See Notes to Financial Statements.
See Notes to Financial Statements.
See Notes to Financial Statements.
See Notes to Financial Statements.
The New Ireland Fund, Inc.
Statements of Changes in Net Assets
|
|
|
Year Ended
October 31, 2022 |
|
|
|
Year Ended
October 31, 2021 |
|
OPERATIONS: |
|
|
|
|
|
|
|
|
|
|
Net investment income/(loss) |
U.S. |
|
$ |
(609,088 |
) |
U.S. |
|
$ |
(289,944 |
) |
Net realized gain on investments and foreign currency transactions |
|
|
|
750,225 |
|
|
|
|
8,155,494 |
|
Net unrealized appreciation/(depreciation) of investments, foreign currency holdings and net other assets |
|
|
|
(15,183,561 |
) |
|
|
|
14,665,566 |
|
Net increase/(decrease) in net assets resulting from operations |
|
|
|
(15,042,424 |
) |
|
|
|
22,531,116 |
|
|
|
|
|
|
|
|
|
|
|
|
DISTRIBUTIONS TO SHAREHOLDERS FROM: |
|
|
|
|
|
|
|
|
|
|
Distributable earnings |
|
|
|
(8,276,406 |
) |
|
|
|
(1,496,636 |
) |
Total distributions |
|
|
|
(8,276,406 |
) |
|
|
|
(1,496,636 |
) |
|
|
|
|
|
|
|
|
|
|
|
CAPITAL SHARE TRANSACTIONS: |
|
|
|
|
|
|
|
|
|
|
Costs associated with tender offer (Note E) |
|
|
|
— |
|
|
|
|
(101,098 |
) |
Value of 0 and 1,213,300 shares repurchased, respectively, from shareholders in connection with a tender offer (Note E) |
|
|
|
— |
|
|
|
|
(17,932,574 |
) |
Value of 12,922 and 65,606 shares repurchased, respectively, from shareholders in connection with a share repurchase program (Note F) |
|
|
|
(163,608 |
) |
|
|
|
(693,584 |
) |
Net increase/(decrease) in net assets resulting from capital share transactions |
|
|
|
(163,608 |
) |
|
|
|
(18,727,256 |
) |
Total increase/(decrease) in net assets |
|
|
|
(23,482,438 |
) |
|
|
|
2,307,224 |
|
|
|
|
|
|
|
|
|
|
|
|
NET ASSETS: |
|
|
|
|
|
|
|
|
|
|
Beginning of year |
|
|
|
55,212,684 |
|
|
|
|
52,905,460 |
|
End of year |
U.S. |
|
$ |
31,730,246 |
|
U.S. |
|
$ |
55,212,684 |
|
See Notes to Financial Statements.
16
The New Ireland Fund, Inc.
Financial Highlights (For a Fund share outstanding throughout each year)
|
|
|
Year Ended October 31, |
|
|
|
|
2022 |
|
|
2021 |
|
|
2020 |
|
|
2019 |
|
|
2018 |
|
Operating Performance: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Asset Value, Beginning of Year |
U.S. |
|
$ |
15.17 |
|
|
$ |
10.76 |
|
|
$ |
11.09 |
|
|
$ |
11.07 |
|
|
$ |
15.56 |
|
Net Investment Income/(Loss) |
|
|
|
(0.17 |
) |
|
|
(0.09 |
) |
|
|
(0.09 |
) |
|
|
0.02 |
|
|
|
(0.03 |
) |
Net Realized and Unrealized Gain/(Loss) on Investments |
|
|
|
(3.98 |
) |
|
|
4.67 |
|
|
|
(0.25 |
) |
|
|
0.42 |
|
|
|
(2.21 |
) |
Net Increase/(Decrease) in Net Assets Resulting from Investment Operations |
|
|
|
(4.15 |
) |
|
|
4.58 |
|
|
|
(0.34 |
) |
|
|
0.44 |
|
|
|
(2.24 |
) |
Distributions to Shareholders from: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Investment Income |
|
|
|
(0.00 |
)†† |
|
|
— |
|
|
|
— |
|
|
|
(0.10 |
) |
|
|
— |
|
Net Realized Gains |
|
|
|
(2.28 |
) |
|
|
(0.31 |
) |
|
|
— |
|
|
|
(0.27 |
) |
|
|
(1.16 |
) |
