA:
| Adopt and implement written policies and procedures reasonably designed to ensure that proxies are voted in the best interest of clients and |
| Disclose its proxy voting policies and procedures to clients and inform them how they may obtain information about how SIMNA voted proxies. |
Rule 30b1-4 requires that the registered investment companies, including the Registrant, for which SIMNA serves as an investment adviser (the Funds):
| Disclose their proxy voting policies and procedures in their registration statements; and |
| Annually, file with the SEC and make available to shareholders their actual proxy voting. |
(a) Proxy Voting General Principles
SIMNA will evaluate and usually vote for or against all proxy requests relating to securities held in any account managed by SIMNA (unless this responsibility has been retained by the client).
Proxies will be treated and evaluated with the same attention and investment skill as the trading of securities in the accounts.
Proxies will be voted in a manner that is deemed most likely to protect and enhance the longer term value of the security as an asset to the account.
Corporate Governance Committee
The Corporate Governance Committee for the Schroders Group consists of investment professionals and other officers and coordinates with SIMNA to ensure compliance with this proxy voting policy. The Committee meets on a periodic basis to review proxies voted, policy guidelines and to examine any issues raised, including a review of any votes cast in connection with controversial issues.
The procedure for evaluating proxy requests is as follows:
The Schroders Group Corporate Governance Team (the Team) provides an initial evaluation of the proxy request, seeks advice where necessary, especially from the U.S. small cap and mid cap product heads, and consults with portfolio managers who have invested in the company should a controversial issue arise.
When coordinating proxy-voting decisions, the Team generally adheres to the Group Environmental, Social & Governance Policy (the Policy), as revised from time to time. The Policy, which has been approved by the Corporate Governance Committee, sets forth Schroder Group positions on recurring issues and criteria for addressing non-recurring issues. The Policy is a part of these procedures and is incorporated herein by reference. The Corporate Governance Committee exercises oversight to assure that proxies are voted in accordance with the Policy and that any votes inconsistent with the Policy or against management are appropriately documented.
The Team uses Institutional Shareholder Services, Inc. (ISS) to assist in voting proxies. ISS provides proxy research, voting and vote-reporting services. ISSs primary function is to apprise the Team of shareholder meeting dates of all securities holdings, translate proxy materials received from companies, provide associated research and provide considerations and recommendations for voting on particular proxy proposals. Although SIMNA may consider ISSs and others recommendations on proxy issues, SIMNA bears ultimate responsibility for proxy voting decisions.
SIMNA may also consider the recommendations and research of other providers, including the National Association of Pension Funds Voting Issues Service.
Conflicts
From time to time, proxy voting proposals may raise conflicts between the interests of SIMNAs clients and the interests of SIMNA and/or its employees. SIMNA has adopted this policy and procedures to ensure that decisions to vote the proxies are based on the clients best interests.
For example, conflicts of interest may arise when:
| Proxy votes regarding non-routine matters are solicited by an issuer that, directly or indirectly, has a client relationship with SIMNA; |
| A proponent of a proxy proposal has a client relationship with SIMNA; |
| A proponent of a proxy proposal has a business relationship with SIMNA; |
| SIMNA has business relationships with participants in proxy contests, corporate directors or director candidates; |
SIMNA is responsible for identifying proxy voting proposals that may present a material conflict of interest. If SIMNA receives a proxy relating to an issuer that raises a conflict of interest, the Team shall determine whether the conflict is material to any specific proposal included within the proxy. SIMNA (or the Team on behalf of SIMNA) will determine whether a proposal is material as follows:
| Routine Proxy Proposals: Proxy proposals that are routine shall be presumed not to involve a material conflict of interest unless SIMNA has actual knowledge that a routine proposal should be treated as material. For this purpose, routine proposals would typically include matters such as uncontested election of directors, meeting formalities, and approval of an annual report/financial statements. |
| Non-Routine Proxy Proposals: Proxy proposals that are non-routine will be presumed to involve a material conflict of interest, unless SIMNA determines that neither SIMNA nor its personnel have a conflict of interest or the conflict is unrelated to the proposal in question. For this purpose, non-routine proposals would typically include any contested matter, including a contested election of directors, a merger or sale of substantial assets, a change in the articles of incorporation that materially affects the rights of shareholders, and compensation matters for management (e.g., stock, option plans, retirement plans, profit-sharing or other special remuneration plans). If SIMNA determines that there is, or may be perceived to be, a conflict of interest when voting a proxy, SIMNA will address matters involving such conflicts of interest as follows: |
