DEF: Liberty All-Star Funds Announce 2025 Annual Meeting for Trustee and Director Elections

Liberty All-Star Equity Fund and Liberty All-Star Growth Fund will hold their joint annual meeting on August 19, 2025, to elect two Trustees and two Directors, respectively, with the Boards unanimously recommending the proposed nominees.

Summary

• The Liberty All-Star Equity Fund and Liberty All-Star Growth Fund (collectively, the Funds) will hold their 2025 Joint Annual Meeting of Shareholders on August 19, 2025, at 9:00 a.m. Eastern Time in Boston, Massachusetts.
• The primary purposes of the meeting are to elect two Trustees for the Equity Fund (Proposal 1) and two Directors for the Growth Fund (Proposal 2), each to serve a three-year term.
• The Boards of Trustees/Directors unanimously recommend that shareholders vote FOR both Proposals 1 and 2.
• The record date for determining shareholders entitled to vote at the meeting is June 6, 2025.
• Nominees for the Equity Fund are John J. Neuhauser (Trustee since 1998, term to end 2028) and Milton M. Irvin (Trustee since 2018, term to end 2028).
• Nominees for the Growth Fund are Edmund J. Burke (Director since 2006, term to end 2028) and Jennifer E. Hoopes (Director since 2025, term to end 2028).
• All current Trustees and Directors are independent, exceeding the 1940 Act requirements.
• The Funds' Boards each held four meetings during the fiscal year ended December 31, 2024, and the Audit Committees also held four joint meetings.
• Cohen & Company, Ltd. serves as the independent registered public accounting firm for both Funds, with audit fees of $18,000 for the Equity Fund and $16,500 for the Growth Fund for both 2023 and 2024, and tax fees of $3,500 for each Fund in both years.
• As of December 31, 2024, all Trustees, Directors, and Executive Officers as a group owned less than 1% of the outstanding shares of each Fund.
• As of the June 6, 2025 record date, the Equity Fund had 294,774,236 outstanding shares, and the Growth Fund had 61,958,696 outstanding shares.
• Major shareholders in the Growth Fund as of June 6, 2025, include First Trust Portfolios L.P. et al. with 6,955,768 shares (11.39% beneficial ownership) and Karpus Investment Management with 3,374,870 shares (5.57% beneficial ownership).

Sentiment

Score: 6

Explanation: The document is a standard, legally mandated proxy statement. It conveys a neutral to slightly positive sentiment due to the unanimous board recommendations for director elections and the confirmation of compliance with reporting requirements and audit standards. There are no significant negative disclosures, but also no new positive financial or strategic news.

Positives

• The Boards of Trustees/Directors unanimously recommend voting FOR the election of all proposed nominees, indicating strong internal alignment.
• All current Trustees and Directors are independent, exceeding the minimum 40% requirement under the 1940 Act and the majority requirement for certain exemptive rules, which enhances corporate governance.
• The Boards and Audit Committees conduct annual self-evaluations to ensure effective functioning and oversight.
• The Audit Committee has determined that Maureen K. Usifer is an audit committee financial expert, fulfilling a key SEC and NYSE Listing Standard requirement.
• The Audit Committee met with management and the independent accountant to review and discuss the audited financial statements for the fiscal year ended December 31, 2024, demonstrating diligent oversight.
• The Funds reported compliance with all Section 16(a) filing requirements for their officers and Trustees/Directors for the fiscal year ended December 31, 2024.

Risks

• The Boards oversee general risks including investment performance and investment risk, credit risk, liquidity risk, valuation risk, compliance risk, and operational risk.
• A January 2023 Massachusetts Superior Court decision has created uncertainty regarding the Growth Fund's ability to rely on the Maryland Business Control Share Acquisition Act, as a by-laws provision limiting shareholder voting power was deemed impermissible under the 1940 Act.

Future Outlook

The document primarily focuses on the upcoming annual meeting for board elections and the review of the past fiscal year's audited financial statements. It does not provide specific forward-looking financial guidance or strategic outlook beyond the routine governance matters and the expectation that elected Trustees/Directors will serve their terms.

