There is a very simple explanation on why most CEFs trade at a discount. If you assemble an investment portfolio yourself, the returns are all yours. But if you hire a fund manager to manage the same portfolio, you pay him a profit share off the top. So a theoretical returns of say 7.5% p.a. becomes 6% after a 1.5% management fee, your theoretical value of the portfolio after fees becomes 6/7.5 or a 20% discount. The easiest way to overcome the discount is for the manager to then produce an alpha of 1.5% to cancel the drag of his fee on the portfolio valuation.

@sensemaker Please read back on what I wrote about the possibility of liquidating the fund. Dream on!

There is always the option of keeping the bought back shares as treasury shares instead of cancelling them. Accounting wise, AUM then includes these shares, so AUM is not affected.

@ZhugeLiang88 Let me do the maths for you, in case some still don't understand it. Since the maximum buyback allowed is 10% of the outstanding shares, sell 10% of the existing share portfolio and buy back 10% own shares at say a 25% discount, the effective portfolio has not changed, but the cash would have increased, instead of decreased.

Sure, if the share price ever goes back to parity, COL will be long gone already, win win for every one.

Haha, why some company directors resign for health reason. Being one can be bad for one's financial health. https://www.straitstimes.com/business/directors-in-breach-of-fiduciary-duties-can-face-severe-liabilities

@Integrity You mean something like this? https://www.dropbox.com/scl/fi/av6ts3njg607yxqmyjc8a/OUS-1990-news-cutting.pdf?rlkey=wdzqbxk4mqhjhaqthi5rzn0l1&dl=0 Been there, done that, and OUS is history already.

Under the notice/announcement on a director's resignation to Bursa, there are these two other check boxes to be filled: "Details of any disagreement that
he/she has with the Board of
Directors
Whether there are any matters
that need to be brought to the
attention of shareholders" These are not there for show only, as ticking no indicate that the director is in agreement with the rest of the Board and there are no matters that need to be brought to the attention of the shareholders during their tenure for the record. That is why the ex Chairman needed an amendment to his resignation notice for the record, from "No" to "yes" for the first question.

I was the one who dug this up earlier while doing my due diligence.

@observatory Thanks for reminding me. Forgot that the iCap brand belongs to CDAM, not transferrable if it is no longer the fund manager.

@observatory Maybe you should add some goodwill value to the Fan Club as some sort of brand loyalty. How many other listed companies out there has one?

They sold because they feared that once COL takes control of the company and slaughters the goose that lays the golden eggs, it will be too late already, haha. In their mind, the company is now under siege from all sides, the big majority of supporting votes at AGM notwithstanding. Maybe like what the Israelis are saying, Hamas are digging tunnels under their feet, so they must be destroyed at all cost.

A license holder caught manipulating the market can lose his license, so if there is evidence of such activities, please report them to the authorities, both local and or foreign.

In stock market trading manipulations, usually some kind of underhand tactics are involved, like using various nominee accounts to hide the true identity of the buyers and sellers working in an coordinated fashion. The Aussie professors did not present any evidence that this was happening, other than showing the trades of COL, which are all immediately declared according to listing requirements in a fully transparent manner. The whole market knows whether they are selling or buying and can act accordingly. So if sellers sell with their eyes wide open knowing that COL is buying on the other side, that is willing buyer willing seller, not price manipulation. To accuse a professional fund manager of market manipulation is a very serious matter, don't play play.

@FastMoney Thanks for busting the myth that COL's buying caused the discount to widen when your chart clearly showed the opposite effect. During the injunction period, without COL's buying, the discount widened to 40%, and when buying resumed, it quickly went back up again. COL's MO is to collect CEF's at deep discount, so the deeper the merrier, as they have deep pockets for such bargains. The proper question to ask is why are shareholders bailing out at such cheap levels, instead of trying to pin it on some imaginary bogey man.

A rational shareholder buys at a discount and sells at a premium, an irrational shareholder does the opposite, buys at a premium and sells at a discount. For the greater part of its listing life, the share has been trading at a discount, go figure. Rational or irrational?

@FastMoney When you are sick and you don't take your medication, how to get well? Same for the price discount, there are ways to address the discount problem and you choose to ignore them, how not to stay discounted? And then you accuse the people who suggested you do something as being destructive. Now the discount may be secondary for management compared to the foreign shareholding limit litigation.