A. If a proposal is addressed by the Policy, SIMNA will vote in accordance with such Policy;
B. If SIMNA believes it is in the best interests of clients to depart from the Policy, SIMNA will be subject to the requirements of C or D below, as applicable;
C. If the proxy proposal is (1) not addressed by the Policy or (2) requires a case-by-case determination, SIMNA may vote such proxy as it determines to be in the best interest of clients, without taking any action described in D below, provided that such vote would be against SIMNAs own interest in the matter (i.e., against the perceived or actual conflict). The rationale of such vote will be memorialized in writing; and
D. If the proxy proposal is (1) not addressed by the Policy or (2) requires a case-by-case determination, and SIMNA believes it should vote in a way that may also benefit, or be perceived to benefit, its own interest, then SIMNA must take one of the following actions in voting such proxy: (a) vote in accordance with ISS recommendation; (b) in exceptional cases, inform the client(s) of the conflict of interest and obtain consent to vote the proxy as recommended by SIMNA; or (c) obtain approval of the decision from the Chief Compliance Officer and the Chief Investment Officer (the rationale of such vote will be memorialized in writing). Where the director of a company is also a director of Schroders plc, SIMNA will vote in accordance with ISS recommendation.
Record of Proxy Voting
SIMNA will maintain, or have available, written or electronic copies of each proxy statement received and of each executed proxy.
SIMNA will also maintain records relating to each proxy, including (i) the voting decision with regard to each proxy; and (ii) any documents created by SIMNA, the Team and/or the Proxy Committee, or others, that were material to making the voting decision; (iii) any decisions of the Chief Compliance Officer and the Chief Investment Officer.
SIMNA will maintain a record of each written request from a client for proxy voting information and its written response to any request (oral or written) from any client for proxy voting information.
Such records will be maintained for at least six years and may be retained electronically.
Additional Reports and Disclosures for the Funds
The Funds must disclose their policies and procedures for voting proxies in their Statement of Additional Information. In addition to the records required to be maintained by SIMNA, the following information will be made available to the Funds or their agent to enable the Funds to file Form N-PX under Rule 30b1-4:
For each matter on which a fund is entitled to vote:
| Name of the issuer of the security; |
| Exchange ticker symbol; |
| CUSIP number, if available; |
| Shareholder meeting date; |
| Brief summary of the matter voted upon; |
| Source of the proposal, i.e., issuer or shareholder; |
| Whether the fund voted on the matter; |
| How the fund voted; and |
| Whether the fund voted with or against management. |
Further, the Funds are required to make available to shareholders the Funds actual proxy voting record. If requested, the most recently filed Form N-PX must be sent within three (3) days of receipt of the request.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
As of July 1, 2014, Schroder Investment Management North America Inc. (SIMNA) became investment adviser to the Registrant and Stefan Frischknecht and Daniel Lenz, in association with Schroder Investment Management North America Limited (SIMNA Limited), SIMNAs affiliate, became primarily responsible for the day-to-day management of the Registrants portfolio.
Stefan Frischknecht, CFA, Lead Portfolio Manager, is the Head of Equity Fund Management for Schroder Investment Management (Switzerland) AG, Zurich and is associated with SIMNA Limited. He joined the Schroders organization in 1999 and is currently Fund Manager of the SISF Swiss Equity Opportunities Fund, Schroder Swiss Equity Core Fund and institutional mandates. Prior to Schroders, he worked at ABB Investment Management from 1995 until 1998 as a portfolio manager with additional research responsibility for the European Financial sector. He commenced his investment career in 1994 at the International and Finance Department of Swiss Bank Corporation (now UBS) as a credit analyst He holds a Master of Science of the University of Berne, Switzerland.
Daniel Lenz, CFA, Co-Portfolio Manager, is a Fund Manager /Swiss Equity Analyst for Schroder Investment Management (Switzerland) AG, Zurich and is associated with SIMNA Limited. He joined the Schroders organization in 2000 and is currently Fund Manager of the SISF Small & Mid Cap Fund and serves as a Swiss equity analyst. He began his investment career commenced in 1997 at Credit Suisse as a portfolio manager. He holds a Master of Arts HSG of the University of St. Gallen (HSG), Switzerland.