Return of Capital |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(0.07 |
) |
|
|
— |
|
Total from Distributions |
|
|
|
(2.28 |
) |
|
|
(0.31 |
) |
|
|
— |
|
|
|
(0.44 |
) |
|
|
(1.16 |
) |
Anti-Dilutive/(Dilutive) Impact of Capital Share Transactions |
|
|
|
0.01 |
|
|
|
0.14 |
(a) |
|
|
0.01 |
(b) |
|
|
0.02 |
(b) |
|
|
(1.09 |
)(c) |
Net Asset Value, End of Year |
U.S. |
|
$ |
8.75 |
|
|
$ |
15.17 |
|
|
$ |
10.76 |
|
|
$ |
11.09 |
|
|
$ |
11.07 |
|
Share Price, End of Year |
U.S. |
|
$ |
8.45 |
|
|
$ |
12.55 |
|
|
$ |
7.85 |
|
|
$ |
9.06 |
|
|
$ |
9.18 |
|
Total NAV Investment Return (d) |
|
|
|
(31.48 |
)% |
|
|
44.27 |
% |
|
|
(2.98 |
)% |
|
|
5.38 |
% |
|
|
(21.54 |
)% |
Total Market Investment Return (e) |
|
|
|
(19.55 |
)% |
|
|
64.58 |
% |
|
|
(13.36 |
)% |
|
|
3.81 |
% |
|
|
(25.83 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RATIOS TO AVERAGE NET ASSETS/SUPPLEMENTAL DATA: |
Net assets, End of Year (000’s) |
U.S. |
|
$ |
31,730 |
|
|
$55,213 |
|
|
|
$ |
52,905 |
|
|
$ |
54,749 |
|
|
$ |
55,157 |
|
Ratio of Net Investment Income/(Loss) to Average Net Assets |
|
|
|
(1.59 |
)% |
|
|
(0.47 |
)% |
|
|
(0.89 |
)% |
|
|
0.20 |
% |
|
|
(0.27 |
)% |
Ratio of Operating Expenses to Average Net Assets |
|
|
|
3.07 |
% |
|
|
1.67 |
% |
|
|
1.96 |
% |
|
|
2.07 |
% |
|
|
1.98 |
% |
Portfolio Turnover Rate |
|
|
|
13 |
% |
|
|
22 |
% |
|
|
21 |
% |
|
|
19 |
% |
|
|
18 |
% |
†† |
Less than one cent per share. |
(a) |
Amount represents a $0.04 per share impact related to the Share Repurchase Program and a $0.10 per share impact related to the Tender Offer. |
(b) |
Amount represents per share impact related to the Share Repurchase Program. |
(c) |
Amount represents per share impact related to a Rights Offering, which was completed in December 2017. |
(d) |
Based on share net asset value and reinvestment of distributions at the price obtained under the Dividend Reinvestment and Cash Purchase Plan. |
(e) |
Based on share market price and reinvestment of distributions at the price obtained under the Dividend Reinvestment and Cash Purchase Plan. |
See Notes to Financial Statements.
17
The New Ireland Fund, Inc.
Notes to Financial Statements
The New Ireland Fund, Inc. (the “Fund”) was incorporated under the laws of the State of Maryland on December 14, 1989 and is registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s investment objective is long-term capital appreciation through investment primarily in equity securities of Irish companies. The Fund is designed for U.S. and other investors who wish to participate in the Irish securities markets. In order to take advantage of significant changes that have occurred in the Irish economy and to advance the Fund’s investment objective, the investment strategy has a bias towards Ireland’s growth companies.
The Fund is an investment company that follows the accounting and reporting guidance of Accounting Standards Codification Amendments to the Scope, Measurements, and Disclosure Requirements applicable to Investment Companies.
