Investment Company Act file number:
|
811-08025
|
11 Hanover Square, New York, NY | 10005 |
(Address of principal executive offices) | (Zipcode) |
Currency Allocation | Bond Ratings | ||||
AAA | 9% | ||||
U.S. Dollars** | 62% | AA | 7% | ||
Euros | 25% | A | 23% | ||
Australian Dollars | 6% | BBB | 7% | ||
Canadian Dollars | 4% | <BBB | 1% | ||
British Pounds | 3% | Non-bond investments | 53% | ||
100% | 100% |
*
|
Country allocation and portfolio analysis use approximate percentages of net assets and may not add up to 100% due to leverage or other assets, rounding, and other factors. Ratings are not a guarantee of credit quality and may change. U.S. allocation may include U.S. closed end funds with foreign allocations.
|
**
|
May include allocation to closed end funds with foreign currency allocations.
|
GLOBAL INCOME | ||
FUND |
Ticker
Symbol:
|
GIFD
|
11 Hanover Square, New York, NY 10005 | ||
www.globalincomefund.net |
Sincerely, | |
Thomas B. Winmill | |
President |
Principal
Amount (1)
|
Cost
|
Value
|
|||||||||
DEBT SECURITIES (46.61%)
|
|||||||||||
Australia (5.87%)
|
|||||||||||
$1,000,000 |
National Australia Bank, 8.60% Subordinated
|
||||||||||
Notes, due 5/19/10 (2)
|
$ | 1,014,225 | $ | 1,030,806 | |||||||
A$500,000 |
Telstra Corp. Ltd., 6.25% Senior Notes, due 4/15/15
|
365,869 | 435,544 | ||||||||
A$500,000 |
Telstra Corp. Ltd., 7.25% Senior Notes, due 11/15/12 (2)
|
403,432 | 461,151 | ||||||||
1,783,526 | 1,927,501 | ||||||||||
Austria (4.56%)
|
|||||||||||
€1,000,000 |
Republic of Austria, 5.25% Euro Medium Term Notes,
|
||||||||||
due 1/04/11
|
1,307,274 | 1,495,482 | |||||||||
Canada (8.16%)
|
|||||||||||
C$1,000,000 |
HSBC Financial Corp. Ltd., 4.00% Medium Term Notes, due 5/03/10
|
902,720 | 963,783 | ||||||||
C$500,000 |
Molson Coors Capital Finance, 5.00% Guaranteed Notes,
|
||||||||||
due 9/22/15 (2)
|
445,681 | 492,913 | |||||||||
A$1,350,000 |
Province of Ontario, 5.50% Euro Medium Term Notes, due 7/13/12 (2)
|
1,032,923 | 1,219,618 | ||||||||
2,381,324 | 2,676,314 | ||||||||||
Cyprus (2.24%)
|
|||||||||||
€500,000 |
Republic of Cyprus, 4.375% Euro Medium Term Notes, due 7/15/14
|
619,090 | 735,869 | ||||||||
Germany (2.50%)
|
|||||||||||
£500,000 |
RWE Finance B.V., 4.625% Notes, due 8/17/10
|
920,729 | 821,962 | ||||||||
Hungary (2.21%)
|
|||||||||||
€500,000 |
Republic of Hungary, 4.00% Bonds, due 9/27/10
|
619,842 | 723,608 | ||||||||
Mexico (3.19%)
|
|||||||||||
1,000,000 |
United Mexican States, 5.625% Notes, due 1/15/17 (2)
|
983,218 | 1,047,500 | ||||||||
Netherlands (11.12%)
|
|||||||||||
€500,000 |
Heineken N.V., 4.375% Bonds, due 2/04/10
|
646,929 | 718,938 | ||||||||
€1,000,000 |
ING Bank N.V., 5.50% Euro Medium Term Notes, due 1/04/12
|
1,330,622 | 1,485,082 | ||||||||
€1,000,000 |
Rabobank Nederland, 3.125% Senior Notes, due 7/19/10
|
1,328,676 | 1,446,382 | ||||||||
3,306,227 | 3,650,402 | ||||||||||
South Korea (1.63%)
|
|||||||||||
500,000 |
Korea Development Bank, 5.75% Notes, due 9/10/13 (2)
|
506,775 | 533,265 | ||||||||
United Kingdom (4.42%)
|
|||||||||||
€1,000,000 |
Tesco PLC, 4.75% Euro Medium Term Notes, due 4/13/10 (2)
|
1,319,809 | 1,448,806 | ||||||||
United States (0.71%)
|
|||||||||||
283,945 |
CIT RV Trust 1998-A B 6.29% Subordinated Bonds, due 1/15/17 (2)
|
289,016 | 232,704 | ||||||||
Total debt securities
|
14,036,830 | 15,293,413 | |||||||||
See notes to financial statements.
|
|
GLOBAL INCOME FUND, INC.
|
SCHEDULE OF PORTFOLIO INVESTMENTS – DECEMBER 31, 2009
|
|||||||||||
Shares
|
Cost
|
Value
|
|||||||||
CLOSED END FUNDS (44.28%)
|
|||||||||||
United States
|
|||||||||||
100,000 |
Alpine Global Premier Properties
|
$ | 608,750 | $ | 623,000 | ||||||
28,792 |
American Select Portfolio, Inc.
|
255,402 | 327,365 | ||||||||
65,000 |
American Strategic Income Portfolio II
|
513,932 | 659,750 | ||||||||
104,900 |
BlackRock Income Trust, Inc.
|
609,177 | 667,164 | ||||||||
101,352 |
Cohen & Steers Advantage Income Realty Fund, Inc.
|
289,162 | 615,207 | ||||||||
23,150 |
DWS Dreman Value Income Edge Fund, Inc.
|
622,908 | 279,421 | ||||||||
20,000 |
DWS Multi-Market Income Trust
|
157,816 | 172,200 | ||||||||
349,000 |
DWS RREEF Real Estate Fund, Inc.
|
1,275,960 | 1,413,450 | ||||||||
1,100,066 |
DWS RREEF Real Estate Fund II, Inc.
|
981,254 | 1,188,071 | ||||||||
26,722 |
Evergreen Multi-Sector Income Fund
|
377,292 | 378,918 | ||||||||
54,000 |
Gabelli Dividend & Income Trust (2)
|
897,603 | 707,940 | ||||||||
52,781 |
Helios Advantage Income Fund, Inc.
|
246,748 | 347,827 | ||||||||
20,000 |
Helios High Income Fund, Inc.
|
181,158 | 156,600 | ||||||||
113,808 |
Highland Credit Strategies Fund
|
639,348 | 718,128 | ||||||||
85,315 |
Macquarie/First Trust Global Infrastructure/Utilities Dividend & Income Fund
|
990,567 | 1,055,014 | ||||||||
70,500 |
NFJ Dividend, Interest & Premium Strategy Fund
|
975,409 | 1,039,875 | ||||||||
150,000 |
Nuveen Multi-Strategy Income and Growth Fund
|
739,668 | 1,123,500 | ||||||||
135,000 |
Nuveen Multi-Strategy Income and Growth Fund 2
|
904,050 | 1,038,218 | ||||||||
59,477 |
RMR Real Estate Fund
|
808,673 | 1,281,729 | ||||||||
57,750 |
Western Asset Worldwide Income Fund, Inc.
|
510,730 | 736,313 | ||||||||
Total closed end funds
|
12,585,607 | 14,529,690 | |||||||||
CLOSED END FUND BUSINESS DEVELOPMENT
|
|||||||||||
COMPANIES (8.63%)
|
|||||||||||
United States
|
|||||||||||
485,911 |
GSC Investment Corp
|
1,057,164 | 855,203 | ||||||||
101,500 |
MVC Capital, Inc.
|
980,236 | 1,197,700 | ||||||||
95,931 |
NGP Capital Resources Co.
