UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES
Investment Company Act file number 811-22958
Duff & Phelps Select MLP and Midstream Energy Fund Inc.
(Exact name of registrant as specified in charter)
101 Munson St.
Greenfield, MA 01301-9668
(Address of principal executive offices) (Zip code)
William Renahan, Esq.
Vice President, Chief Legal Officer and Secretary for Registrant
Virtus Investment Partners, Inc.
One Financial Plaza
Hartford, CT 06103
(Name and address of agent for service)
Registrants telephone number, including area code: 866-270-7788
Date of fiscal year end: November 30
Date of reporting period: May 31, 2019
Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (OMB) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
Item 1. | Reports to Stockholders. |
The Report to Shareholders is attached herewith.
Total
Value at May 31, 2019 |
Level
1 Quoted Prices | ||
Assets: | |||
Equity Securities: | |||
Common Stocks | $ 38,182 | $ 38,182 | |
Master Limited Partnerships and Related Companies | 168,580 | 168,580 | |
Total Investments | $206,762 | $206,762 |
Assets | |
Investment in securities at value (Identified cost
$218,099) |
$ 206,762 |
Cash
|
423 |
Receivables | |
Investment securities sold
|
1,019 |
Dividends |
55 |
Alternative minimum tax credit (Note
5) |
25 |
Prepaid Directors’
retainer |
16 |
Prepaid expenses
|
51 |
Total
assets |
208,351 |
Liabilities | |
Borrowings (Note
7) |
40,000 |
Fixed rate mandatory redeemable preferred shares (liquidation preference $35,000, net of deferred offering costs of $401) (Note
8) |
34,599 |
Payables | |
Investment securities purchased
|
518 |
Interest on fixed rate mandatory redeemable preferred shares (Note
8) |
262 |
Investment advisory fees
|
183 |
Professional fees
|
183 |
Administration and accounting
fees |
21 |
Interest on borrowings (Note
7) |
15 |
Other accrued
expenses |
39 |
Total
liabilities |
75,820 |
Net
Assets |
$ 132,531 |
Net Assets Consist of: | |
Common stock ($0.001 par value 100,000,000 shares
authorized) |
$ 26 |
Capital paid in on shares of beneficial interest, net of
taxes |
375,722 |
Total distributable earnings
(loss) |
(243,217) |
Net
Assets |
$ 132,531 |
Net Asset Value Per Share | |
(Net assets/shares outstanding) Shares outstanding
26,208,607 |
$ 5.06 |
Investment Income | |
Dividends and
distributions |
$ 8,995 |
Less return of capital distributions (Note
2C) |
(8,276) |
Total investment
income |
719 |
Expenses | |
Investment advisory
fees |
1,072 |
Administration and accounting
fees |
158 |
Professional fees
|
125 |
Directors’ fees and
expenses |
101 |
Printing fees and expenses
|
37 |
Amortization of offering costs on mandatory redeemable preferred shares (Note
8) |
37 |
Transfer agent fees and
expenses |
7 |
Custodian fees
|
2 |
Miscellaneous
expenses |
46 |
Total expenses before interest
expense |
1,585 |
Interest expense on mandatory redeemable preferred shares (Note
8) |
785 |
Interest expense on borrowings (Note
7) |
722 |
Total expenses after interest
expense |
3,092 |
Net investment income (loss) before income
taxes |
(2,373) |
Net tax benefit
(expense) |
— |
Net investment income
(loss) |
(2,373) |
Net Realized and Unrealized Gain (Loss) on Investments | |
Net realized gain (loss) on Investments before income
taxes |
(15,335) |
Net tax benefit
(expense) |
— |
Net realized gain (loss) on
investments |
(15,335) |
Net change in unrealized appreciation (depreciation) on Investments before income
taxes |
21,776 |
Net tax benefit
(expense) |
— |
Net change in unrealized appreciation (depreciation) on
investments |
21,776 |
Net realized and unrealized gain (loss) on investments after income
taxes |
6,441 |
Net increase (decrease) in net assets resulting from
operations |
$ 4,068 |
Six
Months Ended May 31, 2019 (Unaudited) |
Year
Ended November 30, 2018 | ||
INCREASE
(DECREASE) IN NET ASSETS From Operations |
|||
Net investment income (loss)
|
$ (2,373) | $ (5,720) | |
Net realized gain (loss)
|
(15,335) | (13,069) | |
Net change in unrealized appreciation (depreciation) | 21,776 | 27,351 | |
Increase (decrease) in net assets resulting from
operations |
4,068 | 8,562 | |
From Distributions to Shareholders | |||
Return of
capital |
(7,863) (1) | (17,543) | |
Decrease in net assets from distributions to
shareholders |
(7,863) | (17,543) | |
From Capital Share Transactions | |||
Reinvestment of distributions resulting in the issuance of common stock (0 and 60,763 shares,
respectively) |
— | 352 | |
Increase (decrease) in net assets from capital
transactions |