A. Significant Accounting Policies:
The following is a summary of significant accounting policies consistently followed by the Fund in the preparation of its financial statements.
Security Valuation: Securities listed on a stock exchange for which market quotations are readily available are valued at the closing prices on the date of valuation, or if no such closing prices are available, at the last bid price quoted on such day. If there are no such quotations available for the date of valuation, the last available closing price will be used. The value of securities and other assets for which no market quotations are readily available, or whose values have been materially affected by events occurring before the Fund’s pricing time but after the close of the securities’ primary markets, are valued by methods deemed to represent fair value. Short-term securities that mature in 60 days or less may be valued at amortized cost.
Fair Value Measurements: As described above, the Fund utilizes various methods to measure the fair value of most of its investments on a recurring basis. U.S. Generally Accepted Accounting Principles (“GAAP”) establishes a hierarchy that prioritizes inputs to valuation methods. The three levels of inputs are:
|
Level 1 –
|
unadjusted quoted prices in active markets for identical assets or liabilities that the Fund has the ability to access.
|
|
Level 2 –
|
observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
|
|
Level 3 –
|
unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Fund’s own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.
|
18
The New Ireland Fund, Inc.
Notes to Financial Statements (continued)
The availability of observable inputs can vary from security to security and is affected by a wide variety of factors, including, for example, the type of security, whether the security is new and not yet established in the marketplace, the liquidity of markets, and other characteristics particular to the security. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, for disclosure purposes, the level in the fair value hierarchy within which the fair value measurement falls in its entirety, is determined based on the lowest level input that is significant to the fair value measurement in its entirety.
At the end of each fiscal quarter, management evaluates the Level 2 and Level 3 assets and liabilities, if any, for changes in liquidity, including but not limited to: whether a broker is willing to execute at the quoted price, the depth and consistency of prices from third party services, and the existence of contemporaneous, observable trades in the market. Additionally, management evaluates the Level 1 and Level 2 assets and liabilities on a quarterly basis for changes in listing or delistings on national exchanges.
The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Transfers in and out of levels are recognized at market value at the end of period. The summary of inputs used to value the Fund’s net assets as of October 31, 2022 is as follows:
|
|
Total
Value at
10/31/2022 |
|
|
Level 1
Quoted
Price |
|
|
Level 2
Significant
Observable
Input |
|
|
Level 3
Significant
Unobservable
Input** |
|
Investments in Securities |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common Stocks* |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Machinery |
|
$ |
507,610 |
|
|
$ |
— |
|
|
$ |
507,610 |
|
|
$ |
— |
|
Other Industries |
|
|
30,454,973 |
|
|
|
30,454,973 |
|
|
|
— |
|
|
|
— |
|
Rights |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
Total Investments ^ |
|
$ |
30,962,583 |
|
|
$ |
30,454,973 |
|
|
$ |
507,610 |
|
|
$ |
— |
|
*
|
See Portfolio Holdings detail for country breakout.
|
**
|
The fair valued securities (Level 3) held in the Fund consisted of Amryt Revenue CVR. There was no change in value since October 31, 2022, therefore no Level 3 reconciliation table is needed.
|
^
|
Investments are disclosed individually on the Portfolio Holdings.
|
There was no change in Level 3 securities.
Dividends and Distributions to Stockholders: Distributions from net realized gains on investment transactions and net realized foreign exchange gains, if any, are declared and paid annually and are recorded on the ex-dividend date. On December 14, 2021 the Board determined that the Fund was in a position to distribute short-term capital gains, long-term capital gains and income.
19
The New Ireland Fund, Inc.
Notes to Financial Statements (continued)
Distributions are reported on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes. Differences may be permanent or temporary. Permanent differences are reclassified among capital accounts in the financial statements to reflect their tax character. Temporary differences arise when certain items of income, expense, gain or loss are recognized in different periods for financial statement and tax purposes; these differences will reverse at some point in the future. Differences in classification may also result from the treatment of short-term gain as ordinary income for tax purposes.