|
659,671 | 779,919 | ||||||||
Total closed end fund business development companies
|
2,697,071 | 2,832,822 | |||||||||
PREFERRED STOCKS (1.98%)
|
|||||||||||
United States
|
|||||||||||
4,000 |
BAC Capital Trust II, 7.00%
|
100,000 | 89,040 | ||||||||
25,000 |
Corporate-Backed Trust Certificates, 8.20% (Motorola)
|
625,000 | 562,000 | ||||||||
Total preferred stocks
|
725,000 | 651,040 | |||||||||
GLOBAL INCOME FUND, INC.
|
|
See notes to financial statements.
|
SCHEDULE OF PORTFOLIO INVESTMENTS – DECEMBER 31, 2009
|
|||||||||||
Shares
|
Cost
|
Value
|
|||||||||
MONEY MARKET FUND (.02%)
|
|||||||||||
United States
|
|||||||||||
5,475 |
SSgA Money Market Fund, 0.01% (3)
|
$ | 5,475 | $ | 5,475 | ||||||
Total investments (101.52%)
|
$ | 30,049,983 | 33,312,440 | ||||||||
Other assets in excess of liabilities (-1.52%)
|
(498,949 | ) | |||||||||
Net assets (100.00%)
|
$ | 32,813,491 | |||||||||
(1)
|
The principal amount is stated in U.S. dollars unless otherwise indicated.
|
Currency Symbols
|
A$ Australian Dollar
|
£ British Pound
|
C$ Canadian Dollar
|
€ Euro
|
(2)
|
Fully or partially pledged as collateral on bank credit facility.
|
(3)
|
Rate represents the 7 day annualized yield at December 31, 2009.
|
See notes to financial statements.
|
|
GLOBAL INCOME FUND, INC..
|
STATEMENT OF ASSETS AND LIABILITIES
|
STATEMENT OF OPERATIONS
|
||||||||
December 31, 2009
|
Year Ended December 31, 2009
|
||||||||
ASSETS
|
INVESTMENT INCOME
|
||||||||
Investments, at value (cost: $30,049,983)
|
$ | 33,312,440 |
Dividends
|
$ | 1,367,194 | ||||
Receivables:
|
Interest (net of $6,266 of foreign
|
||||||||
Interest
|
385,562 |
tax expense)
|
622,802 | ||||||
Dividends
|
94,435 |
Total investment income
|
1,989,996 | ||||||
Other assets
|
10,749 | ||||||||
Total assets
|
33,803,186 |
EXPENSES
|
|||||||
Investment management
|
203,321 | ||||||||
LIABILITIES
|
Administrative services
|
90,459 | |||||||
Bank line of credit
|
898,308 |
Bookkeeping and pricing
|
43,801 | ||||||
Payables:
|
Directors
|
24,222 | |||||||
Accrued expenses
|
62,822 |
Auditing
|
24,151 | ||||||
Investment management
|
19,215 |
Legal
|
21,110 | ||||||
Administrative services
|
9,350 |
Interest and fees on bank credit facility
|
16,758 | ||||||
Total liabilities
|
989,695 |
Shareholder communications
|
12,985 | ||||||
Insurance
|
10,364 | ||||||||
NET ASSETS
|
$ | 32,813,491 |
Custodian
|
10,250 | |||||
Transfer agent
|
6,671 | ||||||||
NET ASSET VALUE PER SHARE
|
Other
|
5,931 | |||||||
(applicable to shares 7,408,883
|
Total expenses
|
470,023 | |||||||
outstanding: 20,000,000 shares of $.01
|
Net investment income
|
1,519,973 | |||||||
par value authorized)
|
$ | 4.43 | |||||||
REALIZED AND UNREALIZED GAIN (LOSS)
|
|||||||||
NET ASSETS CONSIST OF
|
Net realized gain (loss) on
|
||||||||
Paid in capital
|
$ | 33,259,253 |
Investments
|
(1,691,498 | ) | ||||
Accumulated undistributed net investments
|
Foreign currencies
|
149,043 | |||||||
income
|
345,096 |
Net unrealized appreciation on
|
|||||||
Accumulated net realized loss on
|
Investments
|
7,007,837 | |||||||
investments and foreign currencies
|
(4,058,502 | ) |
Translation of assets and liabilities
|
||||||
Net unrealized appreciation on
|
in foreign currencies
|
574,068 | |||||||
investments and foreign currencies
|
3,267,644 |
Net realized and unrealized gain
|
6,039,450 | ||||||
$ | 32,813,491 |
Net change in net assets
|
|||||||
resulting from operations
|
$ | 7,559,423 | |||||||
GLOBAL INCOME FUND, INC.
|
|
See notes to financial statementss.
|
STATEMENTS OF CHANGES IN NET ASSETS
|
||||||||
For the Years Ended December 31, 2009 and 2008
|
||||||||
2009
|
2008
|
|||||||
OPERATIONS
|
||||||||
Net investment income
|
$ | 1,519,973 | $ | 1,382,976 | ||||
Net realized gain (loss)
|
(1,542,455 | ) | 139,885 | |||||
Unrealized appreciation (depreciation)
|
7,581,905 | (6,842,109 | ) | |||||
Net increase (decrease) in net assets resulting from operations
|
7,559,423 | (5,319,248 | ) | |||||
DISTRIBUTIONS TO SHAREHOLDERS
|
||||||||
Distributions from ordinary income ($0.235 and $0.24 per share, respectively)
|
(1,740,436 | ) | (1,776,086 | ) | ||||
CAPITAL SHARE TRANSACTIONS
|
||||||||
Reinvestment of distributions to shareholders (5,006 and 5,164 shares, respectively)
|
15,554 | 16,910 | ||||||
Total change in net assets
|
5,834,541 | (7,078,424 | ) | |||||
NET ASSETS
|
||||||||
Beginning of year
|
26,978,950 | 34,057,374 | ||||||
End of year
|
$ | 32,813,491 | $ | 26,978,950 | ||||
Undistributed net investment income included in end of year net assets
|
$ | 345,096 | $ | 523,989 | ||||
See notes to financial statements.
|
|
GLOBAL INCOME FUND, INC.
|
STATEMENT OF CASH FLOWS
|
||||
Year Ended December 31, 2009
|
||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
||||
Net increase in net assets resulting from operations
|
$ | 7,559,423 | ||
Adjustments to reconcile change in net assets resulting from
|
||||
operations to net cash provided by (used in) operating activities:
|
||||
Proceeds from sales and maturities of investment securities
|
15,090,120 | |||
Purchase of investment securities
|
(13,310,352 | ) | ||
Net unrealized appreciation of investments and foreign currencies
|
(7,595,700 | ) | ||
Net realized loss on sales and maturities of investment securities and foreign currencies
|
1,542,455 | |||
Amortization of premium net of accretion of discount of investment securities
|
230,658 | |||
Net purchases of short term investment securities
|
(85,545 | ) | ||
Decrease in interest receivable
|
325,380 | |||
Increase in dividends receivable
|
(12,169 | ) | ||
Increase in other assets
|
(300 | ) | ||
Decrease in accrued expenses
|
(4,030 | ) | ||
Increase in management fee payable
|
4,136 | |||
Decrease in administrative services payable
|
(7,015 | ) | ||
Net cash provided by operating activities
|
3,737,061 | |||
CASH FLOWS FROM FINANCING ACTIVITIES
|
||||
Repayment of bank line of credit
|
(2,012,179 | ) | ||
Cash distributions paid
|
(1,724,882 | ) | ||
Net cash used in financing activities
|
(3,737,061 | ) | ||
Net change in cash
|
- | |||
CASH
|
||||
Beginning of year
|
- | |||
End of year
|
$ | - | ||
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
|
||||
Cash paid for interest and fees on bank credit facility
|
$ | 14,451 | ||
Non-cash financing activities consisting of reinvestment of distributions
|
$ | 15,554 |
GLOBAL INCOME FUND, INC.
|
|
See notes to financial statements..
|
|
GLOBAL INCOME FUND, INC.