— | 352 | |
Net increase (decrease) in net
assets |
(3,795) | (8,629) | |
Net Assets | |||
Beginning of
period |
136,326 | 144,955 | |
End of
period |
$132,531 | $136,326 |
(1) | Please note that the tax status of our distributions is determined at the end of the tax year. However, based on interim data as of May 31, 2019, we estimate 100% of the distributions will represent return of capital. |
Increase (Decrease) in cash | |
Cash Flows provided by (Used for) Operating Activities: | |
Net increase (decrease) in net assets resulting from operations
|
$ 4,068 |
Adjustments to reconcile net increase (decrease) in net assets resulting from operations to net cash provided by (used for) operating activities: | |
Proceeds from sales of long-term investments
|
46,391 |
(Increase) Decrease in investment securities sold receivable
|
(385) |
Purchases of long-term investments
|
(34,198) |
Increase (Decrease) in investment securities purchased payable
|
(730) |
Net change in unrealized (appreciation)/depreciation on investments
|
(21,776) |
Net realized (gain)/loss on investments
|
15,335 |
Return of capital distributions on
investments |
8,276 |
Amortization of deferred offering costs
|
37 |
(Increase) Decrease in dividends receivable
|
(55) |
(Increase) Decrease in prepaid
expenses |
(42) |
Increase (Decrease) in interest payable on fixed rate mandatory redeemable preferred shares and
borrowings |
14 |
(Increase) Decrease in prepaid Directors’
retainer |
(2) |
Increase (Decrease) in non-affiliated expenses payable
|
9 |
Increase (Decrease) in affiliated expenses payable
|
(5) |
Cash provided by (used for) operating
activities |
16,937 |
Cash provided (used for) financing activites: | |
Cash payments to reduce borrowings
|
(10,000) |
Cash distribution paid to shareholders
|
(7,863) |
Cash provided (used for) financing
activites: |
(17,863) |
Net increase (decrease) in
cash |
(926) |
Cash |
|
Cash at beginning of
period |
1,349 |
Cash at end of
period |
$ 423 |
Supplemental cash flow information: | |
Cash paid during the period for interest expense on
borrowings |
$ 711 |
Cash paid during the period for interest expense on fixed rate mandatory redeemable preferred
shares |
782 |
Six
Months Ended May 31, 2019 (Unaudited) |
Year
Ended November 30, | ||||||||
2018 | 2017 | 2016 | 2015 | ||||||
PER SHARE DATA: | |||||||||
Net asset value, beginning of
period |
$ 5.20 | $ 5.54 | $ 7.40 | $ 7.47 | $ 17.35 | ||||
Income (loss) from investment operations: | |||||||||
Net investment income
(loss)(3) |
(0.09) | (0.22) | (0.20) | (0.10) | (0.15) | ||||
Net realized and unrealized gain
(loss) |
0.25 | 0.55 | (0.78) | 0.91 | (8.15) | ||||
Total from investment
operations |
0.16 | 0.33 | (0.98) | 0.81 | (8.30) | ||||
Dividends and Distributions to Shareholders: | |||||||||
Return of
capital |
(0.30) | (0.67) | (0.88) | (0.88) | (1.58) | ||||
Total dividends and distributions to
shareholders |
(0.30) | (0.67) | (0.88) | (0.88) | (1.58) | ||||
Net asset value, end of
period |
$ 5.06 | $ 5.20 | $ 5.54 | $ 7.40 | $ 7.47 | ||||
Market value, end of
period(4) |
$ 4.74 | $ 4.89 | $ 5.37 | $ 7.47 | $ 7.29 | ||||
Total return, net asset
value(5) |
3.10% (6) | 5.51% | (14.36)% | 13.58% | (50.79)% | ||||
Total return, market
value(5) |
2.71% (6) | 2.36% | (17.77)% | 17.48% | (47.24)% | ||||
RATIOS/SUPPLEMENTAL DATA: | |||||||||
Ratio of total expenses after interest expense to average net
assets(7) |
4.48% (8) | 4.07% | 3.40% | 2.52% | 2.28% | ||||
Ratio of net investment income (loss) to average net
assets |
(3.44)% (8) | (3.69)% | (2.86)% | (1.59)% | (1.20)% | ||||
Portfolio turnover
rate |
16% (6) | 33% | 20% | 28% | 20% | ||||
Net assets, end of period
(000’s) |
$132,531 | $136,326 | $144,955 | $192,860 | $194,066 | ||||
Borrowings, end of period
(000’s) |
$ 40,000 | $ 50,000 | $ 50,000 | $ 78,000 | $ 94,500 | ||||
Mandatory redeemable preferred shares, end of period
(000’s) |
$ 35,000 | $ 35,000 | $ 35,000 | $ — | $ — | ||||
Asset coverage, per $1,000 principal amount of
borrowings(10) |
$ 5,188 | $ 4,427 | $ 4,599 | $ 3,473 | $ 3,054 | ||||
Asset coverage ratio on total leverage (borrowings and mandatory redeemable preferred
shares)(11) |
277% | 260% | 271% | —% | —% | ||||
Asset coverage, per $25 liquidation preference per share of mandatory redeemable preferred
shares(12) |
$ 69 | $ 65 | $ 68 | $ — | $ — |
(1) | The Fund commenced operations on June 25, 2014, the date which its initial public offering shares were issued. |
(2) | Initial public offering price of $20.00 per share less sales load of $0.90. |
