I respectfully request that the SEC reject the proposed amendment to Exchange Rule 14.10(f), which would exempt closed-end funds from the requirement to hold annual shareholder meetings. Recent instances in which trustees or directors have adopted "control share" bylaws—limiting shareholders' voting rights—demonstrate that closed-end fund boards may at times act primarily in the interests of managers rather than shareholders. Fortunately, such actions were ultimately deemed illegal, thus safeguarding shareholder voting rights. The current proposal appears to further curtail shareholder rights based on the argument that other funds governed by the Investment Company Act of 1940, such as ETFs and mutual funds, are not required to hold annual meetings. However, a significant distinction exists between these vehicles: ETF and mutual fund shareholders can sell their shares at net asset value (NAV) if dissatisfied with board decisions or management performance, thereby reducing assets under management and associated fees, which creates accountability and aligns interests. In contrast, investors in closed-end funds lack the ability to exit at NAV. Shareholders must instead sell on the open market, often at a discount, while the fund's assets under management and the manager’s fee revenue remain unaffected. This structure limits accountability and may misalign the interests of management and shareholders. For this reason, the requirement for annual meetings and regular board elections is essential for upholding shareholder rights in closed-end funds. Removing this basic right could reduce oversight and accountability, enabling managers and boards to prioritize the preservation of assets under management and related fee revenue over shareholder interests. Absent meaningful board accountability, I am concerned that wider discounts and increased challenges for shareholders are likely to ensue.