Michael J. Melarkey
About Michael J. Melarkey
Independent Trustee of Ellsworth Growth and Income Fund Ltd. since November 1, 2015; elected solely by the Fund’s Preferred Shareholders, with current term continuing to the 2026 annual meeting. Legal background (business, estate planning, gaming regulatory) and former Chairman of Southwest Gas Corporation; Of Counsel at McDonald Carano Wilson (Reno, NV). Education: B.A. University of Nevada, Reno; J.D. University of San Francisco School of Law; LL.M. (Taxation) New York University School of Law. Year of birth: 1949 (approx. 10 years of board service as of 2025) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Avansino, Melarkey, Knobel, Mulligan & McKenzie (law firm) | Partner | 1980–2015 | Business, estate planning, and gaming regulatory work |
| Southwest Gas Corporation (NYSE: SWX) | Chairman of the Board (Public company) | 2004–2022 | Served on Nominating, Corporate Governance, and Compensation Committees |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| McDonald Carano Wilson LLP (Reno, NV) | Of Counsel | Current | Legal advisory role post-retirement from active practice |
| The Bretzlaff Foundation | Trustee | Current | Non-profit fiduciary role |
| Edwin L. Wiegand Trust | Trustee | Current | Non-profit fiduciary role |
| Private oil & gas company | Officer | Current | Industry experience in energy |
Board Governance
| Attribute | Details |
|---|---|
| Independence | Independent Trustee under the 1940 Act; Independent Trustees and their family members had no interests in the Adviser or its control affiliates as of 12/31/24 (with noted exceptions disclosed elsewhere) . |
| Election class/term | Elected solely by Preferred Shareholders; term continues until the 2026 annual meeting . |
| Committees | Nominating Committee (Chair); member of multi-fund ad hoc Compensation Committees (Gabelli closed-end funds) . |
| Attendance and engagement | Board met 4 times in FY ended 9/30/24; each Trustee attended at least 75% of Board and committee meetings of which they were a member . |
| Lead Independent Director | James P. Conn (context for board leadership structure) . |
| Executive sessions | Independent Trustees meet regularly in executive session and chair all committees . |
| Portfolios overseen (Fund Complex) | 24 registered investment companies within the Gabelli Fund Complex . |
| Annual meeting attendance | Fund does not expect Trustees to attend; none attended the 5/13/2024 annual meeting . |
Fixed Compensation
| Component | Structure/Amount |
|---|---|
| Annual cash retainer | $8,500 per Independent Trustee |
| Board meeting fee | $1,000 per Board meeting attended |
| Committee meeting fee | $500 per committee meeting attended |
| Committee chair fees | Nominating Chair: $2,000; Audit Chair: $2,000; Lead Independent Trustee: $1,000 |
| Notes | Trustees may receive a single meeting fee allocated among multiple funds for multi-fund meetings |
| Metric | FY 2023 (Fund) | FY 2023 (Fund Complex) | FY 2024 (Fund) | FY 2024 (Fund Complex) |
|---|---|---|---|---|
| Aggregate compensation paid to Michael J. Melarkey ($) | $16,000 | $195,500 | $14,500 | $189,000 |
Observations:
- Compensation is entirely cash-based (retainer, meeting fees, chair fee); no equity or option grants to directors disclosed .
Performance Compensation
| Performance-linked element | Disclosure |
|---|---|
| Stock awards (RSUs/PSUs), options, performance metrics (TSR, EBITDA, ESG), vesting schedules, retention bonuses | None disclosed for directors; ECF director pay is cash retainers/fees only . |
Other Directorships & Interlocks
| Company/Entity | Type | Role/Interest | Period/Value | Notes |
|---|---|---|---|---|
| Southwest Gas Corporation | Public company | Chairman; committee member (Nom., Gov., Comp.) | 2004–2022 | Prior public directorship; relevant governance experience |
| PMV Consumer Acquisitions Corp. | Adviser-affiliated entity | Warrants | Value $3; <1% | Disclosed as an interest in a person potentially under common control with the Adviser; de minimis . |
Expertise & Qualifications
- Legal/regulatory expertise spanning 40+ years, including gaming regulatory work; Of Counsel at McDonald Carano Wilson .
- Governance leadership: Former Chairman of Southwest Gas; service on nominating, governance, and compensation committees .
- Education: B.A. (UNR), J.D. (USF), LL.M. in Taxation (NYU) .
- Broad closed-end fund oversight experience: oversees 24 funds in the Gabelli Fund Complex .
Equity Ownership
| Metric | Value/Range | As Of |
|---|---|---|
| Beneficial ownership in ECF (Common Shares) | 2,956 shares; less than 1% of outstanding | 12/31/2024 |
| Dollar range of equity in ECF | C ($10,001–$50,000) | 12/31/2024 |
| Aggregate dollar range across Fund Complex | E (Over $100,000) | 12/31/2024 |
| Section 16 compliance (FY 2024) | The Fund reported timely compliance for insiders during FY 2024 | FY 2024 |
Governance Assessment
-
Strengths
- Independent Trustee with legal/regulatory depth and significant chair experience at a large regulated utility; currently chairs ECF’s Nominating Committee, a key gatekeeper for board composition .
- Attendance met board policy threshold in FY 2024; board held 4 meetings; engagement appears adequate at the board/committee level .
- Demonstrated ownership in ECF (C range: $10,001–$50,000) and >$100k across the fund complex, creating some alignment with shareholders .
-
Watch items
- Multi-fund responsibilities (24 funds) may stretch bandwidth; monitor meeting attendance and committee workload over time .
- Minimal economic interest (warrants valued at $3) in an entity potentially under common control with the Adviser disclosed; immaterial, but maintain oversight for related-party exposure .
- Trustees did not attend the 2024 annual meeting; while the fund does not expect attendance, some investors prefer visible engagement at annual meetings .
-
No material red flags identified in the latest proxy: no director equity awards, options, related-party transactions, or Section 16 filing delinquencies disclosed for Mr. Melarkey in FY 2024; compensation is modest and cash-based, with chair fee consistent with role .