Stephanie Darling
About Stephanie Darling
Stephanie Darling is the Chief Compliance Officer of High Income Securities Fund (PCF), serving since 2018 with an annual one‑year term; she is classified as an “interested person” of the Fund due to her affiliation with the Adviser, Bulldog Investors, LLP . She concurrently serves as General Counsel and Chief Compliance Officer of the Adviser; Chief Compliance Officer of Ryan Heritage, LLP and several affiliated funds; is Principal of the Law Office of Stephanie Darling; and Editor‑in‑Chief of The Investment Lawyer . The 2025 proxy lists her birth year as 1970 . Management ownership disclosures show no PCF share ownership (“None” dollar range) for Darling across multiple years .
Past Roles
| Organization | Role | Years (as disclosed) | Strategic impact |
|---|---|---|---|
| Bulldog Investors, LLP (Adviser) | General Counsel & Chief Compliance Officer | Ongoing (as of Dec 1, 2024; Oct 20, 2025) | Legal and regulatory oversight of Adviser and fund complex |
| Ryan Heritage, LLP | Chief Compliance Officer | Ongoing (as of Dec 1, 2024; Oct 20, 2025) | Compliance oversight across affiliated investment entities |
| Mexico Equity & Income Fund, Inc. | Chief Compliance Officer | Ongoing (as of Dec 1, 2024; Oct 20, 2025) | Fund compliance leadership |
| Special Opportunities Fund, Inc. | Chief Compliance Officer | Ongoing (as of Dec 1, 2024; Oct 20, 2025) | Fund compliance leadership |
| Total Return Securities Fund | Chief Compliance Officer | Ongoing (as of Oct 20, 2025) | Fund compliance leadership |
| Swiss Helvetia Fund | Chief Compliance Officer | Ongoing (as of Oct 1, 2023; Dec 1, 2024) | Fund compliance leadership |
| Law Office of Stephanie Darling | Principal | Ongoing (as of Dec 1, 2024; Oct 20, 2025) | Legal practice leadership |
| The Investment Lawyer | Editor‑in‑Chief | Ongoing (as of Dec 1, 2024; Oct 20, 2025) | Editorial leadership in investment law |
External Roles
| Organization | Role | Years (as disclosed) |
|---|---|---|
| Bulldog Investors, LLP | General Counsel & Chief Compliance Officer | Ongoing (as of Dec 1, 2024; Oct 20, 2025) |
| Ryan Heritage, LLP | Chief Compliance Officer | Ongoing (as of Dec 1, 2024; Oct 20, 2025) |
| Mexico Equity & Income Fund, Inc. | Chief Compliance Officer | Ongoing (as of Dec 1, 2024; Oct 20, 2025) |
| Special Opportunities Fund, Inc. | Chief Compliance Officer | Ongoing (as of Dec 1, 2024; Oct 20, 2025) |
| Total Return Securities Fund | Chief Compliance Officer | Ongoing (as of Oct 20, 2025) |
| Swiss Helvetia Fund | Chief Compliance Officer | Ongoing (as of Oct 1, 2023; Dec 1, 2024) |
| Law Office of Stephanie Darling | Principal | Ongoing (as of Dec 1, 2024; Oct 20, 2025) |
| The Investment Lawyer | Editor‑in‑Chief | Ongoing (as of Dec 1, 2024; Oct 20, 2025) |
Fixed Compensation
- Officer retainer policy changed over time:
- In FY2021: each officer except the CCO received a $25,000 annual retainer paid quarterly in advance .
- In FY2023: each officer except the CCO received a $30,000 annual retainer paid quarterly in advance .
- Effective Nov 8, 2024: trustees who are “interested persons” of the Adviser do not receive any compensation for services as trustees and/or officers of the Fund .