U.S. Federal Income Taxes: It is the Fund’s intention to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended, and distribute all of its taxable income within the prescribed time. It is also the intention of the Fund to make distributions in sufficient amounts to avoid Fund excise tax. Accordingly, no provision for U.S. federal income taxes is required.
Management has analyzed the Fund’s tax positions taken on federal income tax returns for all open tax years (October 31, 2022, 2021, 2020, and 2019), and has concluded that no provision for federal income tax is required in the Fund’s financial statements. The Fund’s federal and state income and federal excise tax return for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state departments of revenue.
For tax purposes at October 31, 2022 and October 31, 2021, the Fund distributed $920,157 and $331,005, respectively, of ordinary income. The Fund also distributed, for tax purposes at October 31, 2022 and October 31, 2021, $7,356,249 and $1,165,631, respectively, of long-term capital gains.
Permanent differences between book and tax basis reporting for the year ended October 31, 2022 have been identified and appropriately reclassified to reflect an increase in distributable earnings of $487,480 and a decrease in paid-in-capital of $487,480. Net assets were not affected by this reclassification.
Currency Translations: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars at the spot rate of such currencies against U.S. dollars by obtaining from ICE Data Services each day the current 4:00 pm New York time spot rate and future rate (the future rates are quoted in 30-day increments) on foreign currency contracts. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date on investment securities transactions, foreign currency transactions, and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amount actually received. The portion of foreign currency gains and losses related to fluctuation in exchange rates between the initial purchase trade date and subsequent sale trade date is included in realized gains and losses on security transactions.
Securities Transactions and Investment Income: Securities transactions are recorded based on their trade date. Realized gains and losses from securities sold are recorded on the identified cost basis. Dividend income is recorded on the ex-dividend date except that certain dividends from foreign securities are recorded as soon as the Fund is informed of the ex-dividend date. Withholding taxes on foreign dividends have been
20
The New Ireland Fund, Inc.
Notes to Financial Statements (continued)
provided for in accordance with the Fund’s understanding of the applicable country’s tax rules and rates. Non-cash dividends, if any, are recorded at the fair market value of the securities received. Interest income is recorded on the accrual basis. Withholding tax reclaims are filed in certain countries to recover a portion of the amounts previously withheld. The Fund records a reclaim receivable based on, among other things, a jurisdiction’s legal obligation to pay reclaims as well as payment history and market convention.
Offering Costs: Offering costs are capitalized in conjunction with the shares issued in such offering. Offering costs can also be amortized through the expiration of the offering period depending on the likelihood of the occurrence of the offering.
Use of Estimates: The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
B. Management Services:
The Fund has entered into an investment advisory agreement (the “Investment Advisory Agreement”) with KBI Global Investors (North America) Ltd. (“KBIGINA”). Under the Investment Advisory Agreement, the Fund pays a monthly fee at an annualized rate equal to 0.65% of the value of the average daily net assets of the Fund up to the first $50 million, 0.60% of the value of the average daily net assets of the Fund over $50 million and up to and including $100 million and 0.50% of the value of the average daily net assets of the Fund on amounts in excess of $100 million. In addition, KBIGINA provides investor services to existing and potential shareholders. See the effect of expenses on Statement of Operations.
The Fund has entered into an administration agreement (the “Administration Agreement”) with U.S. Bancorp Fund Services, LLC, d/b/a U.S. Bank Global Fund Services (“Fund Services”). The Fund pays Fund Services an annual fee payable monthly. See the effect of expenses on Statement of Operations.
The Fund has entered into an agreement with U.S. Bank, N.A. to serve as the custodian for the Fund’s assets. See the effect of expenses on Statement of Operations.
The Fund has entered into a transfer agency and registrar services agreement (the “Transfer Agency and Registrar Services Agreement”) with American Stock Transfer & Trust Company, LLC (“AST”) to serve as transfer agent for the Fund. See the effect of expenses on Statement of Operations.
The Fund has entered into an agreement with Vigilant Compliance, LLC for compliance services. See the effect of expenses on Statement of Operations.