In case people ask, these are legitimate and accepted ways to manage the price discounts as published in iCap's prospectus. If these are now considered destructive for the company, why print it in the first place, as it can be considered misrepresentation? https://www.dropbox.com/scl/fi/fn4ajoxeuceukicni72j3/iCap-prospectus-managing-discount.pdf?rlkey=vwuenek9ns6ejtnh9ry3gmv6j&dl=0

@FastMoney I won't say PNB welcomed me with open arms, but at least, with professional courtesy. When I first presented the proposed liquidation resolution to them supported by 10% shareholders, they said, sorry, they are organised as a trust, not a company, so governed by the trust deed, not the Companies Act, and the trust deed's requirement is just 50 shareholders to propose a resolution, not the standard 10% shareholdings. So I wasted more than a year collecting the shares quietly when all I needed was to round up 50 names. Lesson learned, first thing, read the company's M&A first for any booby traps. After that, things went smoothly, they even drafted the meeting chairman's speech for me and made me chair the EGM. PNB was targeted because under the old property trusts regime, before they became REITs, shareholders linked to the trust manager cannot vote under SC rules. So even though they have more shares than my group, it did not matter. But I have to take my hat to them, because under the trust deed, there was a minimum quorum of 20% of shareholders for general meetings, and surprise surprise, less than 20% outside shareholders turned up, so the meeting would have failed if PNB did not sign in the attendance list to make up the numbers, even though they cannot vote and it is their fund that was being liquidated. But PNB was looking at it more as a shareholder than a fund manager. Instead of having it marked to market at 50% discount, they can realise full value for their various unit trusts that are the shareholders. But most of all, it saved PNB the embarrassment of having to admit failure and wind up its own fund, unlike the Singapore CEFs where the banks themselves proposed the liquidation, not outside shareholders.

@FastMoney, A shareholder activist can either wear it like be a badge of honour, or like a bulls eye on the back for people to shoot at. Overall, it is the results that count, and I am OK with the results so far. Like iCap being the only CEF in the country, I am the only minority shareholder who convinced PNB to liquidate a public listed property trust and made shareholders whole instead of suffering chronic discount. In Singapore, I won't dare to claim the credit, but at least I threw the first stone at the CEF's there that led to their ultimate demise. For all these, I got equal billing with a multi billion fund manager, not bad for a one man show.

@Patient Investor If people don't make noise here, you think you will get your dividend policy today? There is no free lunch in this world. You have to fight for it. But whatever goodwill created, blew it with the foreign shareholding limit. Management woke up one fine morning and discovered they have this prescribed limit that can keep the foreigners at bay, after being blissfully ignorant of its existence all this while. What other hidden gems in the company's closet can they find next? A clause in the constitution that says members can only sell their shares after at least 10 years of ownership, or above a certain price discount? After all, it is stated in the company's prospectus that it is for long term investors who want to compound capital gains, so fast money types are not welcome. But COL has been around for more than 10 years!

If people want to think that the introduction of the new fangled dividend policy is out of the kindness of management's heart, that's no skin off my back. It is not like after so many years with just two special dividends, management woke up one morning and decided that maybe a dividend policy is a good thing for shareholders and became proactive. As to why I buy iCap, if I can make 40% returns within 6 months, why not? Like they say, no difference between black cat and white cat, as long as it can catch the mouse, I don't discriminate between long term and short term profits. Profit is profit, money I can bank in, not money I can see but cannot touch.

One after another, the Singaporean CEF's all went into members voluntary liquidation. Proactive management? To the big banks, the fee income from managing the CEF's are rounding errors on their P&L, better to have happy sharehlders than grumpy ones.

https://www.dropbox.com/scl/fi/av6ts3njg607yxqmyjc8a/OUS-1990-news-cutting.pdf?rlkey=wdzqbxk4mqhjhaqthi5rzn0l1&dl=0 Read the date of this news article. iCap was not even around then.

"anyone knows what Pegge and Lo action in Amanah Millenia Fund and Amanah Harta Tanah PNB2?" Please read the Star rebuttal posted by FastMoney earlier on this. Don't just shoot from the hip without checking your facts first. All these are matters of public record, nothing to hide.

