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Alberto Osorio

Alberto Osorio

President and Chief Executive Officer at MEXICO FUND
CEO
Executive
Board

About Alberto Osorio

Alberto Osorio (age 57) is President and Chief Executive Officer of The Mexico Fund, Inc. (since March 2014) and a Class II director (director since 2016; re‑elected March 4, 2025). He is Director General and Chairman of the Board of the Fund’s investment adviser, Impulsora del Fondo México, S.C., where he is the controlling shareholder . Under his tenure, the Fund maintained its Managed Distribution Plan (MDP) and increased the quarterly distribution to $0.25 per share and repurchased 305,113 shares (2.07% of shares at period start) in 1H FY2025; management also highlights long‑term benchmark outperformance . He is deemed an “interested” director given his affiliation with the adviser; the Board maintains an independent Chair and a majority of independent directors with executive sessions without management .

Past Roles

OrganizationRoleYearsStrategic impact
The Mexico Fund, Inc.Senior Vice President; Treasurer2002 – Mar 2014Stewarded finance/treasury ahead of appointment as CEO .
The Mexico Fund, Inc.President & Chief Executive OfficerMar 2014 – PresentLeads Fund operations; extensive investment management experience cited by Board .

External Roles

OrganizationRoleYearsStrategic impact
Impulsora del Fondo México, S.C. (Fund’s adviser)Director General and Chairman; controlling shareholder1991 – Present (involved since 1991)Oversees adviser; economic exposure via advisory fee (includes performance‑based component tied to MSCI Mexico Index) .

Fixed Compensation

ComponentPayerFY2024/FY2025 Disclosure
CEO salary/bonusAdviser (not the Fund)Fund states it does not pay its officers; CEO is solely compensated by the adviser (amounts not disclosed in Fund filings) .
Director cash fees (MXF Board)The Mexico Fund$0 – Mr. Osorio is not compensated for his services as Director .

Performance Compensation

  • Advisory fee structure (Osorio’s economic incentive as adviser owner)
    • The Fund pays the adviser a tiered Base Fee on average daily net assets plus a symmetric performance adjustment versus the MSCI Mexico Index: if Fund NAV outperforms/underperforms the index by ≥2 percentage points over 12 months, the Base Fee is adjusted by 0.025% per percentage point of (out)/(under)performance, capped at ±0.20% .
MetricTarget/FormulaNotes
Relative NAV performance vs MSCI Mexico Index±0.025% fee adjustment per 1% beyond a ±2% threshold; cap ±0.20%Applied daily on trailing 12‑month basis .
Advisory Fee (FY2024)Amount
Base Fee$3,031,169
Performance Adjustment+$2,707
Net Advisory Fee$3,033,876

Implication: As controlling shareholder of the adviser, Osorio’s economics are directly tied to assets and relative performance, aligning him to NAV growth and sustained outperformance vs. the MSCI Mexico Index .

Equity Ownership & Alignment

ItemDetail
Beneficial ownership (12/31/2024)110,098 shares; <1% of shares outstanding (14,680,148) .
Dollar range ownedOver $100,000 (based on $13.20 price on 12/31/2024) .
Director ownership policyDirectors must use half of annual retainer to buy Fund shares until $100,000 threshold is reached; retain during tenure (Board may grant waivers) .
Compliance vs. guidelineOsorio receives no director retainer but holds over $100K; policy purchase mechanism tied to retainers thus not applicable to him .
Pledging/hedgingNot disclosed in the proxy; no pledging noted .
Options/RSUsNot disclosed for Fund officers; Fund does not grant options/comp plans to its officers .

Employment Terms

TermDisclosure
Start date as CEOMarch 2014 .
Director since2016; re‑elected March 4, 2025 (Class II, term to 2028) .
Employment agreement, severance/CoCNot disclosed by the Fund; officers are paid by the adviser .
Clawback, tax gross‑ups, deferred comp, pensionsNot disclosed by the Fund .
CFO/Financial Officer functionsOsorio signed Section 906 and 302‑related certifications and performed CFO/PFO functions solely for certification purposes; Treasurer is Principal Financial Officer .