|
GLOBAL INCOME FUND, INC. |
|
Undistributed net investment income
|
$ | 345,096 | ||
Unrealized appreciation on investments and foreign currencies
|
3,267,160 | |||
Capital loss carryovers
|
(3,227,408 | ) | ||
Post-October losses
|
(830,609 | ) | ||
$ | (445,761 | ) |
Increase in
Undistributed
Net Investment Income
|
Increase in
Net Realized Loss on
Investments and Foreign Currencies
|
Increase in
Paid in Capital
|
Increase in
Unrealized
Appreciation
|
||||
$41,569 | $(110,477) | $12,706 | $56,202 |
|
GLOBAL INCOME FUND, INC.
|
Level 1 - | quoted prices in active markets for identical investments. |
Level 2 -
|
other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.). |
Level 3 - | significant unobservable inputs (including the Fund’s own assumptions in determining fair value of investments). |
Level 1
|
Level 2
|
Level 3
|
Total
|
|||||||||||||
Assets
|
||||||||||||||||
Debt securities
|
||||||||||||||||
Australia
|
$ | - | $ | 1,927,501 | $ | - | $ | 1,927,501 | ||||||||
Austria
|
- | 1,495,482 | - | 1,495,482 | ||||||||||||
Canada
|
- | 2,676,314 | - | 2,676,314 | ||||||||||||
Cyprus
|
- | 735,869 | - | 735,869 | ||||||||||||
Germany
|
- | 821,962 | - | 821,962 | ||||||||||||
Hungary
|
- | 723,608 | - | 723,608 | ||||||||||||
Mexico
|
- | 1,047,500 | - | 1,047,500 | ||||||||||||
Netherlands
|
- | 3,650,402 | - | 3,650,402 | ||||||||||||
South Korea
|
- | 533,265 | - | 533,265 | ||||||||||||
United Kingdom
|
- | 1,448,806 | - | 1,448,806 | ||||||||||||
United States
|
- | 232,704 | - | 232,704 | ||||||||||||
Closed end funds
|
||||||||||||||||
United States
|
14,529,690 | - | - | 14,529,690 | ||||||||||||
Closed end fund business development companies
|
||||||||||||||||
United States
|
2,832,822 | - | - | 2,832,822 | ||||||||||||
Preferred stocks
|
||||||||||||||||
United States
|
651,040 | - | - | 651,040 | ||||||||||||
Money market fund
|
||||||||||||||||
United States
|
5,475 | - | - | 5,475 | ||||||||||||
Total investments
|
$ | 18,019,027 | $ | 15,293,413 | $ | - | $ | 33,312,440 | ||||||||
GLOBAL INCOME FUND, INC.
|
|
2009
|
2008
|
|||||||
Shares issued
|
5,006 | 5,164 | ||||||
Increase in paid in capital
|
$ | 15,554 | $ | 16,910 |
|
|
GLOBAL INCOME FUND, INC. |
FINANCIAL HIGHLIGHTS
|
||||||||||||||||||||
Year Ended December 31,
|
||||||||||||||||||||
2009
|
2008
|
2007
|
2006
|
2005
|
||||||||||||||||
Per Share Operating Performance
|
||||||||||||||||||||
(for a share outstanding throughout
|
||||||||||||||||||||
each period)
|
||||||||||||||||||||
Net asset value, beginning of period
|
$ | 3.64 | $ | 4.60 | $ | 4.38 | $ | 4.33 | $ | 4.97 | ||||||||||
Income from investment operations:
|
||||||||||||||||||||
Net investment income(1)
|
.21 | .19 | .13 | .13 | .11 | |||||||||||||||
Net realized and unrealized gain (loss)
|
||||||||||||||||||||
on investments
|
.82 | (.91 | ) | .31 | .20 | (.47 | ) | |||||||||||||
Total income from investment operations
|
1.03 | (.72 | ) | .44 | .33 | (.36 | ) | |||||||||||||
Less distributions:
|
||||||||||||||||||||
Net investment income
|
(.24 | ) | (.24 | ) | (.17 | ) | (.13 | ) | (.20 | ) | ||||||||||
Return of capital
|
– | – | (.05 | ) | (.15 | ) | (.08 | ) | ||||||||||||
Total distributions
|
(.24 | ) | (.24 | ) | (.22 | ) | (.28 | ) | (.28 | ) | ||||||||||
Net asset value, end of period
|
$ | 4.43 | $ | 3.64 | $ | 4.60 | $ | 4.38 | $ | 4.33 | ||||||||||
Market value, end of period
|
$ | 3.65 | $ | 2.70 | $ | 3.90 | $ | 4.18 | $ | 3.95 | ||||||||||
Total Return(2)
|
||||||||||||||||||||
Based on net asset value
|
31.03 | % | (14.94 | )% | 11.00 | % | 8.43 | % | (6.95 | )% | ||||||||||
Based on market price
|
45.55 | % | (25.58 | )% | (1.39 | )% | 13.43 | % | (12.47 | )% | ||||||||||
Ratios/Supplemental Data
|
||||||||||||||||||||
Net assets, end of period (000’s omitted)
|
$ | 32,813 | $ | 26,979 | $ | 34,057 | $ | 32,362 | $ | 31,975 | ||||||||||
Ratio of total expenses to average net assets
|
1.62 | %(3) | 1.68 | %(3) | 1.77 | % | 1.89 | % | 1.59 | % | ||||||||||
Ratio of net expenses to average net assets
|
1.62 | %(3) | 1.68 | %(3) | 1.77 | % | 1.89 | % | 1.59 | % | ||||||||||
Ratio of net expenses excluding loan
|
||||||||||||||||||||
interest and fees to average net assets
|
1.56 | %(3) | 1.66 | %(3) | 1.75 | % | 1.87 | % | 1.58 | % | ||||||||||
Ratio of net investment income to
|
||||||||||||||||||||
average net assets
|
5.23 | %(3) | 4.31 | %(3) | 2.91 | % | 2.71 | % | 2.44 | % | ||||||||||
Portfolio turnover rate
|
48 | % | 21 | % | 10 | % | 17 | % | 32 | % |
(2)
|
Total return on a market value basis is calculated assuming a purchase of common stock on the opening of the first day and a sale on the closing of the last day of each period reported. Dividends and distributions, if any, are assumed for purposes of this calculation to be reinvested at prices obtained under the Fund’s Dividend Reinvestment Plan. Generally, total return on a net asset value basis will be higher than total return on a market value basis in periods where there is an increase in the discount or a decrease in the premium of the market value to the net asset value from the beginning to the end of such periods. Conversely, total return on a net asset value basis will be lower than total return on a market value basis in periods where there is a decrease in the discount or an increase in the premium of the market value to the net asset value from the beginning to the end of such periods. Total return calculated for a period of less than one year is not annualized. The calculation does not reflect brokerage commissions, if any.
|
GLOBAL INCOME FUND, INC
|
|
See notes to financial statements...
|
See notes to financial statements.
|
|
GLOBAL INCOME FUND, INC.
|
PRIVACY POLICY
|
||
FACTS
|
WHAT DOES GLOBAL INCOME FUND 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:
|
|
*
|
Social Security number
|
|
*
|
Account balances
|
|
*
|
Transaction history
|
|
*
|
Transaction or loss history
|
|
*
|
Account transactions
|
|
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 customers’ personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers’ personal information; the reasons Global Income Fund chooses to share; and whether you can limit this sharing.
|
Reasons we can share your personal information
|
Does the
Fund share?
|
Can you limit
This sharing?
|
For our everyday business purposes – such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus
|
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 don’t share.
|
For our affiliates’ everyday business purposes –
Information about your transactions and experiences
|
No
|
We don’t share.
|
For our affiliates’ everyday business purposes –
Information about your creditworthiness
|
No
|
We don’t share.
|
For nonaffiliates to market to you
|
No
|
We don’t share.
|
Questions?
|
Call 1-212-344-6310 or go to www.globalincomefund.net.
|
GLOBAL INCOME FUND, INC.
|
|
Additional Information (Unaudited) )
|
Who are we
|
||
Who is providing this notice?
|
Global Income Fund, Inc.
|
|
What we do
|
||
How does Global Income Fund 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.
|
|
How does Global Income Fund
collect my personal information?
|
We collect your personal information, for example, when you *Open an account
* Buy securities from us
* Provide account information
* Give us your contact information
* Tell us where to send the money
|
|
Why can’t I limit all sharing?
|
Federal law gives you the right to limit only
* Sharing for affiliates’ everyday business purposes – information about your
creditworthiness
* Affiliates from using your information to market to you
* Sharing for nonaffiliates to market to you
State laws and individual companies may give you additional rights to limit sharing.
|
Affiliates
|
Companies related by common ownership or control. They can be financial and nonfinancial companies.