(3) | Calculated using average shares outstanding. |
(4) | Closing Price – New York Stock Exchange. |
(5) | Total return on market value is calculated assuming a purchase of common shares on the opening of the first day and sale on the closing of the last day of each period reported. Dividends and distributions are assumed, for purposes of this calculation, to be reinvested at prices obtained under the Fund’s Automatic Reinvestment and Cash Purchase Plan. Total return on market value is not annualized for periods of less than one year. Brokerage commissions that a shareholder may pay are not reflected. Total return on market value does not reflect the deduction of taxes that a shareholder may pay on fund distributions or the sale of fund shares. Total return on net asset value uses the same methodology, but with use of net asset value for the beginning, ending and reinvestment values. |
From
Inception(1) to November 30, 2014 | |
PER SHARE DATA: | |
Net asset value, beginning of
period |
$ 19.10(1)(2) |
Income (loss) from investment operations: | |
Net investment income
(loss)(3) |
(0.09) |
Net realized and unrealized gain
(loss) |
(1.30) |
Total from investment
operations |
(1.39) |
Dividends and Distributions to Shareholders: | |
Return of
capital |
(0.32) |
Total dividends and distributions to
shareholders |
(0.32) |
Offering costs charged to paid in
capital |
(0.04) |
Net asset value, end of
period |
$ 17.35 |
Market value, end of
period(4) |
$ 15.80 |
Total return, net asset
value(5) |
(7.64)% (6) |
Total return, market
value(5) |
(19.72)% (6) |
RATIOS/SUPPLEMENTAL DATA: | |
Ratio of total expenses after interest expense to average net
assets(7) |
2.02% (8)(9) |
Ratio of net investment income (loss) to average net
assets |
(1.16)% (8)(9) |
Portfolio turnover
rate |
22% (6) |
Net assets, end of period
(000’s) |
$448,635 |
Borrowings, end of period
(000’s) |
$193,500 |
Asset coverage, per $1,000 principal amount of
borrowings(10) |
$ 3,319 |
(6) | Not annualized. |
(7) | Ratio of total expenses to average net assets, before interest expense and before tax benefit (expense) was 2.30%, 2.17%, 2.09%, 1.97%, 1.84%, and 1.73% for the periods ended May 31, 2019, November 30, 2018, November 30, 2017, November 30, 2016, November 30, 2015, and November 30, 2014, respectively. |
(8) | Annualized. |
(9) | Ratio is calculated starting June 30, 2014, the date the Fund began accruing expenses. |
(10) | Represents value of net assets applicable to common stock plus the borrowings and mandatory redeemable preferred shares at the end of the period divided by the borrowings at the end of the period multiplied by $1,000. |
(11) | Represents value of net assets applicable to common stock plus the borrowings and mandatory redeemable preferred shares at the end of the period divided by the borrowings and mandatory redeemable preferred shares at the end of the period. |
(12) | Represents value of net assets applicable to common stock plus the borrowings and mandatory redeemable preferred shares at the end of the period divided by the borrowings and mandatory redeemable preferred shares at the end of the period multiplied by $25. |
A. | Security Valuation |
The Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The Fund’s policy is to recognize transfers into and out of Level 3 at the end of the reporting period. |
B. | Security Transactions and Investment Income |
Security transactions are recorded on the trade date. Realized gains and losses from the sale of securities are determined on the identified cost basis. Dividend income is recognized on the ex-dividend date or, in the case of certain foreign securities, as soon as the Fund is notified. Interest income is recorded on the accrual basis. The Fund amortizes premiums and accretes discounts using the effective interest method. | |
Any distributions from underlying funds are recorded in accordance with the character of the distributions as designated by the underlying funds. |
C. | Investment Income and Return of Capital Estimates |
The Fund invests a portion of its assets in master limited partnerships (“MLPs”) which make distributions that are primarily attributable to return of capital. The Fund records investment income and return of capital in the Statement of Operations using management’s estimate of the percentage of income included in the distributions received from each MLP based on historical information from the MLPs and other industry sources. These estimates may be adjusted based on information received from the MLPs after the tax and fiscal year ends. | |