C. Purchases and Sales of Securities:
The cost of purchases and proceeds from sales of securities for the year ended October 31, 2022, excluding U.S. government and short-term investments, aggregated to U.S. $4,841,838 and U.S. $14,465,617 respectively.
21
The New Ireland Fund, Inc.
Notes to Financial Statements (continued)
D. Components of Distributable Earnings:
At October 31, 2022, the components of distributable earnings on a tax basis were as follows:
Qualified Late
Year Losses Deferred |
Undistributed
Ordinary Income |
Undistributed
Long-Term Gains |
Net Unrealized
Appreciation |
Net Unrealized
Depreciation on
Foreign Currency |
$428,309 |
$— |
$726,266 |
$6,233,117 |
$(11,602) |
As of October 31, 2022, the Fund had no capital loss carryforwards.
Under the Regulated Investment Company Modernization Act of 2010, net capital losses (those earned in taxable years beginning after December 22, 2010) may be carried forward indefinitely and must retain the character of the original loss.
At October 31, 2022, certain Funds deferred, on a tax basis, ordinary Late-Year losses. These losses are deemed to arise on November 1, 2022.
The aggregate cost of investments and the composition of unrealized appreciation and depreciation on investments and appreciation, on assets and liabilities in foreign currencies on a tax basis as of October 31, 2022, were as follows:
Total Cost of
Investments |
Gross
Unrealized
Appreciation
on Investments |
Gross
Unrealized
Depreciation on
Investments |
Net Unrealized
Appreciation
on Investments |
$24,729,466 |
$8,758,659 |
$2,525,542 |
$6,233,117 |
E. Common Stock
For the year ended October 31, 2022, the Fund did not issue or redeem any shares. For the year ended October 31, 2021, the Fund redeemed 1,213,300 shares in connection with a Tender Offer on May 14, 2021.
F. Share Repurchase Program:
In accordance with Section 23(c) of the 1940 Act, the Fund hereby gives notice that it may from time to time repurchase shares of the Fund in the open market at the option of the Board of Directors and upon such terms as the Directors shall determine.
For the year ended October 31, 2022, the Fund repurchased 12,922 (0.36% of the shares outstanding at October 31, 2022) of its shares for a total cost of $163,608 at an average discount of 10% of net asset value. For the year ended October 31, 2021, the Fund repurchased 65,606 (1.80% of the shares outstanding at October 31, 2021) of its shares for a total cost of $693,584 at an average discount of 20% of net asset value.
22
The New Ireland Fund, Inc.
Notes to Financial Statements (continued)
G. Market Concentration:
Because the Fund concentrates its investments in securities of Irish Companies, its portfolio may be subject to special risks and considerations typically not associated with investing in a broader range of domestic securities. In addition, the Fund is more susceptible to factors adversely affecting the Irish economy than a comparable fund not concentrated in these issuers to the same extent.
H. Risk Factors:
Investing in the Fund may involve certain risks including, but not limited to, those described below.
The prices of securities held by the Fund may decline in response to certain events, including those directly involving the companies whose securities are owned by the Fund; conditions affecting the general economy; overall market changes; local, regional or global political, social or economic instability; and currency, interest rate and commodity price fluctuations. The growth-oriented, equity-type securities generally purchased by the Fund may involve large price swings and potential for loss.
Investments in securities issued by entities based outside the Unites States may also be affected by currency controls; different accounting, auditing, financial reporting, and legal standards and practices; expropriation; changes in tax policy; greater market volatility; differing securities market structures; higher transactions costs; and various administrative difficulties, such as delays in clearing and settling portfolio transactions or in receiving payment of dividends. These risks may be heightened in connection with investments in developing countries.
The Fund faces risks associated with the potential uncertainty and consequences that may follow Brexit, including with respect to volatility in exchange rates and interest rates.
The COVID-19 pandemic disrupted economic markets and the prolonged economic impact is uncertain. The operational and financial performance of the issuers of securities in which the Fund invests depends on future developments, including the duration and spread of the outbreak, and such uncertainty may in turn impact the value of the Fund’s investments.