- FY2025 Proxy: “interested persons” of the Adviser who serve as trustees and/or officers (other than the Fund’s Chief Compliance Officer) either receive no compensation from the Fund, or any compensation is deducted from the advisory fee paid to the Adviser .
| Policy element | FY 2021 | FY 2023 | FY 2024 (effective Nov 8) | FY 2025 |
|---|---|---|---|---|
| Officer retainer (non‑CCO) | $25,000 annual retainer | $30,000 annual retainer | Interested trustees/officers of Adviser not compensated | Interested persons (other than CCO): no pay or pay offset vs advisory fee |
| CCO exception | CCO excluded from officer retainer | CCO excluded from officer retainer | Not specified beyond interested persons rule | CCO expressly excluded from interested‑person non/offset pay rule |
- The Fund does not disclose individual officer compensation amounts for the CCO, and there are no disclosed stock, option, PSU/RSU awards, or bonus metrics for Darling in the proxies reviewed .
Performance Compensation
- No disclosure of performance‑based incentives (bonus targets, PSUs/RSUs, options, or specific financial/ESG metrics tied to compensation) for the Chief Compliance Officer in the reviewed proxies .
Equity Ownership & Alignment
| Metric | FY 2021 | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|---|
| Dollar Range of Equity Securities in PCF | None | None | None | None |
| Aggregate Dollar Range in Family of Investment Companies | None | None | None | N/A (officer) |
| Shares pledged as collateral | Not disclosed (no pledging noted) | Not disclosed | Not disclosed | Not disclosed |
- Management ownership: trustees and officers as a group owned less than 5% in 2021 and 2023, less than 2% in 2024, and less than 1% in 2025; Darling individually reported “None” in each year reviewed .
Employment Terms
| Item | Disclosure |
|---|---|
| Term length | One year; officer since 2018 |
| Status | Considered an “interested person” due to affiliation with the Adviser |
| Roles | CCO of PCF; GC & CCO of Adviser; CCO of Ryan Heritage, LLP and multiple funds; Principal, Law Office; Editor‑in‑Chief, The Investment Lawyer |
| Code of Ethics | Fund and Adviser maintain codes of ethics under 1940 Act and Advisers Act; CCO oversees policies and procedures |
| Severance/change‑of‑control | Not disclosed in proxies reviewed |
| Non‑compete/non‑solicit | Not disclosed |
Compensation Structure Analysis
- Shift in officer pay policy: Officers (except the CCO) received fixed retainers in 2021 and 2023, with a subsequent move in late 2024 to discontinue compensation for “interested” trustees/officers of the Adviser, and a 2025 policy clarifying that any such pay (other than the CCO) is either eliminated or offset against advisory fees .
- No disclosed equity grants, options, or performance‑linked compensation for the CCO, limiting direct pay‑for‑performance alignment signals in public filings .
Risk Indicators & Red Flags
- Section 16 compliance: the Fund was not aware of any outstanding Section 16(a) reports for trustees or officers in 2024 and 2023 .
- Pledging/hedging: no pledging disclosed for Darling; no hedging practices disclosed in the proxies reviewed .
- Codes of ethics are in place for both the Fund and Adviser, with CCO oversight .
Investment Implications
- Alignment: Darling reports no PCF share ownership across 2021–2025, and there is no disclosure of equity‑based incentives, which limits direct pay‑for‑performance alignment or insider trading signal from her position .
- Compensation structure: The absence of disclosed bonus/long‑term incentive metrics for the CCO, and the policy change removing compensation for “interested” trustees/officers (with an explicit carve‑out for the CCO in 2025 language), suggests her compensation is likely fixed and compliance‑focused rather than tied to Fund TSR or financial targets, reducing potential misalignment concerns typical of incentive‑heavy roles but also providing limited performance linkage .
- Governance/retention: Annual one‑year terms since 2018 and multi‑entity CCO responsibilities indicate established compliance leadership across the Adviser’s fund complex, with no disclosed severance or change‑of‑control economics; retention risk appears low based on tenure and concurrent roles, though not explicitly assessed via contracts in public filings .