DEF: Morgan Stanley Funds Announce Annual Stockholder Meetings to Elect Directors
Proxy Statement
Morgan Stanley China A Share Fund, Inc., Morgan Stanley Emerging Markets Debt Fund, Inc., Morgan Stanley Emerging Markets Domestic Debt Fund, Inc., and Morgan Stanley India Investment Fund, Inc. will hold annual meetings on June 25, 2025, to elect directors.
Summary
- Morgan Stanley China A Share Fund, Inc. (CAF), Morgan Stanley Emerging Markets Debt Fund, Inc. (MSD), Morgan Stanley Emerging Markets Domestic Debt Fund, Inc. (EDD), and Morgan Stanley India Investment Fund, Inc. (IIF) will hold their Annual Meetings of Stockholders on June 25, 2025.
- The meetings will take place at the offices of Morgan Stanley Investment Management Inc. in New York.
- The primary purpose of the meetings is to elect Directors for each fund to serve until the 2027 or 2028 annual meeting.
- Stockholders of record as of April 9, 2025, are entitled to vote at the meetings.
- The proxy statement and annual reports are available online.
- Stockholders can vote by mail, telephone, or internet.
- The Board of each Fund recommends voting 'FOR' the election of each of the nominees as a Director of that Fund.
- The cost of soliciting proxies for the Meetings, including printing and mailing expenses, will be borne by each respective Fund.
- CFS may be paid a project management fee as well as telephone solicitation expenses incurred for reminder calls, outbound telephone voting, confirmation of telephone votes, inbound telephone contact, obtaining Stockholders' telephone numbers and providing additional materials upon Stockholder request, at an estimated cost of $15,100, which would be borne evenly by the Funds.
Sentiment
Score: 7
Explanation: The document is a routine proxy statement, presenting factual information about the upcoming annual meetings and director elections. The tone is neutral and professional, with a slight positive bias due to the Board's recommendation to vote 'FOR' the nominees.
Positives
- Stockholders have multiple options for voting: mail, telephone, or internet.
- The Board recommends voting 'FOR' the election of each nominee, providing clear guidance to stockholders.
- The proxy statement and annual reports are readily available online, promoting transparency.
- The document provides detailed information about the directors and their qualifications.
Risks
- If the proposed election of Directors is approved by Stockholders of one Fund and disapproved by Stockholders of other Funds, the Proposal will be implemented for the Fund that approved the Proposal and will not be implemented for any Fund that did not approve the Proposal.
- A Stockholder who beneficially owns, either directly or through one or more controlled companies, more than 25 percent of the voting securities of a Fund may be presumed to 'control' (as that term is defined in the 1940 Act) such Fund.
Future Outlook
The document outlines the process for stockholders to submit proposals for the 2026 annual meeting, indicating a continuation of the fund's governance practices.
Management Comments
- The Board of each Fund recommends that you vote 'FOR' the election of each of the nominees as a Director of that Fund as set forth in Proposal No. 1 of this Joint Proxy Statement.
- Your vote is important. Please return your Proxy Card promptly no matter how many Shares you own.
Industry Context
This announcement is a standard part of corporate governance for investment funds, ensuring that stockholders have the opportunity to elect directors and participate in the oversight of the fund's management.
Comparison to Industry Standards
- The structure of the Board with independent directors and various committees aligns with industry best practices for registered investment companies.
- The detailed disclosure of director qualifications and compensation is consistent with regulatory requirements and promotes transparency.
- The process for stockholders to submit proposals for the 2026 annual meeting is a standard practice in corporate governance.
- The audit committee's pre-approval policy for audit and non-audit services is in line with the Sarbanes-Oxley Act and SEC rules.
Stakeholder Impact
- Stockholders have the opportunity to elect directors who will oversee the management of the Funds.
- The election of directors can impact the Funds' investment strategies and overall performance.
- The Funds' performance affects the value of stockholders' investments.
Next Steps
- Stockholders should review the proxy statement and vote on the election of directors.
- The Funds will hold the Annual Meetings of Stockholders on June 25, 2025.
- The newly elected directors will assume their roles and responsibilities.
Key Dates
| Date | Description |
|---|---|
| July 31, 2003 | Original adoption date of the Joint Audit Committee Charter and Joint Governance Committee Charter |
| April 1, 2004 | Effective date of the Deferred Compensation Plan (DC Plan) |
| August 2006 | Frank L. Bowman and Kathleen A. Dennis began serving as Directors of the Funds (except IIF) |
| January 2015 | Nancy C. Everett and Jakki L. Haussler began serving as Directors of the Funds |
| January 1, 2021 | Current Board members who have reached the age of 75 as of January 1, 2021, are grandfathered as exceptions to the retirement policy and may continue to serve on the Board until the end of the year in which they turn 80 years of age. |
| February 2022 | Frances L. Cashman and Eddie A. Grier began serving as Directors of the Funds |
| June 12-13, 2024 | Board of Directors of each Fund selected Ernst & Young LLP to act as the independent registered public accounting firm for each Fund for the fiscal year ending December 31, 2025 (October 31, 2025 for EDD). |
| July 2024 | Richard G. Gould III began serving as Director of each of the Funds |
| December 31, 2024 | End of fiscal year for CAF, MSD and IIF. Date for director and officer information. |
| January 1, 2025 | Annual retainer fee for each Director (except for the Chair of the Boards) increased to $350,000. |
| April 9, 2025 | Record date for determining stockholders entitled to notice of and to vote at the Meetings. |
| April 11, 2025 | Date for security ownership of certain beneficial owners. |
| May 6, 2025 | Date of the Notice of Annual Meetings of Stockholders and Joint Proxy Statement. |
| May 12, 2025 | Expected date that the Notice of Annual Meetings of Stockholders, Joint Proxy Statement and Proxy Card will first be sent to stockholders of the Funds. |
| June 25, 2025 | Date of the Annual Meetings of Stockholders. |
| January 6, 2026 | Deadline for stockholders to submit proposals for the 2026 Annual Meeting to be included in the proxy statement. |
| March 27, 2026 | Earliest date for stockholders to deliver written notice of a proposal for the 2026 Annual Meeting without including it in the proxy statement. |
| April 26, 2026 | Latest date for stockholders to deliver written notice of a proposal for the 2026 Annual Meeting without including it in the proxy statement. |
Keywords
proxy statement, annual meeting, directors, stockholders, election, governance, Morgan Stanley, funds
Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.