Global Income Fund does not share with our affiliates.
|
Nonaffiliates
|
Companies not related by common control ownership or control. They can be financial and nonfinancial companies.
Global Income Fund does not share with nonaffiliates so they can market
to you.
|
Joint marketing
|
A formal agreement between nonaffiliated financial companies that together market financial products or services to you.
Global Income Fund doesn’t jointly market.
|
Additional Information (Unaudited)
|
|
GLOBAL INCOME FUND, INC ..
|
GLOBAL INCOME FUND, INC.
|
|
Additional Information (Unaudited)
|
Additional Information (Unaudited)
|
|
GLOBAL INCOME FUND, INC ..
|
GLOBAL INCOME FUND, INC.
|
|
Additional Information (Unaudited)
|
This report, including the financial statements herein, is transmitted to the shareholders of the Fund for their information. The financial information included herein is taken from the records of the Fund. This is not a prospectus, circular or representation intended for use in the purchase of shares of the Fund or any securities mentioned in this report. Pursuant to Section 23 of the Investment Company Act of 1940, as amended, notice is hereby given that the Fund may in the future purchase shares of its own common stock in the open market. These purchases may be made from time to time, at such times and in such amounts as may be deemed advantageous to the Fund, although nothing herein shall be considered a commitment to purchase such shares. |
Additional Information (Unaudited)
|
|
GLOBAL INCOME FUND, INC.
|
HISTORICAL DISTRIBUTION SUMMARY
|
||||||||||||
Investment
|
Return of
|
|||||||||||
Period
|
Income
|
Capital
|
Total
|
|||||||||
2009
|
$ | 0.235 | $ | 0.000 | $ | 0.235 | ||||||
2008
|
$ | 0.240 | $ | 0.000 | $ | 0.240 | ||||||
2007
|
$ | 0.170 | $ | 0.050 | $ | 0.220 | ||||||
2006
|
$ | 0.130 | $ | 0.150 | $ | 0.280 | ||||||
2005
|
$ | 0.200 | $ | 0.080 | $ | 0.280 | ||||||
2004
|
$ | 0.245 | $ | 0.090 | $ | 0.335 | ||||||
2003
|
$ | 0.220 | $ | 0.140 | $ | 0.360 | ||||||
2002
|
$ | 0.280 | $ | 0.220 | $ | 0.500 | ||||||
2001
|
$ | 0.360 | $ | 0.200 | $ | 0.560 | ||||||
2000
|
$ | 0.420 | $ | 0.160 | $ | 0.580 | ||||||
6 Months Ended 12/31/99
|
$ | 0.230 | $ | 0.070 | $ | 0.300 | ||||||
12 Months Ended 6/30/99
|
$ | 0.550 | $ | 0.130 | $ | 0.680 | ||||||
12 Months Ended 6/30/98
|
$ | 0.520 | $ | 0.320 | $ | 0.840 |
STOCK DATA
|
2010 DISTRIBUTION PAYMENT DATES
|
||||||
Price (12/31/09)
|
$ | 3.65 |
Declaration
|
Record
|
Payment
|
||
Net asset value (12/31/09)
|
$ | 4.43 |
March 1
|
March 15
|
March 31
|
||
Discount
|
17.6% |
June 1
|
June 15
|
June 30
|
|||
Ticker symbol:
|
GIFD
|
September 1
|
September 15
|
September 30
|
|||
December 1
|
December 15
|
December 31
|
FUND INFORMATION | ||
Investment Manager
|
Stock Transfer Agent and Registrar
|
|
CEF Advisers, Inc.
|
Illinois Stock Transfer Company
|
|
11 Hanover Square
|
209 West Jackson Blvd., Suite 903
|
|
New York, NY 10005
|
Chicago, IL 60606
|
|
www.cefadvisers.com
|
www.illinoisstocktransfer.com
|
|
1-212-344-6310
|
1-800-757-5755
|
GLOBAL INCOME FUND, INC.
|
|
Additional Information (Unaudited)
|
Name, Position(s) Held with Fund, Term of Office(1), Principal Occupation for Past
Five Years, and Age
|
Director Since
|
Number of Portfolios
in Investment
Company Complex
Overseen by Director(2)
|
Other Public
Company
Directorships
Held by Director(3)
|
Class I:
|
|||
PETER K. WERNER – Since 1996, he has been teaching, coaching, and directing a number of programs at The Governor's Academy of Byfield, MA. Currently, he serves as chair of the History Department. Previously, he held the position of Vice President in the Fixed Income Departments of Lehman Brothers and First Boston. His responsibilities included trading sovereign debt instruments, currency arbitrage, syndication, medium term note trading, and money market trading. He was born on August 16, 1959.
|
1997
|
5
|
0
|
Class II:
|
|||
JAMES E. HUNT – He is a Limited Partner of Hunt Howe Partners LLC, executive recruiting consultants. He was born on December 14, 1930.
|
2004
|
5
|
0
|
Class III:
|
|||
BRUCE B. HUBER, CLU, ChFC, MSFS – Retired. He is a former Financial Representative with New England Financial, specializing in financial, estate, and insurance matters. He is a member of the Board, emeritus, of the Millbrook School, and Chairman of the Endowment Board of the Community YMCA of Red Bank, NJ. He was born on February 7, 1930.
|
2004
|
5
|
0
|
Class IV:
|
|||
THOMAS B. WINMILL, ESQ. (4) – He is President, Chief Executive Officer, and General Counsel of the Fund, the Investment Manager, the other investment companies in the Investment Company Complex, and of Winmill & Co. Incorporated and its affiliates (“WCI”). He is a member of the New York State Bar and the SEC Rules Committee of the Investment Company Institute. He is the son of Bassett S. Winmill. He was born on June 25, 1959.
|
1997
|
5
|
0
|
Class V:
|
|||
BASSETT S. WINMILL(4) – He is Chairman of the Board of the Fund, the other investment company advised by the Investment Manager, and WCI. He is Chief Investment Strategist of the Investment Manager. He is a member of the New York Society of Security Analysts, the Association for Investment Management and Research, and the International Society of Financial Analysts. He is the father of Thomas B. Winmill. He was born on February 10, 1930.
|
1997
|
2
|
0
|
Additional Information (Unaudited)
|
|
GLOBAL INCOME FUND, INC. .
|
(1)
|
Directors not elected annually shall be deemed to be continuing in office until after the time at which an annual meeting is required to be held under Maryland law, the Fund’s Charter or Bylaws, the Act, or other applicable law.
|
(2)
|
The “Investment Company Complex” is comprised of the Fund, Foxby Corp., Midas Fund, Inc., Midas Perpetual Portfolio, Inc., and Midas Special Fund, Inc. Foxby Corp. is advised by the Investment Manager and the Midas Funds are advised by an affiliate of the Investment Manager.
|
(3)
|
Refers to directorships held by a director in any company with a class of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934 or any company registered as an investment company under the Act.
|
(4) |
He is an “interested person” of the Fund as defined in the Act due to his affiliation with the Investment Manager.
|
Name and Age
|
Position(s) Held with Fund, Term of Office*, Principal Occupation for the Past Five Years
|
Thomas O’Malley
Born on July 22, 1958
|
Chief Accounting Officer, Chief Financial Officer, and Vice President since 2005. He is also Chief Accounting Officer, Chief Financial Officer, and Vice President of the Investment Company Complex, the Investment Manager, and WCI. Previously, he served as Assistant Controller of Reich & Tang Asset Management, LLC, Reich & Tang Services, Inc., and Reich & Tang Distributors, Inc. He is a certified public accountant.
|
John F. Ramirez, Esq.