Board Governance

AttributeDetail
IndependenceBoard ≥75% independent; Chairman (Emilio Carrillo Gamboa) is independent .
Committees (members/chairs)Audit (all independent; Chair and Financial Expert: Jonathan Davis) ; Valuation (Chair: Richard Vaughan; Osorio is an alternate member) ; Contract Review (Chair: Claudia Jañez) ; Nominating & Corporate Governance (Chair: Claudio X. González) .
Executive sessionsBoard and committees hold executive sessions without management; independent counsel advises the Board/Independent Directors .
Meetings and attendance (FY2024)Board held 4 regular meetings; Audit (2), Valuation (1), Contract Review (1), Nominating & Governance (2); each Director attended ≥75% of applicable meetings .
Director payAnnual retainer $26,000; additional retainers for Chair ($7,000) and Audit Chair ($5,250); per‑meeting fees; fees capped at 0.11% of AUM policy; Osorio not paid as Director .

Dual‑role implications: Osorio is an “interested” director (adviser affiliate) and CEO; however, an independent Chair, independent committee structure (including contract review), and executive sessions mitigate independence concerns .

Performance & Track Record (selected operational/capital allocation actions)

ItemDetailDate
Distribution increase under MDPQuarterly distribution raised from $0.22 to $0.25 per share .2025
Open‑market repurchases305,113 shares repurchased (2.07% of beginning shares) in 1H FY2025 .1H FY2025
Long‑term relative performanceFund states it has outperformed its benchmark over long‑term periods .As of June 2025
Activism engagementOsorio (CEO) publicly acknowledged Saba Capital’s 8.35% stake and emphasized initiatives to reduce discount to NAV and enhance performance .July 28, 2025

Director Compensation (for reference)

DirectorAggregate compensation FY2024
Alberto Osorio$0 (not compensated as Director) .

Risk Indicators & Red Flags

  • Interested director and adviser control: Osorio is controlling shareholder of the adviser and an “interested” director—creates potential conflicts, partially mitigated by an independent Chair, committee structure (all independent), and executive sessions .
  • Concentration of roles: CEO and certification‑period CFO/PFO functions performed by Osorio for Sarbanes‑Oxley purposes; Treasurer serves as Principal Financial Officer for filings .
  • Activism/discount pressure: Saba Capital 13D and public engagement by management point to ongoing discount‑to‑NAV focus—potential for future capital actions or governance changes .
  • Section 16 compliance: Fund reports all reporting persons complied with filing requirements in FY2024; no Form 4s identified in the tool results for Osorio (no additional selling signals disclosed) (ListDocuments returned no Form 4s).

Compensation Structure Analysis

  • Pay‑for‑performance linkage exists at the adviser level (not the Fund): advisory fee includes a symmetric performance component vs MSCI Mexico Index (±0.025% per 1% beyond ±2%, capped at ±0.20%); FY2024 adjustment was de minimis (+$2,707), implying slight outperformance within the formula’s threshold bands .
  • Guaranteed vs at‑risk: Fund pays no officer compensation; economic upside to Osorio comes from adviser fee revenues (AUM and relative performance), aligning incentives to grow NAV and sustain outperformance .
  • Repricing/modifications: No equity award repricings or executive equity plans disclosed at the Fund level; Fund does not grant options/compensation plans to officers .

Equity Ownership & Alignment (detail)

HolderShares% of class
Alberto Osorio110,098<1%

Additional alignment features: policy that Directors purchase shares with half of retainer until $100K ownership; Osorio is not paid a retainer but exceeds $100K ownership threshold .

Employment Terms (detail)

ItemStatus
Severance multiple / CoC triggersNot disclosed by the Fund .
Non‑compete / non‑solicit / garden leaveNot disclosed by the Fund .
Clawback provisionsNot disclosed by the Fund .

Board Governance (detail)

CommitteeCompositionChair
AuditAll independent directorsJonathan Davis (also Audit Committee Financial Expert) .
ValuationIndependent directors; Osorio is an alternate memberRichard B. Vaughan .
Contract ReviewAll independent directorsClaudia Jañez .
Nominating & Corporate GovernanceAll independent directorsClaudio X. González .

Investment Implications

  • Alignment: Osorio’s economic incentives are tied to adviser revenues that scale with assets and a relative performance fee vs MSCI Mexico, creating a clear link to NAV growth and sustained outperformance; his personal stake (110k shares) further aligns interests .
  • Governance risk vs mitigants: Dual role (CEO; adviser controlling shareholder; “interested” director) is a structural conflict, mitigated by an independent Chair, independent committees (including Contract Review), and regular executive sessions .
  • Trading signals: No Form 4 activity available; activism/discount dynamics (Saba 13D) increase probability of continued buybacks, distribution maintenance, or additional actions to narrow discount—potential catalysts around Board decisions or shareholder votes .
  • Retention risk: Low near‑term risk given long tenure (CEO since 2014) and controlling interest in the adviser; however, activism could press for governance or contractual changes that affect adviser economics .