Michael J. Melarkey
About Michael J. Melarkey
Independent Trustee of BCV (since 2015) and Chairman of the Fund’s Nominating Committee; retired attorney with more than 40 years specializing in business, estate planning, and gaming regulatory work; of counsel at McDonald Carano and Wilson LLP in Reno, NV; formerly partner at Avansino, Melarkey, Knobel, Mulligan & McKenzie (1980–2015). Born 1949; education includes BA University of Nevada, Reno; JD University of San Francisco School of Law; LL.M. in Taxation from NYU School of Law . He is classified as an Independent Trustee under NYSE American guidelines . He serves on comparable committees for other funds in the Gabelli Fund Complex and is one of two Trustees elected solely by holders of Preferred Shares (term runs to the 2026 annual meeting) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Avansino, Melarkey, Knobel, Mulligan & McKenzie | Partner | 1980–2015 | Corporate/estate/gaming regulatory legal practice |
| Southwest Gas Corporation | Chairman of the Board | 2004–2022 | Served on Nominating, Corporate Governance, and Compensation Committees |
| McDonald Carano and Wilson LLP | Of Counsel | Not disclosed (current role) | Of counsel capacity post-retirement from active practice |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| The Bretzlaff Foundation | Trustee | Not disclosed | Private charitable organization |
| Edwin L. Wiegand Trust | Trustee | Not disclosed | Private charitable organization |
| Private oil and gas company | Officer | Not disclosed | Officer role (company name not disclosed) |
| Gabelli Fund Complex (other funds) | Trustee/Committee Member | Ongoing | Serves on comparable/other committees across Fund Complex; oversees 24 portfolios at BCV disclosure line |
Board Governance
- Independence: Determined to be an Independent Trustee under NYSE American guidelines .
- Committee assignments: Chair of Nominating Committee; member of a multi-fund ad hoc Compensation Committee; serves on comparable committees for other funds in the complex .
- Election class: Trustee elected solely by holders of Preferred Shares; term expires at the 2026 Annual Meeting; not standing for election in 2025 .
- Attendance: Board met four times in FY ended Sep 30, 2024; each Trustee then serving attended at least 75% of Board and applicable committee meetings. Nominating Committee met once, Audit Committee met twice in FY 2024 .
- Annual meeting presence: Trustees are not expected to attend annual meetings; no Trustees attended the May 13, 2024 annual meeting .
- Board leadership: James P. Conn is Lead Independent Trustee and presides over executive sessions; Independent Trustees chair all committees .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual retainer (Independent Trustee) | $8,500 | Paid by the Fund |
| Board meeting fee | $1,000 per meeting | Paid for each Board meeting attended |
| Committee meeting fee | $500 per meeting | Paid to all Board committee members |
| Nominating Committee Chair fee | $2,000 annual | Chair stipend |
| Aggregate remuneration (Fund – FY 2024) | $125,750 (all Trustees) | Fund total for FY ended Sep 30, 2024 |
| Melarkey – Aggregate Compensation from the Fund (FY 2024) | $14,500 | Individual total from BCV for FY ended Sep 30, 2024 |
| Melarkey – Aggregate Compensation from Fund & Fund Complex (CY 2024) | $189,000 (24 funds/portfolios) | CY ended Dec 31, 2024 |
| Melarkey – Aggregate Compensation from the Fund (FY 2023) | $15,000 | FY ended Sep 30, 2023 |
| Melarkey – Aggregate Compensation from Fund & Fund Complex (CY 2023) | $195,500 (24 funds/portfolios) | CY ended Dec 31, 2023 |
Performance Compensation
| Metric | Disclosure |
|---|---|
| Performance-based metrics tied to director pay | None disclosed; director compensation consists of fixed retainers, meeting fees, and committee chair fees (no equity awards or performance criteria specified) |
Other Directorships & Interlocks
| Company | Role | Committee Assignments | Notes |
|---|---|---|---|
| Southwest Gas Corporation | Chairman of the Board | Nominating, Corporate Governance, Compensation | Tenure 2004–2022 |
| PMV Consumer Acquisitions Corp. | Warrants (Independent Trustee interest) | N/A | Melarkey/“Same” held warrants valued at $3 as of Dec 31, 2024 (less than 1% of class) |
Watch items: Minimal financial interest in an entity under common control with Adviser affiliates (PMV warrants, $3) is de minimis; other Independent Trustee interests in affiliates (e.g., Gabelli Associates Limited II E) are larger, but not attributable to Melarkey .
Expertise & Qualifications
- Legal and regulatory expertise: 40+ years as an attorney specializing in business, estate planning, and gaming regulatory work; of counsel post-retirement .
- Governance competency: Chair of BCV’s Nominating Committee; historical roles on Nominating, Corporate Governance, and Compensation Committees at Southwest Gas .
- Education: BA (University of Nevada, Reno), JD (University of San Francisco), LL.M. in Taxation (NYU School of Law) .
Equity Ownership
| Holder | Shares (Common) | Percent of Class | Dollar Range in Fund | Aggregate Dollar Range in Fund Complex |
|---|---|---|---|---|
| Michael J. Melarkey | 1,266 | <1% | C ($10,001–$50,000) | E (Over $100,000) |
Common Shares outstanding were 5,862,058 as of the 2025 proxy record date; Preferred Shares outstanding were 1,147,349 .
Governance Assessment
- Board effectiveness: Melarkey chairs the Nominating Committee, which met once in FY 2024—appropriate for a closed-end fund with a stable board cadence; Audit Committee met twice, indicating routine financial oversight by Independent Trustees .
- Independence and alignment: He is classified as Independent; holds a modest personal stake in BCV (1,266 shares; dollar range “C”)—consistent with fund trustee norms though not a large alignment signal .
- Engagement signal: Trustees are not expected to attend annual meetings; none attended the 2024 meeting—consistent with stated policy but may be viewed by some investors as limited public-facing engagement .
- Compensation structure: Purely fixed cash retainers and meeting fees with a chair stipend; no equity or performance-linked pay for trustees—reduces pay-for-performance alignment concerns but also limits direct incentive alignment to fund outcomes .
- Potential conflicts: De minimis interest in PMV Consumer Acquisitions Corp. warrants ($3; <1%) under entities deemed controlled by Adviser/affiliates; no related-party transactions or pledging disclosed for Melarkey in the proxy .
RED FLAGS
- None explicitly disclosed for Melarkey in the latest proxy (no related-party transactions, pledging, or attendance shortfalls beyond the fund’s stated meeting attendance policy) .