Born on April 29, 1977
|
Secretary, Chief Compliance Officer, and Vice President since 2005 and Associate General Counsel since 2009. He is also Secretary, Chief Compliance Officer, Associate General Counsel, and Vice President of the Investment Company Complex, the Investment Manager, and WCI. He previously served as Compliance Administrator and Assistant Secretary of the Investment Company Complex, the Investment Manager, and WCI. He is a member of the New York State Bar and the Chief Compliance Officer Committee and Compliance Advisory Committee of the Investment Company Institute.
|
|
* Officers hold their positions with the Fund until a successor has been duly elected and qualifies. Officers are generally elected annually at the December meeting of the Board of Directors. The officers were last elected on December 9, 2009.
|
GLOBAL INCOME FUND, INC.
|
|
Additional Information (Unaudited)
|
GLOBAL INCOME | ||
FUND |
|
|
11 Hanover Square | ||
New York, NY 10005 |
(a)
|
The registrant has adopted a code of ethics (the “Code”) that applies to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.
|
|
(b)
|
No information need be disclosed pursuant to this paragraph.
|
|
(c)
|
Not applicable.
|
|
(d)
|
Not applicable.
|
|
(e)
|
Not applicable.
|
|
(f)
|
The text of the Code can be viewed on the registrant’s website, www.globalincomefund.net, or a copy of the code may be obtained free of charge by calling collect 1-212-344-6310.
|
(a)
|
The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are as follows:
|
|
AUDIT FEES | ||
2009 - $19,000
|
||
2008 - $20,000
|
||
(b)
|
The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item are as follows: | |
AUDIT RELATED FEES
|
||
2009 - $1,500
|
||
2008 - $2,000
|
||
Audit-related fees include amounts reasonably related to the performance of the audit of the registrant’s financial statements, including the issuance of a report on internal controls and review of periodic reporting. | ||
(c)
|
The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning. Registrants shall describe the nature of the services comprising the fees disclosed under this category are as follows: | |
TAX FEES
|
||
2009 - $1,500
|
||
2008 - $1,500
|
||
Tax fees include amounts related to tax compliance, tax planning, and tax advice. | ||
(d)
|
The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item. Registrants shall describe the nature of the services comprising the fees disclosed under this category are as follows: | |
ALL OTHER FEES | ||
2009 - N/A
|
||
2008 - N/A
|
||
(e)
|
(1) Pursuant to the registrant’s Audit Committee Charter, the Audit Committee shall consider for pre-approval any audit and non-audit services proposed to be provided by the auditors to the registrant and any non-audit services proposed to be provided by such auditors to the registrant’s investment adviser, if the engagement relates directly to the registrant’s operations or financial reporting. In those situations when it is not convenient to obtain full Audit Committee approval, the Chairman of the Audit Committee is delegated the authority to grant pre-approvals of audit, audit-related, tax, and all other services so long as all such pre-approved decisions are reviewed with the full Audit Committee at its next scheduled meeting. Such pre-approval of non-audit services proposed to be provided by the auditors to the Fund is not necessary, however, under the following circumstances: (1) all such services do not aggregate to more than 5% of total revenues paid by the Fund to the auditor in the fiscal year in which services are provided; (2) such services were not recognized as non-audit services at the time of the engagement; and (3) such services are brought to the attention of the Audit Committee, and approved by the Audit Committee, prior to the completion of the audit.
|
|
(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) |
Not applicable.
|
|
(g)
|
The aggregate non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant were $23,000 and $22,500, respectively. | |
(h) |
The registrant’s audit committee has determined that the provision of non-audit services that were rendered by accountant to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.
|
·
|
An auditor has a financial interest in or association with the company, and is therefore not independent;
|
·
|
There is reason to believe that the independent auditor has rendered an opinion which is neither accurate nor indicative of the company’s financial position;
|
·
|
Poor accounting practices are identified that rise to a serious level of concern, such as: fraud; misapplication of GAAP; and material weaknesses identified in Section 404 disclosures; or
|
·
|
Fees for non-audit services (“Other” fees) are excessive.
|
·
|
Non-audit (“other”) fees exceed audit fees + audit-related fees + tax compliance/preparation fees
|
·
|
Board Accountability
|
·
|
Board Responsiveness
|
·
|
Director Independence
|
·
|
Director Competence
|
·
|
The board is classified, and a continuing director responsible for a problematic governance issue at the board/committee level that would warrant a withhold/against vote recommendation is not up for election -- any or all appropriate nominees (except new) may be held accountable;
|
·
|
The company’s poison pill has a “dead-hand” or “modified dead-hand” feature. Vote withhold/against every year until this feature is removed;
|
·
|
The board adopts a poison pill with a term of more than 12 months (“long-term pill”), or renews any existing pill, including any “short-term” pill (12 months or less), without shareholder approval. A commitment or policy that puts a newly-adopted pill to a binding shareholder vote may potentially offset an adverse vote recommendation. Review such companies with classified boards every year, and such companies with annually-elected boards at least once every three years, and vote AGAINST or WITHHOLD votes from all nominees if the company still maintains a non-shareholder-approved poison pill. This policy applies to all companies adopting or renewing pills after the announcement of this policy (Nov 19, 2009);
|
·
|
The board makes a material adverse change to an existing poison pill without shareholder approval.
|
·
|
The date of the pill’s adoption relative to the date of the next meeting of shareholders- i.e. whether the company had time to put the pill on ballot for shareholder ratification given the circumstances;
|
·
|
The issuer’s rationale;
|
·
|
The issuer’s governance structure and practices; and
|
·
|
The issuer’s track record of accountability to shareholders.
|
·
|
The non-audit fees paid to the auditor are excessive (see discussion under “Auditor Ratification”);
|
·
|
The company receives an adverse opinion on the company’s financial statements from its auditor; or
|
·
|
There is persuasive evidence that the audit committee entered into an inappropriate indemnification agreement with its auditor that limits the ability of the company, or its shareholders, to pursue legitimate legal recourse against the audit firm.
|
·
|
Poor accounting practices are identified that rise to a level of serious concern, such as: fraud; misapplication of GAAP; and material weaknesses identified in Section 404 disclosures. Examine the severity, breadth, chronological sequence and duration, as well as the company’s efforts at remediation or corrective actions, in determining whether WITHHOLD/AGAINST votes are warranted.
|
·
|
There is a negative correlation between chief executive pay and company performance (see Pay for Performance Policy);
|
·
|
The company reprices underwater options for stock, cash, or other consideration without prior shareholder approval, even if allowed in the firm's equity plan;
|
·
|
The company fails to submit one-time transfers of stock options to a shareholder vote;
|
·
|
The company fails to fulfill the terms of a burn rate commitment made to shareholders;
|
·
|
The company has problematic pay practices. Problematic pay practices may warrant withholding votes from the CEO and potentially the entire board as well.
|
·
|
The company’s proxy indicates that not all directors attended 75 percent of the aggregate board and committee meetings, but fails to provide the required disclosure of the names of the director(s) involved. If this information cannot be obtained, withhold from all incumbent directors;
|
·
|
The board lacks accountability and oversight, coupled with sustained poor performance relative to peers. Sustained poor performance is measured by one- and three-year total shareholder returns in the bottom half of a company’s four-digit GICS industry group (Russell 3000 companies only). Take into consideration the company’s five-year total shareholder return and five-year operational metrics. Problematic provisions include but are not limited to:
|
-
|
A classified board structure;
|
-
|
A supermajority vote requirement;
|
-
|
Majority vote standard for director elections with no carve out for contested elections;
|
-
|
The inability for shareholders to call special meetings;
|
-
|
The inability for shareholders to act by written consent;
|
-
|
A dual-class structure; and/or
|
-
|
A non-shareholder approved poison pill.
|
·
|
Material failures of governance, stewardship, or fiduciary responsibilities at the company;
|
·
|
Failure to replace management as appropriate; or
|
·
|
Egregious actions related to the director(s)’ service on other boards that raise substantial doubt about his or her ability to effectively oversee management and serve the best interests of shareholders at any company.