The return of capital portion of the MLP distributions is a reduction to investment income and a reduction in the cost basis of each investment which increases net realized gain (loss) and net change in unrealized appreciation (depreciation). If the return of capital distributions exceed its cost basis, the distributions are treated as realized gains. The actual amounts of income and return of capital are only determined by each MLP after its fiscal year-end and may differ from the estimated amounts. For the period ended May 31, 2019, the Fund estimates that 100% of the MLP distributions received will be treated as a return of capital. | |
D. | Federal and State Income Taxes |
Due to the fact that the Fund invests primarily in MLPs, it cannot qualify as a Regulated Investment Company under current tax laws. Thus, the Fund is treated as a regular corporation, or “C” corporation, for U.S. income tax purposes. Accordingly, the Fund generally is subject to U.S. federal income tax on its taxable income at statutory rates applicable to “C” corporations at a flat rate of 21%. In addition, as a “C” corporation, the Fund is subject to various state income taxes due to its investments in MLPs (state effective rate currently estimated at 2.27%, net of federal tax benefit). As a limited partner in the MLPs, the Fund includes its distributable share of the MLP’s taxable income in computing its own taxable income. | |
E. | Income Tax Accounting Policy |
The Fund applies ASC 740 (Income Taxes) in computing the income tax provision. The Fund records deferred income taxes to reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Such temporary differences are principally: (i) taxes on unrealized gains (losses), which are attributable to the temporary difference between fair market value and tax basis, and (ii) the net tax benefit of accumulated net operating losses and capital loss carryforwards. Deferred tax assets and liabilities are measured using effective tax rates expected to apply to taxable income in the years such temporary differences are realized or otherwise settled. To the extent the Fund has a deferred tax asset, consideration is given to whether or not a valuation allowance is required. The determination of whether a valuation allowance is required is based upon whether it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Fund considers all positive and negative evidence in assessing any valuation allowance including the nature, frequency and severity of current and cumulative losses, forecasts of future profitability, the duration of statutory carryforward periods and the associated risk that operating loss carryforwards may expire unused. The Fund also accrues additional tax expense relating to uncertain tax positions and includes interest and penalties on such positions as a component of tax expense. |
F. | Distributions to Shareholders |
Distributions to shareholders are declared and paid on a quarterly basis and are recorded on the ex-dividend date. The Fund uses a cash flow-based distribution approach in amounts based on the Fund’s net cash flow received from portfolio investments, i.e., cash distributions received from the Fund’s investments in MLPs less expenses. | |
The estimated character of the distributions paid will either be dividends (ordinary income eligible to be treated as qualified dividend income) or returns of capital. Distributions made from current or accumulated earnings and profits of the Fund will be taxable to shareholders as dividend income. Distributions that are in amounts greater than the Fund’s current and accumulated earnings and profits will represent returns of capital to the extent of a shareholder’s basis in their common shares, and such distributions will correspondingly increase the realized gain upon the sale of their common shares (or decrease the realized loss). Additionally, distributions not paid from current or accumulated earnings and profits that exceed a shareholder’s tax basis in their common shares will generally be taxed as a capital gain. This estimate is based on the Fund’s operating results during the period. The Fund is unable to make a final determination as to the tax character of distributions until after the end of the calendar year when the Fund can determine earnings and profits for federal income tax purposes. | |