On February 24, 2022, Russia launched an invasion of Ukraine, following rising tensions over the buildup of Russian troops along the Ukrainian border and joint military exercises by Russia with Belarus. In response to the invasion, many countries, including the U.S., imposed economic sanctions on Russian governmental institutions, Russian entities, and Russian individuals, which have had a negative impact on the Russian economy, and the Russian currency, and on investments having exposure to Russia, Belarus and Ukraine. The conflict also had a significant effect on the investments outside the region. The duration and extent of the military conflict with Russia and the related sanctions cannot be predicted at this time.
23
The New Ireland Fund, Inc.
Notes to Financial Statements (continued)
I. Other Matters:
On October 26, 2022, the Fund announced that the Board of Directors of the Fund adopted a proposal to liquidate and dissolve the Fund pursuant to a Plan of Liquidation. Subject to stockholder approval of the plan on liquidation adopted by the Board, the Fund plans to sell its assets, discharge its liabilities and distribute the net proceeds to stockholders. Proxy materials relating to the proposal were mailed to stockholders on or about November 14, 2022 and the special meeting of stockholders to consider the proposal will be held on January 5, 2023.
J. Subsequent Event:
Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued, and has determined that there was the following subsequent event:
On December 13, 2022, the Fund declared an annual distribution in the amount of $0.2003 per share consisting of long term capital gains. The distributions will be paid on December 30, 2022 to stockholders of record on December 23, 2022.
24
The New Ireland Fund, Inc.
Report Of Independent Registered Public Accounting Firm
To the Shareholders and Board of Directors
of The New Ireland Fund, Inc.
Opinion on the Financial Statements
We have audited the accompanying statement of assets and liabilities of The New Ireland Fund, Inc. (the “Fund”), including the portfolio holdings, as of October 31, 2022, the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of October 31, 2022, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We have served as the Fund’s auditor since 2007.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial
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The New Ireland Fund, Inc.
Report Of Independent Registered Public Accounting Firm (continued)
statements. Our procedures included confirmation of securities owned as of October 31, 2022 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.
TAIT, WELLER & BAKER LLP
Philadelphia, Pennsylvania
December 22, 2022
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Additional Information (unaudited)
Dividend Reinvestment and Cash Purchase Plan
Pursuant to the Dividend Reinvestment and Cash Purchase Plan (the “Plan”) approved by the Fund’s Board of Directors (the “Directors”), each shareholder will be deemed to have elected, unless American Stock Transfer & Trust Company LLC (the “Plan Agent”) is instructed otherwise by the shareholder in writing, to have all distributions automatically reinvested by the Plan Agent in Fund shares pursuant to the Plan. Distributions with respect to Fund shares registered in the name of a broker-dealer or other nominee (i.e., in “street name”) will be reinvested by the broker or nominee in additional Fund shares under the Plan, unless the service is not provided by the broker or nominee or the shareholder elects to receive distributions in cash. Investors who own Fund shares registered in street names may not be able to transfer those shares to another broker-dealer and continue to participate in the Plan. These shareholders should consult their broker-dealer for details. Shareholders who do not participate in the Plan will receive all distributions in cash paid by check in U.S. dollars mailed directly to the shareholder by the Plan Agent, as paying agent. Shareholders who do not wish to have distributions automatically reinvested should notify the Fund, in care of the Plan Agent for The New Ireland Fund, Inc.
