Closed-End Funds Administered by Legg Mason Partners Fund Advisor, LLC Announce Adoption of Control Share Acquisition Bylaw Provision and/or Other Bylaw Amendments
Each Fund announced today that it has, by resolution unanimously adopted by the Board of Trustees/Directors (the “Board”), amended and restated the bylaws of each Fund (the “Bylaws”), effective November 2, 2020.
The Bylaws of each of Western Asset Inflation-Linked Income Fund, Western Asset Inflation-Linked Opportunities & Income Fund, and Western Asset Premier Bond Fund now include provisions (collectively, the “Control Share Acquisition Amendment”) pursuant to which, in summary, a shareholder who obtains beneficial ownership of Fund shares in a “Control Share Acquisition” may exercise voting rights with respect to such shares generally only to the extent the authorization of such voting rights is approved by other shareholders of the Fund.
The Control Share Acquisition Amendment provides that any person who acquires beneficial ownership of shares in a Control Share Acquisition (“acquiring person”) will not be entitled to vote such shares unless the other shareholders of such Fund authorize those voting rights at a meeting of shareholders by a vote of a majority of the votes entitled to vote generally in the election of Board members, excluding the acquiring person and any other holders of “interested shares” as defined in the Bylaws. Generally, a Control Share Acquisition occurs when an acquiring person obtains beneficial ownership of shares (in summary, direct or indirect sole or shared power to dispose of the shares or vote the shares) that, when aggregated with shares already beneficially owned by the acquiring person, would, but for the Control Share Acquisition Amendment, entitle such acquiring person to vote or direct the voting of shares having voting power in the election of Board members within any of four ranges: one-tenth or more but less than one-fifth, one-fifth or more but less than one-third, one-third or more but less than a majority, or a majority of all voting power. Persons acting in concert and affiliates are generally treated as a single acquiring person as further detailed in the Control Share Acquisition Amendment.
The Control Share Acquisition Amendment is intended to protect the interests of the Fund and its shareholders by limiting the risk that the Fund will become subject to undue influence by any person who makes a Control Share Acquisition of Fund shares. The Control Share Acquisition Amendment entrusts other “non interested” shareholders with determining whether to enfranchise any acquiring person with respect to shares acquired in a Control Share Acquisition.