The Fund will inform shareholders of the final tax character of its distributions on Form 1099-DIV in February 2020. For the period ended May 31, 2019, we currently estimate that 100% of the distributions will be considered returns of capital for federal income tax purposes. | |
G. | Foreign Currency Transactions |
Non-U.S. investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. The Fund does not isolate that portion of the results of operations arising from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments. | |
H. | Expenses |
Expenses incurred together by the Fund and other affiliated open- and closed-end funds are allocated in proportion to the net assets of each such fund, except where allocation of direct expenses to each fund or an alternative allocation method can be more appropriately used. | |
In addition to the net annual operating expenses that the Fund bears directly, the shareholders of the Fund indirectly bear the Fund’s pro-rata expenses of any underlying mutual funds in which the Fund invests. |
A. | Adviser |
Virtus Alternative Investment Advisers, Inc. (the “Adviser”), an indirect wholly-owned subsidiary of Virtus Investment Partners, Inc. (“Virtus”), is the investment adviser of the Fund. The Adviser supervises the Fund’s investment program and general operations of the Fund, including the Fund’s subadviser. | |
As compensation for its services to the Fund, the Adviser receives a monthly fee at an annual rate of 1.00% of the Fund’s average daily Managed Assets, which is calculated daily and paid monthly. “Managed Assets” is defined as the value of the total assets of the Fund minus the sum of all accrued liabilities of the Fund (other than the aggregate amount of any outstanding preferred stock, borrowings or other indebtedness entered into for the purpose of leverage). | |
B. | Subadviser |
Duff & Phelps Investment Management Co. (“DPIM”), an indirect wholly-owned subsidiary of Virtus, is the subadviser of the Fund. The subadviser is responsible for the day-to-day portfolio management of the Fund for which they are paid a fee by the Adviser. | |
C. | Administration Services |
Virtus Fund Services, LLC (“VFS”), an indirect wholly-owned subsidiary of Virtus, serves as the administrator to the Fund. For the services provided by the administrator under the Administration Agreement, the Fund pays the administrator an asset-based fee calculated on the Fund’s average daily managed assets. This fee is calculated daily and paid monthly. | |
For the period ended May 31, 2019, the Fund incurred administration fees totaling $108 which are included in the Statement of Operations within the line item “Administration and accounting fees.” | |
D. | Directors’ Fees |
For the period ended May 31, 2019, the Fund incurred Directors’ fees totaling $86 which are included in the Statement of Operations within the line item “Directors’ fees and expenses.” |
Purchases | Sales | |
$34,198 | $46,391 |
Current
Tax expense (benefit) |
Deferred
tax expense (benefit) |
Valuation
Allowance expense (benefit) |
Total
Tax expense (benefit) | ||||
Federal tax expense
(benefit) |
$— | $1,207 | $(1,207) | $— | |||
State tax expense
(benefit) |
— | 166 | (166) | — | |||
Total tax expense
(benefit) |
$— | $1,373 | $(1,373) | $— |
Amount | Rate | ||
Application of statutory income tax
rate |
$ 854 | 21.00% | |
State income taxes, net of federal
benefit |
92 | 2.27 | |
Permanent differences,
net |
156 | 3.84 | |
Other
|
(17) | (0.41) | |
Expiration of prior year capital losses
|
263 | 6.45 | |
Effect of valuation
allowance |
(1,348) | (33.15) | |
Total income tax expense
(benefit) |
$ — | —% |
Deferred Tax
Asset: |
|
Capital loss carryforward (tax
basis) |
$ 47,884 |
Net operating loss carryforward (tax
basis) |
16,691 |
Other
|
267 |
Deferred Tax
Liabilities: |
|
Unrealized gain (tax basis)
|
(9,100) |
Net deferred tax asset before valuation
allowance |
55,742 |
Less: Valuation
allowance |
(55,742) |
Net deferred tax asset
(liability) |
$ — |
Federal
Tax Cost |
Unrealized
Appreciation |
Unrealized
(Depreciation) |
Net
Unrealized Appreciation (Depreciation) | |||
$ 167,648 | $ 46,215 | $ (7,101) | $ 39,114 |
Outstanding
Borrowings |
Interest
Rate | |
$40,000 | 3.265% |
Series | Shares
Outstanding |
Liquidation
Preference |
Rate | Mandatory
Redemption Date | ||||
A | 400,000 | $10,000,000 | 4.02% | 2/08/2022 | ||||
B | 1,000,000 | 25,000,000 | 4.65% | 2/08/2027 | ||||
Total | 1,400,000 | $35,000,000 |
Election of Directors | Votes For | Votes Withheld | ||
James B. Rogers,
Jr. |
17,987,388 | 6,914,944 | ||
R. Keith
Walton |
24,217,117 | 685,215 | ||
Brian T.
