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Harvard Plays Bully on Wall Street

University uses tactics typical of hedge funds, but unusual in higher ed

Last spring, Sowood filed a statement with the Securities and Exchange Commission (SEC) on the University’s behalf, urging shareholders to support a Harvard proposal that the fund be liquidated and severed from Nomura Asset Management, its investment manager. Liquidating the fund would distribute its underlying investments to shareholders.

Harvard’s filing blasted Nomura as “ineffectual and self-serving” and contended that the fund’s performance was lackluster.

The University said it expected to pay consulting firm MacKenzie Partners $75,000 for administering the proxy solicitation.

Korea Equity Fund’s board of directors fired back, arguing that the fund had performed well and that Harvard was simply pursuing its own interests.

“Harvard’s overall investment objective is NOT to remain in closed-end funds like yours,” one filing stated. “Apparently, the only idea it has is to exit your Fund through liquidating it.”

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Harvard did win some battles in the proxy war. ISS recommended that its clients vote in favor of the University’s proposals.

But Harvard, the majority shareholder in the fund, lost the support of Nierenberg Investment Management’s D3 Family of Funds, which held the second-largest stake in the fund. In an interview with Dow Jones Newswires, the firm’s president, David Nierenberg, said that the benefit of liquidation would be small due to administrative and legal costs, as well as commissions.

The showdown between Harvard and the Korea Equity Fund came on Aug. 10 at the fund’s annual meeting at its offices in lower Manhattan. Days later, when the votes were counted, Harvard had failed to secure a majority, garnering 42 percent of the votes of outstanding shares.

But Kelleher says that non-votes were counted in management’s favor, and that among shares that were actually voted, 65 percent favored Harvard’s proposal.

For some observers, Harvard’s failure to restructure the fund comes as no surprise.

“It’s very difficult to get a liquidation measure passed by shareholders, if only because management lobbies strenuously against it,” John Waggoner, a financial columnist for USA TODAY who has studied Harvard’s investments in closed-end funds, writes in an e-mail. Waggoner notes, however, that shareholder activism, even if unsuccessful, can prod management to take action to boost a fund’s share price.

Low voter turnout is also characteristic of shareholder proposals.

“Corporate fund shareholders are notoriously apathetic,” says Cecilia L. Gondor, executive vice president at Thomas J. Herzfeld Advisors. “To get them to vote is difficult.”

Its proxy campaign having failed, Harvard sold its holdings in Korea Equity Fund for $17.1 million at the end of August.

Neil Daniele, secretary of Korea Equity Fund, declined to comment on the results of the dispute and Harvard’s sale of its shares. Harvard and Sowood do not discuss specific investment transactions, and Jack R. Meyer, the departing president of HMC, declined to comment on the University’s investment activism, citing his nearing departure. Meyer is scheduled to leave to start his own firm after Sept. 30.

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