SEC Rejects No-Action Request Regarding Omission of Shareholder Proposal
In a letter to AllianceBernstein Income Fund, Inc. (the "Fund"), the SEC refused to confirm that it would refrain from recommending enforcement action if the Fund omitted a shareholder proposal from its proxy materials. The proposal suggests that the fund conduct a self-tender, possibly leading to either the Fund's liquidation or its conversion into an open-end fund.
The SEC stated that it does not agree that the Fund may exclude the entire proposal or portions of a supporting statement under Exchange Act Rule 14a-8(i)(3). Additionally, the SEC explained, it is unable to conclude that the Fund demonstrated "objectively" that portions of the proposal are "materially false or misleading or impugn the character, integrity, or personal reputation of the Fund's directors without factual foundation in violation of Rule 14a-9."