Zino |
1,400,000 | 0 |
8567 | 07-19 |
Item 2. | Code of Ethics. |
Response not required for semi-annual report.
Item 3. | Audit Committee Financial Expert. |
Response not required for semi-annual report.
Item 4. | Principal Accountant Fees and Services. |
Response not required for semi-annual report.
Item 5. | Audit Committee of Listed Registrants. |
Response not required for semi-annual report.
Item 6. | Investments. |
(a) | Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form. |
(b) | Not applicable. |
Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. |
Response not required for semi-annual report.
Item 8. | Portfolio Managers of Closed-End Management Investment Companies. |
(a) | Response not required for semi-annual report. |
(b) | There has been no change, as of the date of this filing, in any of the portfolio managers identified in response to paragraph (a)(1) of this Item in the registrants most recently filed annual report on Form N-CSR. |
Item 9. | Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers. |
Not applicable.
Item 10. | Submission of Matters to a Vote of Security Holders. |
There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrants board of directors, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.
Item 11. | Controls and Procedures. |
(a) | The registrants principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrants disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the 1940 Act) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)). |
(b) | There were no changes in the registrants internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d))) that occurred during the registrants last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting. |
Item 12. | Disclosure of Securities Lending Activities for Closed-End Management Investment Companies. |
Not applicable.
Item 13. | Exhibits. |
|
(a)(1) |
Not applicable. |
|
(a)(2) |
Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto. | ||
(a)(3) |
Not applicable. | |||
(a)(4) |
Not applicable. | |||
(b) |
Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Duff & Phelps Select MLP and Midstream Energy Fund Inc. |
By (Signature and Title)* /s/ George R. Aylward | ||
George R. Aylward, President | ||
(principal executive officer) |
Date 8/5/19 |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
By (Signature and Title)* /s/ George R. Aylward | ||
George R. Aylward, President | ||
(principal executive officer) |
Date 8/5/19 |
By (Signature and Title)* /s/ W. Patrick Bradley | ||
W. Patrick Bradley, Executive Vice President, | ||
Chief Financial Officer and Treasurer | ||
(principal financial officer) |
Date 8/5/19 |
* Print the name and title of each signing officer under his or her signature.
Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the
Sarbanes-Oxley Act
I, George R. Aylward, certify that:
1. | I have reviewed this report on Form N-CSR of Duff & Phelps Select MLP and Midstream Energy Fund Inc. |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer(s) and I have disclosed to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize, and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: 8/5/19 | /s/ George R. Aylward | |||||
George R. Aylward, President | ||||||
(principal executive officer) |
Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the
Sarbanes-Oxley Act
I, W. Patrick Bradley, certify that:
1. | I have reviewed this report on Form N-CSR of Duff & Phelps Select MLP and Midstream Energy Fund Inc.; |
2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; |
4. | The registrants other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: |
(a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
(b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
(c) | Evaluated the effectiveness of the registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and |
(d) | Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer(s) and I have disclosed to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions): |
(a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrants ability to record, process, summarize, and report financial information; and |
(b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrants internal control over financial reporting. |
Date: 8/5/19 | /s/ W. Patrick Bradley | |||||
W. Patrick Bradley, Executive Vice President, Chief Financial Officer and Treasurer | ||||||
(principal financial officer) |
Certification Pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the
Sarbanes-Oxley Act
I, George R. Aylward, President of Duff & Phelps Select MLP and Midstream Energy Fund Inc. (the Registrant), certify that:
1. | The Form N-CSR of the Registrant (the Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and |
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. |
Date: 8/5/19 | /s/ George R. Aylward | |||||
George R. Aylward, President | ||||||
(principal executive officer) |
I, W. Patrick Bradley, Executive Vice President, Chief Financial Officer and Treasurer of Duff & Phelps Select MLP and Midstream Energy Fund Inc. (the Registrant), certify that:
1. | The Form N-CSR of the Registrant (the Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and |
2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. |
Date: 8/5/19 | /s/ W. Patrick Bradley | |||||
W. Patrick Bradley, Executive Vice President, Chief Financial Officer and Treasurer | ||||||
(principal financial officer) |
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