|
·
|
The board failed to act on a shareholder proposal that received approval by a majority of the shares outstanding the previous year (a management proposal with other than a FOR recommendation by management will not be considered as sufficient action taken);
|
·
|
The board failed to act on a shareholder proposal that received approval of the majority of shares cast for the previous two consecutive years (a management proposal with other than a FOR recommendation by management will not be considered as sufficient action taken);
|
·
|
The board failed to act on takeover offers where the majority of the shareholders tendered their shares; or
|
·
|
At the previous board election, any director received more than 50 percent withhold/against votes of the shares cast and the company has failed to address the issue(s) that caused the high withhold/against vote.
|
·
|
The inside or affiliated outside director serves on any of the three key committees: audit, compensation, or nominating;
|
·
|
The company lacks an audit, compensation, or nominating committee so that the full board functions as that committee;
|
·
|
The company lacks a formal nominating committee, even if the board attests that the independent directors fulfill the functions of such a committee; or
|
·
|
Attend less than 75 percent of the board and committee meetings without a valid excuse, such as illness, service to the nation, work on behalf of the company, or funeral obligations. If the company provides meaningful public or private disclosure explaining the director’s absences, evaluate the information on a CASE-BY-CASE basis taking into account the following factors:
|
-
|
Degree to which absences were due to an unavoidable conflict;
|
-
|
Pattern of absenteeism; and
|
-
|
Other extraordinary circumstances underlying the director’s absence;
|
·
|
Sit on more than six public company boards;
|
·
|
Are CEOs of public companies who sit on the boards of more than two public companies besides their own-- withhold only at their outside boards.
|
·
|
Long-term financial performance of the target company relative to its industry;
|
·
|
Management’s track record;
|
·
|
Background to the proxy contest;
|
·
|
Qualifications of director nominees (both slates);
|
·
|
Strategic plan of dissident slate and quality of critique against management;
|
·
|
Likelihood that the proposed goals and objectives can be achieved (both slates);
|
·
|
Stock ownership positions.
|
·
|
Designated lead director, elected by and from the independent board members with clearly delineated and comprehensive duties. (The role may alternatively reside with a presiding director, vice chairman, or rotating lead director; however the director must serve a minimum of one year in order to qualify as a lead director.) The duties should include, but are not limited to, the following:
|
-
|
presides at all meetings of the board at which the chairman is not present, including executive sessions of the independent directors;
|
-
|
serves as liaison between the chairman and the independent directors;
|
-
|
approves information sent to the board;
|
-
|
approves meeting agendas for the board;
|
-
|
approves meeting schedules to assure that there is sufficient time for discussion of all agenda items;
|
-
|
has the authority to call meetings of the independent directors;
|
-
|
if requested by major shareholders, ensures that he is available for consultation and direct communication;
|
·
|
Two-thirds independent board;
|
·
|
All independent key committees;
|
·
|
Established governance guidelines;
|
·
|
A company in the Russell 3000 universe must not have exhibited sustained poor total shareholder return (TSR) performance, defined as one- and three-year TSR in the bottom half of the company’s four-digit GICS industry group within the Russell 3000 only), unless there has been a change in the Chairman/CEO position within that time;
|
·
|
The company does not have any problematic governance or management issues, examples of which include, but are not limited to:
|
-
|
Egregious compensation practices;
|
-
|
Multiple related-party transactions or other issues putting director independence at risk;
|
-
|
Corporate and/or management scandals;
|
-
|
Excessive problematic corporate governance provisions; or
|
-
|
Flagrant board or management actions with potential or realized negative impact on shareholders.
|
·
|
The ownership threshold (NOL protective amendments generally prohibit stock ownership transfers that would result in a new 5-percent holder or increase the stock ownership percentage of an existing five-percent holder);
|
·
|
The value of the NOLs;
|
·
|
Shareholder protection mechanisms (sunset provision or commitment to cause expiration of the protective amendment upon exhaustion or expiration of the NOL);
|
·
|
The company’s existing governance structure including: board independence, existing takeover defenses, track record of responsiveness to shareholders, and any other problematic governance concerns; and
|
·
|
Any other factors that may be applicable.
|
·
|
Shareholders have approved the adoption of the plan; or
|
·
|
The board, in its exercise of its fiduciary responsibilities, determines that it is in the best interest of shareholders under the circumstances to adopt a pill without the delay in adoption that would result from seeking stockholder approval (i.e., the “fiduciary out” provision). A poison pill adopted under this fiduciary out will be put to a shareholder ratification vote within 12 months of adoption or expire. If the pill is not approved by a majority of the votes cast on this issue, the plan will immediately terminate.
|
·
|
A term of no more than three years;
|
·
|
No dead-hand, slow-hand, no-hand or similar feature that limits the ability of a future board to redeem the pill;
|
·
|
Shareholder redemption feature (qualifying offer clause); if the board refuses to redeem the pill 90 days after a qualifying offer is announced, 10 percent of the shares may call a special meeting or seek a written consent to vote on rescinding the pill.
|
·
|
The ownership threshold to transfer (NOL pills generally have a trigger slightly below 5%);
|
·
|
The value of the NOLs;
|
·
|
The term;
|
·
|
Shareholder protection mechanisms (sunset provision, or commitment to cause expiration of the pill upon exhaustion or expiration of NOLs);
|
·
|
The company’s existing governance structure including: board independence, existing takeover defenses, track record of responsiveness to shareholders, and any other problematic governance concerns; and
|
·
|
Any other factors that may be applicable.
|
·
|
Shareholders’ current right to call special meetings;
|
·
|
Minimum ownership threshold necessary to call special meetings (10% preferred);
|
·
|
The inclusion of exclusionary or prohibitive language;
|
·
|
Investor ownership structure; and
|
·
|
Shareholder support of and management’s response to previous shareholder proposals.
|
·
|
Ownership structure;
|
·
|
Quorum requirements; and
|
·
|
Supermajority vote requirements.
|
·
|
Past Board Performance:
|
o
|
The company’s use of authorized shares during the last three years;
|
o
|
One- and three-year total shareholder return; and
|
o
|
The board’s governance structure and practices;
|
·
|
The Current Request:
|
o
|
Disclosure in the proxy statement of the specific reasons for the proposed increase;
|
o
|
The dilutive impact of the request as determined through an allowable cap generated by RiskMetrics’ quantitative model, which examines the company’s need for shares and its three-year total shareholder return; and
|
o
|
Risks to shareholders of not approving the request.
|
·
|
Past Board Performance:
|
o
|
The company’s use of authorized preferred shares during the last three years;
|
o
|
One- and three-year total shareholder return; and
|
o
|
The board’s governance structure and practices;
|
·
|
The Current Request:
|
o
|
Disclosure in the proxy statement of specific reasons for the proposed increase;
|
o
|
In cases where the company has existing authorized preferred stock, the dilutive impact of the request as determined through an allowable cap generated by RiskMetrics’ quantitative model, which examines the company’s need for shares and three-year total shareholder return; and
|
o
|
Whether the shares requested are blank check preferred shares, and whether they are declawed.
|
·
|
Valuation - Is the value to be received by the target shareholders (or paid by the acquirer) reasonable? While the fairness opinion may provide an initial starting point for assessing valuation reasonableness, emphasis is placed on the offer premium, market reaction and strategic rationale.
|
·
|
Market reaction - How has the market responded to the proposed deal? A negative market reaction should cause closer scrutiny of a deal.
|
·
|
Strategic rationale - Does the deal make sense strategically? From where is the value derived? Cost and revenue synergies should not be overly aggressive or optimistic, but reasonably achievable. Management should also have a favorable track record of successful integration of historical acquisitions.
|
·
|
Negotiations and process - Were the terms of the transaction negotiated at arm's-length? Was the process fair and equitable? A fair process helps to ensure the best price for shareholders. Significant negotiation "wins" can also signify the deal makers' competency. The comprehensiveness of the sales process (e.g., full auction, partial auction, no auction) can also affect shareholder value.