Other Accounts Managed. The following table shows information regarding accounts, other than the Registrant, managed by the portfolio managers of the Registrant, as of December 31, 2014:
Number of Accounts | Total Assets in Accounts |
Number of Accounts where Advisory Fee is Based on Account Performance |
Total Assets in Accounts where Advisory Fee is Based on Account Performance |
|||||||||||||
Stefan Frischknecht |
||||||||||||||||
Registered Investment Companies |
| $ | | | $ | | ||||||||||
Other Pooled Investment Vehicles |
2 | $ | 142,000,000 | 1 | $ | 91,000,000 | ||||||||||
Other Accounts |
1 | $ | 133,000,000 | | $ | | ||||||||||
Daniel Lenz |
||||||||||||||||
Registered Investment Companies |
| $ | | | $ | | ||||||||||
Other Pooled Investment Vehicles |
4 | $ | 920,000,000 | 1 | $ | 38,000,000 | ||||||||||
Other Accounts |
3 | $ | 318,000,000 | 0 | $ | |
Material Conflicts of Interest. Whenever a portfolio manager manages other accounts, potential conflicts of interest exist, including potential conflicts between the investment strategy of the Registrant and the investment strategy of the other accounts. For example, in certain instances, a portfolio manager may take conflicting positions in a particular security for different accounts, by selling a security for one account and continuing to hold it for another account. In addition, the fact that other accounts require the portfolio manager to devote less than all of his or her time to a fund may be seen itself to constitute a conflict with the interest of the Registrant.
Each portfolio manager may also execute transactions for another fund or account at the direction of such fund or account that may adversely impact the value of securities held by the Registrant. Securities selected for funds or accounts other than the Registrant may outperform the securities selected for the Registrant. Finally, if the portfolio manager identifies a limited investment opportunity that may be suitable for more than one fund or other account, the Registrant may not be able to take full advantage of that opportunity due to an allocation of that opportunity across all eligible funds and accounts. Schroders policies, however, require that portfolio managers allocate investment opportunities among accounts managed by them in an equitable manner over time. Orders are normally allocated on a pro rata basis, except that in certain circumstances, such as the small size of an issue, orders will be allocated among clients in a manner believed by Schroders to be fair and equitable over time.
The structure of a portfolio managers compensation may give rise to potential conflicts of interest. A portfolio managers base pay tends to increase with additional and more complex responsibilities that include increased assets under management, which indirectly links compensation to sales. Also, potential conflicts of interest may arise since the structure of Schroders compensation may vary from account to account.
Schroders has adopted certain compliance procedures that are designed to address these, and other, types of conflicts. However, there is no guarantee that such procedures will detect each and every situation where a conflict arises.
Compensation for Portfolio Managers. Schroders methodology for measuring and rewarding the contribution made by portfolio managers combines quantitative measures with qualitative measures. The Registrants portfolio managers are compensated for their services to the Registrant and to other accounts they manage in a combination of base salary and annual discretionary bonus, as well as the standard retirement, health and welfare benefits available to all Schroders employees. Base salary of Schroders employees is determined by reference to the level of responsibility inherent in the role and the experience of the incumbent, is benchmarked annually against market data to ensure competitive salaries, and is paid in cash. The portfolio managers base salary is fixed and is subject to an annual review and will increase if market movements make this necessary or if there has been an increase in responsibilities.
Each portfolio managers bonus is based in part on performance. Discretionary bonuses for portfolio managers may be comprised of an agreed contractual floor, a revenue component and/or a discretionary component. Any discretionary bonus is determined by a number of factors. At a macro level the total amount available to spend is a function of the bonus to pre-bonus profit ratio before tax and the compensation to revenue ratio achieved by Schroders globally. Schroders then assesses the performance of the division and of a management team to determine the share of the aggregate bonus pool that is spent in each area. This focus on team maintains consistency and minimizes internal competition that may be detrimental to the interests of Schroders clients. For each team, Schroders assesses the performance of their funds relative to competitors and to relevant benchmarks (which may be internally-and/or externally-based and are considered over a range of performance periods), the level of funds under management and the level of performance fees generated, if any. Performance is evaluated for each quarter, year and since inception of the relevant Fund. The portfolio managers compensation for other accounts they manage may be based upon such accounts performance.
