DEF: Central & Eastern Europe Fund and New Germany Fund Announce Joint Annual Meeting of Stockholders

The Central and Eastern Europe Fund, Inc. and The New Germany Fund, Inc. will hold a joint Annual Meeting of Stockholders on June 30, 2025, to elect directors and ratify the appointment of independent auditors.

Summary

• The Central and Eastern Europe Fund, Inc. (CEE) and The New Germany Fund, Inc. (GF) will hold a joint Annual Meeting of Stockholders on June 30, 2025.
• The meeting will take place at 10:30 a.m., New York time, at the offices of DWS Investment Management Americas, Inc.
• Stockholders of record as of May 16, 2025, are entitled to notice of and to vote at the meeting.
• The meeting's purposes include electing one director for CEE and two directors for GF, each to serve until the 2028 Annual Meeting.
• The meeting will also ratify the appointment of Ernst & Young LLP as independent auditors for each Fund for the fiscal year ending October 31, 2025, for CEE and December 31, 2025, for GF.
• CEE had 6,458,365.50 shares of Common Stock outstanding and entitled to vote, and GF had 16,179,779.95 shares of Common Stock outstanding and entitled to vote as of May 16, 2025.
• Proxies are being solicited on behalf of the Board of Directors of each Fund.
• The Boards recommend voting for the election of the director nominees and for the ratification of Ernst & Young LLP as independent auditors.

Sentiment

Score: 7

Explanation: The document is neutral in tone, focusing on procedural matters related to the Annual Meeting. There are no explicit positive or negative statements about the Funds' performance or outlook, resulting in a moderately neutral sentiment.

Positives

• The document clearly outlines the agenda and voting procedures for the upcoming joint Annual Meeting of Stockholders.
• The Board of Directors is actively soliciting proxies to ensure stockholder representation at the meeting.
• The document provides detailed information about the director nominees and their qualifications.
• The Audit Committee's recommendation to ratify the appointment of Ernst & Young LLP as independent auditors suggests confidence in their services.

Negatives

• The document does not explicitly address the Funds' recent performance or future strategies, focusing primarily on procedural matters.
• The document mentions that Dr. Wolfgang Leoni attended less than 75% of the aggregate number of meetings of the Board and of the respective Committees on which he or she served during the past fiscal year.

Risks

• Failure to achieve a quorum at the meeting could necessitate adjournment and further proxy solicitation.
• If stockholders do not ratify the appointment of Ernst & Young LLP, the Audit Committee and the Board of Directors will reconsider whether to retain EY, but may retain such independent auditors.
• The document mentions that not all risks that may affect a Fund can be identified, and, therefore, controls cannot be developed to eliminate or mitigate their occurrence or effects.

Future Outlook

The document focuses on the procedural aspects of the upcoming Annual Meeting and does not provide specific forward-looking statements regarding the Funds' financial performance or investment strategies.

Management Comments

• The Board of Directors urges stockholders to mark, sign, date, and mail the enclosed proxy card or record their voting instructions by telephone or via the Internet.
• The Board of Directors recommends voting for the election of the director nominees and for the ratification of Ernst & Young LLP as independent auditors.

Industry Context

This announcement is a routine part of corporate governance for closed-end investment funds, ensuring compliance with regulatory requirements and providing stockholders with the opportunity to participate in key decisions.

Comparison to Industry Standards

• The proxy statement adheres to standard SEC disclosure requirements for registered investment companies.
• The structure and content are similar to those of other closed-end funds managed by DWS and other investment management firms.
• The fees paid to independent directors and the audit firm appear to be within the typical range for funds of similar size and complexity.

Management Changes

Corporate Governance

Stakeholder Impact

• Stockholders have the opportunity to vote on key governance matters, including the election of directors and the ratification of the independent auditors.
• The outcome of the votes could influence the Funds' future direction and oversight.
• The document provides transparency regarding the Funds' operations and governance practices.

Next Steps

• Stockholders should review the proxy materials and vote on the proposals.
• Georgeson LLC will assist in the solicitation of proxies.
• The Annual Meeting will be held on June 30, 2025, to elect directors and ratify the appointment of independent auditors.

Key Dates

Keywords

Annual Meeting, Proxy Statement, Directors, Auditors, Stockholders, CEE, GF, Ernst & Young, Board of Directors, Voting