@observatory The mandate to CDAM as fund manager and TTB as designated person is confined to management of the portfolio. Corporate governance matters remain with the BoD and not outsourced to any one else, so any matters outside of portfolio management is front and center, the BoD's responsibility. To obtain a foreign listing, be it for iCap itself, or a new fund under iCap, has to be the decision of the BoD, after informing and getting approval from the shareholders, as per listing rules on significant diversion from existing operations. Failing to do so would render the exercise an infringement on the rules, for which the buck stops with the board. Next is the injunction against COL. Did members of the board obtain obtain proper legal advice on the cause of action, which was decided against the fund on the date of the appeal hearing itself, such an open and shut case, or they just went along with whoever suggested this? The same thing is going to happen with the foreign shareholding limit, is it the board's decision to proclaim such a limit, after satisfying themselves that they are on solid grounds? Directors have the fiduciary duty to act in the best interest of the company at all times.

This is affirmative bias in action, you already formed your own conclusion, so you try to make the numbers fit your theory.

@Patient Investor, please read the announcements properly. It says 12% of the votes cast, not 12% of the shares outstanding! If shareholders turnout is only 84 million, the 12% votes cast is around 10 million shares. At that point of time, Laxey has about 9.6 million shares and COL has 9.3 million shares. Kiddies maths, only one of these two blocks of shares voted.

The AGM in 2012 was the only year with outside people standing for election as directors, and if COL did not support them, and did not propose any candidates itself over all these years, the hoax that it is trying to take over the fund is pure fear mongering. One cannot take over a fund simply by not voting for certain directors. Thanks to Patient Investor for bring this up after all these years, the voting record of COL.

At the 2012 AGM, COL did not vote for Andrew Pegge's election to the Board, so this proved that they are not parties in concert, contrary to what management had alleged.

A public listed company cannot blew a year's profits with only a footnote in the accounts, and yet, the faithful shareholders carried on business as usual, not a squeak from them.

And mentioning it in passing is not seeking approval. And it is public information that needs to be posted on Bursa, not just in closed door meetings or newsletter. The reporting requirements for a public listed company are onerous, infringements can lead to public reprimands and fines for the BoD.

@Patient Investor. The then chairman of the board of directors and another director resigned just before the dual listing expenses were paid, with the former citing differences in opinion. Why don't you ask them as well why they resigned and the timing? Is it over the payment?

In law, if you need to prove something that exists, all you need is to produce it as evidence. If you cannot, then you have to resort to all kinds of spin to explain why it should have been there but isn't. So for the dual listing expenses, if there is no evidence of shareholders' approval, you have only 1 justification, that it is not required, then you end up facing all the rules and regulations, not just one, but both Bursa and SC that say it does. So it is between a rock and a hard place.

I don't hold a SC license, so even if I posted rubbish, no law against it, but if a license holder does it, may lose his license, so don't play play. I did hold a license before, so I tend to still follow the same requirements with my posts, as credibility is important in a public forum that may have professional readers well versed in the subject matters. Besides, I also have my School's reputation to protect, less it gets condemned for teaching me rubbish.

And while he is doing the searches, look for the clauses on individual shareholders and foreign shareholders limit in the constitution. I have earlier posted the link to it, no need to spend money to buy one.

If Patient Investor independently cannot find evidence of shareholders' approval for the dual listing exercise, what will be his position then, that such approval is not required, or payment was made without approval?

@Patient Investor As FastMoney posted "At that point of time, Laxey has about 9.6 million shares and COL has 9.3 million shares." If COL had voted along with Laxey, the total shares would have exceeded 12%, kindee maths. So it is obvious that COL did not vote. What more proof you need? What would be more interesting is whether you found shareholders' approval for the dual listed fund after you went back all the way to 2012, when this was first announced by CDAM that they got SC approval for it. It was SC's approval for CDAM, not iCap. How did this baby 's expenses ended up being the latter's, without any formal announcement to shareholders that such a project is ongoing by iCap? It is like a baby born out of wedlock. Like my lawyer friend advised me when I first got involved with litigation, don't go to court with unclean hands. They will come back and haunt you.