|
·
|
Conflicts of interest - Are insiders benefiting from the transaction disproportionately and inappropriately as compared to non-insider shareholders? As the result of potential conflicts, the directors and officers of the company may be more likely to vote to approve a merger than if they did not hold these interests. Consider whether these interests may have influenced these directors and officers to support or recommend the merger. The change-in-control figure presented in the "RMG Transaction Summary" section of this report is an aggregate figure that can in certain cases be a misleading indicator of the true value transfer from shareholders to insiders. Where such figure appears to be excessive, analyze the underlying assumptions to determine whether a potential conflict exists.
|
·
|
Governance - Will the combined company have a better or worse governance profile than the current governance profiles of the respective parties to the transaction? If the governance profile is to change for the worse, the burden is on the company to prove that other issues (such as valuation) outweigh any deterioration in governance.
|
1.
|
Maintain appropriate pay-for-performance alignment, with emphasis on long-term shareholder value: This principle encompasses overall executive pay practices, which must be designed to attract, retain, and appropriately motivate the key employees who drive shareholder value creation over the long term. It will take into consideration, among other factors, the link between pay and performance; the mix between fixed and variable pay; performance goals; and equity-based plan costs;
|
2.
|
Avoid arrangements that risk “pay for failure”: This principle addresses the appropriateness of long or indefinite contracts, excessive severance packages, and guaranteed compensation;
|
3.
|
Maintain an independent and effective compensation committee: This principle promotes oversight of executive pay programs by directors with appropriate skills, knowledge, experience, and a sound process for compensation decision-making (e.g., including access to independent expertise and advice when needed);
|
4.
|
Provide shareholders with clear, comprehensive compensation disclosures: This principle underscores the importance of informative and timely disclosures that enable shareholders to evaluate executive pay practices fully and fairly;
|
5.
|
Avoid inappropriate pay to non-executive directors: This principle recognizes the interests of shareholders in ensuring that compensation to outside directors does not compromise their independence and ability to make appropriate judgments in overseeing managers’ pay and performance. At the market level, it may incorporate a variety of generally accepted best practices.
|
·
|
The total cost of the company’s equity plans is unreasonable;
|
·
|
The plan expressly permits the repricing of stock options/stock appreciate rights (SARs) without prior shareholder approval;
|
·
|
The CEO is a participant in the proposed equity-based compensation plan and there is a disconnect between CEO pay and the company’s performance where over 50 percent of the year-over-year increase is attributed to equity awards (see Pay-for-Performance);
|
·
|
The company’s three year burn rate exceeds the greater of 2% or the mean plus one standard deviation of its industry group;
|
·
|
Liberal Change of Control Definition: The plan provides for the acceleration of vesting of equity awards even though an actual change in control may not occur (e.g., upon shareholder approval of a transaction or the announcement of a tender offer); or
|
·
|
The plan is a vehicle for problematic pay practices.
|
·
|
There is a misalignment between CEO pay and company performance (pay for performance);
|
·
|
The company maintains problematic pay practices;
|
·
|
The board exhibits poor communication and responsiveness to shareholders.
|
·
|
Evaluation of performance metrics in short-term and long-term plans, as discussed and explained in the Compensation Discussion & Analysis (CD&A). Consider the measures, goals, and target awards reported by the company for executives’ short- and long-term incentive awards: disclosure, explanation of their alignment with the company’s business strategy, and whether goals appear to be sufficiently challenging in relation to resulting payouts;
|
·
|
Evaluation of peer group benchmarking used to set target pay or award opportunities. Consider the rationale stated by the company for constituents in its pay benchmarking peer group, as well as the benchmark targets it uses to set or validate executives’ pay (e.g., median, 75th percentile, etc.,) to ascertain whether the benchmarking process is sound or may result in pay “ratcheting” due to inappropriate peer group constituents (e.g., much larger companies) or targeting (e.g., above median); and
|
·
|
Balance of performance-based versus non-performance-based pay. Consider the ratio of performance-based (not including plain vanilla stock options) vs. non-performance-based pay elements reported for the CEO’s latest reported fiscal year compensation, especially in conjunction with concerns about other factors such as performance metrics/goals, benchmarking practices, and pay-for-performance disconnects.
|
·
|
Whether a company’s one-year and three-year total shareholder returns (“TSR”) are in the bottom half of its industry group (i.e., four-digit GICS – Global Industry Classification Group); and
|
·
|
Whether the total compensation of a CEO who has served at least two consecutive fiscal years is aligned with the company’s total shareholder return over time, including both recent and long-term periods.
|
·
|
Problematic practices related to non-performance-based compensation elements;
|
·
|
Incentives that may motivate excessive risk-taking; and
|
·
|
Options Backdating.
|
·
|
Multi-year guarantees for salary increases, non-performance based bonuses, and equity compensation;
|
·
|
Including additional years of unworked service that result in significant additional benefits, without sufficient justification, or including long-term equity awards in the pension calculation;
|
·
|
Perquisites for former and/or retired executives, and extraordinary relocation benefits (including home buyouts) for current executives;
|
·
|
Change-in-control payments exceeding 3 times base salary and target bonus; change-in-control payments without job loss or substantial diminution of duties (“Single Triggers”); new or materially amended agreements that provide for “modified single triggers” (under which an executive may voluntarily leave for any reason and still receive the change-in-control severance package); new or materially amended agreements that provide for an excise tax gross-up (including “modified gross-ups”);
|
·
|
Tax Reimbursements related to executive perquisites or other payments such as personal use of corporate aircraft, executive life insurance, bonus, etc; (see also excise tax gross-ups above)
|
·
|
Dividends or dividend equivalents paid on unvested performance shares or units;
|
·
|
Executives using company stock in hedging activities, such as “cashless” collars, forward sales, equity swaps or other similar arrangements; or
|
·
|
Repricing or replacing of underwater stock options/stock appreciation rights without prior shareholder approval (including cash buyouts and voluntary surrender/subsequent regrant of underwater options).
|
·
|
Guaranteed bonuses;
|
·
|
A single performance metric used for short- and long-term plans;
|
·
|
Lucrative severance packages;
|
·
|
High pay opportunities relative to industry peers;
|
·
|
Disproportionate supplemental pensions; or
|
·
|
Mega annual equity grants that provide unlimited upside with no downside risk.
|
·
|
Reason and motive for the options backdating issue, such as inadvertent vs. deliberate grant date changes;
|
·
|
Duration of options backdating;
|
·
|
Size of restatement due to options backdating;
|
·
|
Corrective actions taken by the board or compensation committee, such as canceling or re-pricing backdated options, the recouping of option gains on backdated grants; and
|
·
|
Adoption of a grant policy that prohibits backdating, and creates a fixed grant schedule or window period for equity grants in the future.
|
·
|
Poor disclosure practices, including:
|
-
|
Unclear explanation of how the CEO is involved in the pay setting process;
|
-
|
Retrospective performance targets and methodology not discussed;
|
-
|
Methodology for benchmarking practices and/or peer group not disclosed and explained.
|
·
|
Board’s responsiveness to investor input and engagement on compensation issues, for example:
|
-
|
Failure to respond to majority-supported shareholder proposals on executive pay topics; or
|
-
|
Failure to respond to concerns raised in connection with significant opposition to MSOP proposals.
|
·
|
Historic trading patterns--the stock price should not be so volatile that the options are likely to be back “in-the-money” over the near term;
|
·
|
Rationale for the re-pricing--was the stock price decline beyond management's control?
|
·
|
Is this a value-for-value exchange?
|
·
|
Are surrendered stock options added back to the plan reserve?
|
·
|
Option vesting--does the new option vest immediately or is there a black-out period?
|
·
|
Term of the option--the term should remain the same as that of the replaced option;
|
·
|
Exercise price--should be set at fair market or a premium to market;
|
·
|
Participants--executive officers and directors should be excluded.
|
·
|
If the company has adopted a formal recoupment bonus policy;
|
·
|
If the company has chronic restatement history or material financial problems; or
|
·
|
If the company’s policy substantially addresses the concerns raised by the proponent.