For those employees receiving significant bonuses, a part may be deferred in the form of Schroders plc stock. These employees may also receive part of the deferred award in the form of notional cash investments in a range of Schroder funds. These deferrals vest over a period of three years and are designed to ensure that the interests of the employees are aligned with those of the shareholders of Schroders.
For the purposes of determining the portfolio managers bonuses, the relevant external benchmarks for performance comparison include the Swiss Performance Index in conjunction with the Morningstar peer group.
Ownership of Securities of Registrant. As of the date of this Report, neither Mr. Frischknecht nor Mr. Lenz beneficially owned shares of common stock of the Registrant.
Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.
REGISTRANT PURCHASES OF EQUITY SECURITIES
Period |
(a) Total Number of Shares Purchased |
(b) Average Price Paid per Share |
(c) Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs |
(d) Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs |
||||||||||||
01/01/14-01/31/14 |
| | | | ||||||||||||
02/01/14-02/28/14* |
4,579,480 | 14.93 | 4,579,480 | | ||||||||||||
03/01/14-03/31/14 |
| | | | ||||||||||||
04/01/14-04/30/14 |
| | | | ||||||||||||
05/01/14-05/31/14 |
| | | | ||||||||||||
06/01/14-06/30/14 |
| | | | ||||||||||||
07/01/14-07/31/14 |
| | | | ||||||||||||
08/01/14-08/31/14 |
| | | | ||||||||||||
09/01/14-09/30/14 |
| | | | ||||||||||||
10/01/14-10/31/14 |
| | | | ||||||||||||
11/01/14-11/30/14 |
| | | | ||||||||||||
12/01/14-12/31/14 |
| | | | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total |
4,579,480 | 14.93 | 4,579,480 | | ||||||||||||
|
|
|
|
|
|
|
|
* | On December 3, 2013, the Fund announced a one-time offer (the Offer) to acquire, in exchange for cash, up to 15% of the Funds outstanding shares of common stock at a price equal to 95% of the Funds net asset value (NAV) per share as determined by the Fund on the next business day following the expiration date of the Offer. The Offer commenced on January 10, 2014 and expired on February 11, 2014. On February 12, 2014, the Fund accepted 4,579,480 properly tendered shares (which represented 15% of the Funds shares outstanding as of the commencement of the Offer) for cash payment at a price equal to $14.93 per share. |
Item 10. Submission of Matters to a Vote of Security Holders.
There were no material changes to procedures by which shareholders may recommend nominees to the board of directors.
Item 11. Controls and Procedures.
(a) The registrants principal executive officer and principal financial officer have concluded, based on their evaluation of the registrants disclosure controls and procedures as of a date within 90 days of the filing date of this report on Form N-CSR, that the design and operation of such procedures are effective to provide reasonable assurance that information required to be disclosed by the investment company on Form N-CSR is recorded, processed, summarized and reported within the time periods specified in the Commissions rules and forms.
(b) There were no changes to the registrants internal control over financial reporting (as defined in Rule 30a-3(d) under the Act (17 CFR 270.30a-3(d))) that occurred during the second fiscal quarter of the period covered by this report that have materially affected or are reasonably likely to materially affect, the registrants internal control over financial reporting.
Item 12. Exhibits.
(a)(1) | Code of Ethics (Exhibit filed herewith). |
(a)(2) | Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (Exhibit filed herewith). |
(a)(3) | Not applicable. |
(b) | Certifications pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (Exhibit filed herewith). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and 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.
(Registrant) |
The Swiss Helvetia Fund, Inc. | |
By (Signature and Title) |
/s/ Mark A. Hemenetz | |
Mark A. Hemenetz, Principal Executive Officer | ||
Date March 9, 2015 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
By (Signature and Title) |
/s/ Mark A. Hemenetz | |
Mark A. Hemenetz, Principal Executive Officer | ||
Date March 9, 2015 |
||
By (Signature and Title) |
/s/ Alan M. Mandel | |
Alan M. Mandel, Treasurer and Principal Financial Officer | ||
Date March 9, 2015 |