Does anyone else here recall shareholders voting to approve/support the dual listing exercise? Or even be aware of its existence in the first place? That's 6.6 million, not some loose change in the P&L.

On the current foreign limit litigation, why was this not raised in the earlier injunction case against COL, which went through the SC, High Court and Court of Appeal? All the highly paid lawyers missed out this clause in the books all this while and only discovered it recently? You don't need to be a lawyer to ask such a simple question.

COL's performance as a fund manager is only of concern to its investors, and has nothing to do with iCap shareholders, because it is not running iCap. But iCap's performance is of concern to COL as a significant shareholder, that's the difference here. iCap shareholders cannot attend COL AGM and ask questions unless they buy some shares there first. Maybe COL is already under more pressure from its own investors over the failure of its investments in iCap to generate the expected returns.

Imagine someone presented a bill for 6.6 million and the BOD just signed the cheque for payment. Who authorised it in the first place, were shareholders informed via Bursa announcements, or approved it as required under the M&A/constitution for any changes in the original listing objectives? This is not buying some foreign shares, which was previously rejected by shareholders via special resolution vote, but listing an entire new fund or the fund itself on some unnamed foreign exchange. Asking such questions is trying to wreck the company? But someone has to do it. Good corporate governance requires check and balance and if COL feels that the board is no doing a proper job, it is well within their rights to vote against their election.

@CharlesT for 2020, besides paying 6.6 million in fees, the company also had to bear the expenses for the ill conceived dual listing exercise, with nothing to show for it, and knowing nothing about it all those years.

Managing price discount is an important part of the fund manager's mandate. How has iCap performed in this when at around 40% discount, stood out as one of the cheapest CEF in the world? Wear it as a badge of honour? Why keep asking why is COL still buying when the other side of the equation is why are retail investors selling and leaving so much value on the table? Is it because they lost faith in management or COL points a gun at them and force them to sell? In the earlier injunction against COL, the company blew a reported 800K legal cost to get the answer to the simple question of where is COL's name in the share register? This round for the foreign shareholding limit, it will be equally expensive to settle the question of where is the prescribed limit in the constitution? Except this time, other than the legal costs, there will be other non-financial consequences for the board of directors to bear if they lose the case. I am keeping my ring side seat to watch this side show.

https://www.dropbox.com/s/7dr5u9efqven4x3/Harimau%20liquidation.pdf?dl=0 https://www.dropbox.com/scl/fi/lzumxlkwc13udqyhj6xwx/GSI-voluntary-liquidation.pdf?rlkey=g3oc7i9kp1rjjv2krrfy35hph&dl=0

There were 4 major bank managed CEF's in Singapore, later reduced to 3 following the merger of OUB with UOB, All of them went into members voluntary liquidation, not by shareholders activism, but proposed by their controlling shareholders, the banks themselves. The only other CEF in Malaysia, Amanah Small Cap Fund, was liquidated following a mandated vote on its continuation by members, not by any special shareholders proposal to liquidate. As to why COL continues to buy, essentially to arbitrage on the deep discount, which is their primary investment strategy. As for their 'destructive' voting, it is on public record here https://citlon.com/wp-content/uploads/2023/04/AnnualStewardshipReport3-23.pdf. iCap has not been specifically targeted, just part of their overall approach to tackling the discount problem common with all CEF's.

I did not track the individual trades of COL in the past, only tallied up their positions at the end of the financial years as shown in the annual reports, which showed they were net buyers. Only after the injunction was lifted did I track the daily trades. As to why are they still buying, I have no idea, because they are supposed to be passive investors. What we now have is a Mexican standoff situation, both sides cannot get rid of the other, should be fun to watch.

@Patient Investor. My photo was flashed on the screen during the 2022 AGM. In case you are not aware, one of Bursa's staff in the regulatory department was attacked with acid in the past.

My aim is to educate the retail investor on the conventional wisdom of investment management. For example, the novel dividend policy with DRIP may not a magic bullet that will fix the price discount problem, and now that it has been fired already, what is the result?

@Patient Investor Haha, instead of driving away retail investor, I fear for my life attending the AGM, when my photo and my name got flashed on the big screen and identified as enemy of the state. I am sure those who attended the past 2 AGM know what I am talking about.