|
·
|
Whether the company has any holding period, retention ratio, or officer ownership requirements in place. These should consist of:
|
-
|
Rigorous stock ownership guidelines, or
|
-
|
A holding period requirement coupled with a significant long-term ownership requirement, or
|
-
|
A meaningful retention ratio,
|
·
|
Actual officer stock ownership and the degree to which it meets or exceeds the proponent’s suggested holding period/retention ratio or the company’s own stock ownership or retention requirements.
|
·
|
Problematic pay practices, current and past, which may promote a short-term versus a long-term focus.
|
·
|
Whether adoption of the proposal is likely to enhance or protect shareholder value;
|
·
|
Whether the information requested concerns business issues that relate to a meaningful percentage of the company's business as measured by sales, assets, and earnings;
|
·
|
The degree to which the company's stated position on the issues raised in the proposal could affect its reputation or sales, or leave it vulnerable to a boycott or selective purchasing;
|
·
|
Whether the issues presented are more appropriately/effectively dealt with through governmental or company-specific action;
|
·
|
Whether the company has already responded in some appropriate manner to the request embodied in the proposal;
|
·
|
Whether the company's analysis and voting recommendation to shareholders are persuasive;
|
·
|
What other companies have done in response to the issue addressed in the proposal;
|
·
|
Whether the proposal itself is well framed and the cost of preparing the report is reasonable;
|
·
|
Whether implementation of the proposal’s request would achieve the proposal’s objectives;
|
·
|
Whether the subject of the proposal is best left to the discretion of the board;
|
·
|
Whether the requested information is available to shareholders either from the company or from a publicly available source; and
|
·
|
Whether providing this information would reveal proprietary or confidential information that would place the company at a competitive disadvantage.
|
·
|
The gender and racial minority representation of the company’s board is reasonably inclusive in relation to companies of similar size and business; and
|
·
|
The board already reports on its nominating procedures and gender and racial minority initiatives on the board and within the company.
|
·
|
The degree of existing gender and racial minority diversity on the company’s board and among its executive officers;
|
·
|
The level of gender and racial minority representation that exists at the company’s industry peers;
|
·
|
The company’s established process for addressing gender and racial minority board representation;
|
·
|
Whether the proposal includes an overly prescriptive request to amend nominating committee charter language;
|
·
|
The independence of the company’s nominating committee;
|
·
|
The company uses an outside search firm to identify potential director nominees; and
|
·
|
Whether the company has had recent controversies, fines, or litigation regarding equal employment practices.
|
·
|
The company already provides current, publicly-available information on the impacts that GHG emissions may have on the company as well as associated company policies and procedures to address related risks and/or opportunities;
|
·
|
The company's level of disclosure is comparable to that of industry peers; and
|
·
|
There are no significant, controversies, fines, penalties, or litigation associated with the company's GHG emissions.
|
·
|
Overly prescriptive requests for the reduction in GHG emissions by specific amounts or within a specific time frame;
|
·
|
Whether company disclosure lags behind industry peers;
|
·
|
Whether the company has been the subject of recent, significant violations, fines, litigation, or controversy related to GHG emissions;
|
·
|
The feasibility of reduction of GHGs given the company’s product line and current technology and;
|
·
|
Whether the company already provides meaningful disclosure on GHG emissions from its products and operations.
|
·
|
There are no recent, significant controversies, fines or litigation regarding the company‟s political contributions or trade association spending; and
|
·
|
The company has procedures in place to ensure that employee contributions to company-sponsored political action committees (PACs) are strictly voluntary and prohibits coercion.
|
·
|
Recent significant controversy or litigation related to the company’s political contributions or governmental affairs; and
|
·
|
The public availability of a company policy on political contributions and trade association spending including information on the types of organizations supported, the business rationale for supporting these organizations, and the oversight and compliance procedures related to such expenditures of corporate assets.
|
·
|
The degree to which existing relevant policies and practices are disclosed;
|
·
|
Whether or not existing relevant policies are consistent with internationally recognized standards;
|
·
|
Whether company facilities and those of its suppliers are monitored and how;
|
·
|
Company participation in fair labor organizations or other internationally recognized human rights initiatives;
|
·
|
Scope and nature of business conducted in markets known to have higher risk of workplace labor/human rights abuse;
|
·
|
Recent, significant company controversies, fines, or litigation regarding human rights at the company or its suppliers;
|
·
|
The scope of the request; and
|
·
|
Deviation from industry sector peer company standards and practices.
|
·
|
The company already discloses similar information through existing reports or policies such as an Environment, Health, and Safety (EHS) report; a comprehensive Code of Corporate Conduct; and/or a Diversity Report; or
|
·
|
The company has formally committed to the implementation of a reporting program based on Global Reporting Initiative (GRI) guidelines or a similar standard within a specified time frame
|
Name
|
Title
|
Business Experience During Past 5 Years
|
Thomas B. Winmill
|
Chairman
|
President, Chief Executive Officer, and General Counsel of the registrant, the investment manager, the other investment companies (collectively, the “Investment Company Complex”) advised by the investment manager and its affiliates, and of Winmill & Co. Incorporated and its affiliates (“WCI”). He has served as a member of the IPC since 1990 and, as the current Chairman of the IPC, helps establish general investment guidelines.
|
Bassett S. Winmill
|
Chief Investment Strategist
|
Chairman of the Board of the registrant, the other investment company advised by the investment manager, and WCI.
|
John F. Ramírez
|
Director of Fixed Income
|
Secretary, Chief Compliance Officer, and Vice President of the registrant since 2005 and Associate General Counsel since 2009. He is also Secretary, Chief Compliance Officer, Vice President, and Associate General Counsel of the Investment Company Complex, the investment manager, and WCI. He previously served as Compliance Administrator and Assistant Secretary of the Investment Company Complex, the investment manager, and WCI.
|
Heidi Keating
|
Trading
|
Vice President of the registrant, the Investment Company Complex, the investment manager, and WCI.
|
IPC Members
|
Registered Investment Companies
|
Other Pooled Investment Vehicles
|
Other Accounts
|
|
Thomas B. Winmill
|
Number:
|
2
|
N/A
|
1
|
Assets (millions):
|
$124
|
N/A
|
$7
|
|
Bassett S. Winmill
|
Number:
|
3
|
N/A
|
N/A
|
Assets (millions):
|
$24
|
N/A
|
N/A
|
|
John F. Ramírez
|
Number:
|
1
|
N/A
|
N/A
|
Assets (millions):
|
$8
|
N/A
|
N/A
|
|
Heidi Keating
|
Number:
|
1
|
N/A
|
N/A
|
Assets (millions):
|
$8
|
N/A
|
N/A
|
(a)
|
The registrant's principal executive officer and principal financial officer have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a- 3(c) under the Investment Company Act of 1940, as amended (the "1940 Act")) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on their evaluation of the disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934.
|
(b)
|
There were no changes in the registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant's second fiscal quarter of the period covered by the report that have materially affected, or are likely to materially affect the registrant's internal control over financial reporting.
|
(a)
|
Certifications pursuant to Rule 30a-2(a) under the Investment Company Act of 1940(17 CFR 270.360a-2) attached hereto as Exhibits EX-31 and certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 attached hereto as Exhibit EX-32.
|
Global Income Fund, Inc.
|
|
|
|
March 10, 2010
|
By: /s/ Thomas B. Winmill
|
Thomas B. Winmill, President
|
|
|
|
Global Income Fund, Inc. | |
|
|
March 10, 2010 |
By: /s/ Thomas O’Malley
|
Thomas O’Malley, Chief Financial Officer
|
|
|
|
Global Income Fund, Inc. | |
|
|
March 10, 2010
|
By: /s/ Thomas B. Winmill
|
Thomas B. Winmill, President
|
|
|
|
Global Income Fund, Inc. | |
|
|
March 10, 2010 |
By: /s/ Thomas O’Malley
|
Thomas O’Malley, Chief Financial Officer
|
|
|
|