The Plan Agent will serve as agent for the shareholders in administering the Plan. If the Directors of the Fund declare an income dividend or a capital gains distribution payable either in the Fund’s common stock or in cash, as shareholders may have elected, non-participants in the Plan will receive cash and participants in the Plan will receive common stock to be issued by the Fund. If the market price per share on the valuation date equals or exceeds net asset value per share on that date, the Fund will issue new shares to participants at net asset value or, if the net asset value is less than 95% of the market price on the valuation date, then at 95% of the market price. The valuation date will be the dividend or distribution payment date or, if that date is not a trading day on the New York Stock Exchange, Inc. (“NYSE”), the next preceding trading day. If the net asset value exceeds the market price of Fund shares at such time, participants in the Plan will be deemed to have elected to receive shares of stock from the Fund, valued at market price on the valuation date. If the Fund should declare a dividend or capital gains distribution payable only in cash, the Plan Agent as agent for the participants, will buy Fund shares in the open market, on the NYSE or elsewhere, with the cash in respect of such dividend or distribution, for the participants’ account on, or shortly after, the payment date.
Participants in the Plan have the option of making additional cash payments to the Plan Agent, monthly, in any amount from U.S. $100 to U.S. $3,000, for investment in the Fund’s common stock. The Plan Agent will use all funds received from participants to purchase Fund shares in the open market, at the prevailing market price, on the 15th of each month or the next business day shares are traded if the 15th is a Saturday, Sunday or holiday. Voluntary cash payments must be received by the Plan Agent at least two business days prior to such investment date. To avoid unnecessary cash accumulations and to allow ample time for receipt and processing of voluntary cash payments to the participant’s account, it is suggested that the participants send in voluntary cash payments to be received by the Plan Agent ten days prior to the investment date.
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Additional Information (unaudited) (continued)
Interest will not be paid on any uninvested cash payments. A participant may withdraw a voluntary cash payment by written notice, if the notice is received by the Plan Agent not less than forty-eight hours before such payment is to be invested.
The Plan Agent maintains all shareholder accounts in the Plan and furnishes written confirmations of all transactions in the account, including information needed by shareholders for personal and U.S. federal tax records. Shares in the account of each Plan participant will be held by the Plan Agent in non-certificated form in the name of the participant, and each shareholder’s proxy will include those shares purchased pursuant to the Plan.
In the case of shareholders such as banks, brokers or nominees who hold shares for beneficial owners, the Plan Agent will administer the Plan on the basis of the number of shares certified from time to time by the shareholder as representing the total amount registered in the shareholder’s name and held for the account of beneficial owners who are participating in the Plan.
There is no charge to participants for reinvesting dividends or capital gains distributions. The Plan Agent’s fee for the handling of the reinvestment of dividends and distributions will be paid by the Fund. However, each participant’s account will be charged a pro rata share of brokerage commissions incurred with respect to the Plan Agent’s open market purchases in connection with the reinvestment of dividends or capital gains distributions. A participant will also pay brokerage commissions incurred in purchases in connection with the reinvestment of dividends or capital gains distributions. A participant will also pay brokerage commissions incurred in purchases from voluntary cash payments made by the participant and a transaction fee of $2.50 (which will be deducted from the participant’s voluntary cash payment investment). Brokerage charges for purchasing small amounts of stock of individual accounts through the Plan are expected to be less than the usual brokerage charges for such transactions, because the Plan Agent will be purchasing stock for all participants in blocks and prorating the lower commission thus attainable.
Participants may sell some or all their shares. This can be done either online at www.amstock.com, via telephone, toll free, at 1-800-243-4353 or by submitting the transaction request form at the bottom of the participant’s statement. Requests received either via the Internet or telephone by 4:00 pm, Eastern time, or via the mail by 12:00 pm, Eastern time, will generally be sold the next business day shares are traded. There is a transaction fee of $15 and $0.10 per share commission on sales of shares.
Neither the Fund nor the Plan Agent will provide any advice, make any recommendations, or offer any opinion with respect to whether or not you should purchase or sell shares or otherwise participate under the Plan. You must make independent investment decisions based on your own judgment and research. The shares held in Plan accounts are not subject to protection under the Securities Investor Protection Act of 1970.
Neither the Fund nor the Plan Agent will be liable for any act performed in good faith or for any good faith omission to act or failure to act, including, without limitation, any claim of liability (i) arising out of failure to terminate a participant’s account, sell stock held in the Plan, deposit certificates or direct registration shares, invest voluntary
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Additional Information (unaudited) (continued)
cash payments or dividends; or (ii) with respect to the prices at which stock is purchased or sold for the participant’s account and the time such purchases or sales are made. Without limiting the foregoing, the Plan Agent will not be liable for any claim made more than 30 days after any instruction to buy or sell stock was given to the Plan Agent.