Management Comments

• "YOUR VOTE AT THIS YEARS ANNUAL MEETING IS EXTREMELY IMPORTANT."
• "The Funds Boards of Trustees/Directors unanimously recommend that you vote FOR Proposals 1 and 2."
• "YOUR VOTE AT THIS YEARS ANNUAL MEETING IS VERY IMPORTANT PLEASE VOTE, SIGN, DATE AND RETURN YOUR PROXY CARD PROMPTLY."
• "The Boards recommend that shareholders of each Fund vote for each nominee in Proposals 1 and 2."

Industry Context

This DEF 14A filing is a standard proxy statement for closed-end investment companies, reflecting the legally mandated disclosures for publicly traded funds. The emphasis on independent trustees, robust audit committees, and compliance with the 1940 Act and NYSE listing standards aligns with best practices and regulatory requirements within the investment management industry. The discussion of the Maryland Control Share Acquisition Act highlights specific legal considerations for funds incorporated in certain states, which can impact shareholder voting rights and corporate control dynamics across the broader fund industry.

Comparison to Industry Standards

• The Funds exceed the 1940 Act requirement that at least 40% of Trustees/Directors be independent, as all current Trustees/Directors are independent, demonstrating a commitment to strong governance beyond minimum regulatory thresholds.
• The identification of Maureen K. Usifer as an 'audit committee financial expert' aligns with SEC rules and NYSE Listing Standards, indicating adherence to best practices for financial oversight within the audit committee structure.
• The Boards' practice of conducting annual self-evaluations is a common and recommended corporate governance practice for assessing effectiveness and identifying areas for improvement.
• The detailed structure and responsibilities of the Audit Committees and Nominating and Governance Committees, including their charters and oversight functions, are consistent with established corporate governance frameworks for investment companies.

Management Changes

Corporate Governance

Legal Proceedings

• A January 2023 Memorandum of Decision and Order issued by a Massachusetts Superior Court judge held that a by-laws provision limiting the ability of shareholders to vote shares in excess of a specified amount is not permissible under the 1940 Act. This decision creates uncertainty regarding the Growth Fund's reliance on the Maryland Business Control Share Acquisition Act.

Related Party Transactions

• ALPS Advisors, Inc. (AAI) serves as the Funds' investment adviser, responsible for investment management and overall supervisory responsibility.
• ALPS Fund Services, Inc., an affiliate of AAI, provides administrative services to the Funds.
• All listed officers of the Funds (Mark T. Haley, Robert Milas, Erich Rettinger, Matthew Sutula, Sareena Khwaja-Dixon, Gina Meyer) are deemed affiliates of the Funds under the 1940 Act.
• No Trustee/Director or their immediate family members owned beneficially or of record any securities of another investment adviser or Portfolio Manager of either Fund or any controlling entities as of December 31, 2024.
• No Trustee/Director purchased or sold securities exceeding 1% of the outstanding securities of AAI or any Portfolio Manager or their parents/subsidiaries since the beginning of the most recently completed fiscal year.

Stakeholder Impact

• **Shareholders:** Directly impacted by the election of Trustees/Directors, who are responsible for the overall oversight of the Funds. The outcome of the vote will determine the composition of the Boards. The uncertainty regarding the Maryland Control Share Acquisition Act could affect the voting power of certain shareholders.
• **Management (ALPS Advisors, Inc. and ALPS Fund Services, Inc.):** The document outlines their roles as investment adviser and administrator, respectively, and their ongoing relationship with the Funds, subject to Board oversight.
• **Employees (Officers):** The document lists the key officers of the Funds and their roles, indicating their operational responsibilities.
• **Auditors (Cohen & Company, Ltd.):** Their engagement and fees for audit and tax services are detailed, highlighting their critical role in ensuring financial statement integrity and compliance.

Next Steps

• Shareholders are urged to vote on Proposals 1 and 2 for the election of Trustees and Directors at the 2025 Annual Meeting.
• The 2025 Annual Meeting will be held on August 19, 2025, to conduct the elections and any other proper business.
• Future shareholder proposals for the 2026 annual meeting must be submitted by specific deadlines, including February 27, 2026, for Rule 14a-8 proposals.

Key Dates

Recommendation

Keywords

Liberty All-Star Equity Fund, Liberty All-Star Growth Fund, Proxy Statement, SEC Filing, Annual Meeting, Trustee Election, Director Election, Corporate Governance, Investment Fund, Closed-End Fund, Shareholder Vote, Financial Reporting, Risk Management, ALPS Advisors, Cohen & Company