The automatic reinvestment of dividends and distributions will not relieve participants of any U.S. Federal income tax which may be payable on such dividends or distributions.
Experience under the Plan may indicate that changes are desirable. Accordingly, the Fund reserves the right to amend or terminate the Plan as applied to any voluntary cash payment made and any dividend or distribution paid subsequent to notice of the change sent to all shareholders at least thirty days before the record date for such dividend or distribution. The Plan also may be amended or terminated by the Plan Agent with at least thirty days written notice to all shareholders. All correspondence concerning the Plan should be directed to the Plan Agent for The New Ireland Fund, Inc. in care of American Stock Transfer & Trust Company LLC, P.O. Box 922, Wall Street Station, New York, New York, 10269-0560, telephone number (718) 921-8265.
Meeting of Shareholders
On June 14, 2022 the Fund held its Annual Meeting of Shareholders. The following director nominees received the following votes: David Dempsey 1,311,430 For; 79,846 Abstaining; and Paul Kazarian 623,918 For; 26,731 Abstaining. David Dempsey was elected as a Director of the Fund. Sean Hawkshaw, Michael Pignataro and Eleanor Hoagland continue to serve in their capacities as Directors of the Fund.
Fund’s Privacy Policy
The New Ireland Fund, Inc. appreciates the privacy concerns and expectations of its registered shareholders and safeguarding their nonpublic personal information (“Information”) is of great importance to the Fund. The Fund collects Information pertaining to its registered shareholders, including matters such as name, address, phone number, tax I.D. number, Social Security number and instructions regarding the Fund’s Dividend Reinvestment Plan. The Information is collected from the following sources:
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Directly from the registered shareholder through data provided on applications or other forms and through account inquiries by mail, telephone or e-mail.
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From the registered shareholder’s broker as the shares are initially transferred into registered form.
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Fund will not disclose the Information about registered shareholders who are individuals, except as permitted by law and for its everyday business purposes. Such disclosures may be made to the Fund’s affiliates such as its investment manager, and with nonaffiliated third parties to process your transactions, maintain your account(s), respond to court orders and legal investigations. Nonaffiliated third parties the Fund can share with may include its accountants, attorneys, transfer agents, custodians and broker-dealers.
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Additional Information (unaudited) (continued)
The Fund may also disclose your Information to its affiliates for marketing purposes, such as to offer the Fund’s products and services to you. Further, the Fund may also disclose your Information as described above to nonaffiliated third parties that perform marketing services on the Fund’s behalf. The Fund does not engage in joint marketing.
To protect this Information, the Fund permits access only by authorized employees who need access to that Information in order to perform their jobs. The Fund uses security measures that comply with applicable law. These measures include computer safeguards and secured files and buildings.
The Fund’s privacy policy applies only to its individual registered shareholders. If you are the record holder of shares of the Fund through a third-party broker, bank or other financial institution, that institution’s privacy policies will apply to you and the Fund’s privacy policy will not.
If you have any questions, please call the Fund’s transfer agent at 1-877-295-6932.
Dated June 15, 2021
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Additional Information (unaudited) (continued)
Portfolio Information
The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q or Part F of Form N-PORT. The filings are available (1) by calling 1-800-468-6475 or by emailing investor.query@newirelandfund.com; (2) on the Fund’s website located at http://www.newirelandfund.com; (3) on the SEC’s website at http://www.sec.gov.
Proxy Voting Information
A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities held by the Fund is available, without charge and upon request, by calling 1-800-468-6475 or by emailing investor.query@newirelandfund.com. This information is also available from the EDGAR database or the SEC’s website at http://www.sec.gov. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available, without charge and upon request, by calling 1-800-468-6475 or by emailing investor.query@newirelandfund.com, and at http://www.sec.gov.