Saba Capital Moves to Oust EWI Board Over Governance Failures

Saba Capital Moves to Oust EWI Board Over Governance Failures

Activist investor Saba Capital alleges massive value destruction, seeking to replace the entire board of Edinburgh Worldwide Investment Trust.

about 18 hours ago

Saba Capital Moves to Oust EWI Board Over Governance Failures

LONDON – December 29, 2025 – A fierce corporate battle is brewing in the heart of London’s financial district as Saba Capital Management, the largest shareholder in Edinburgh Worldwide Investment Trust PLC (EWI), has launched an aggressive campaign to unseat the trust's entire board of directors. Citing years of poor performance, significant governance red flags, and a board acting as a "pawn" for its manager Baillie Gifford, the activist investor is urging fellow shareholders to vote for a complete overhaul at an upcoming General Meeting.

In a detailed presentation released to the public, Saba Capital, a global asset management firm founded by Boaz Weinstein, laid out a damning case against the six incumbent directors. The firm is proposing to replace them with three new, independent directors—Gabi Gliksberg, Michael Joseph, and Jassen Trenkow—who it argues will bring much-needed objectivity and a commitment to maximizing shareholder value. The move sets the stage for a contentious vote on January 20, 2026, that will serve as a referendum on the trust's leadership and its relationship with the prominent investment manager Baillie Gifford.

A Barrage of Accusations

At the center of Saba’s attack is EWI’s Chairman, Jonathan Simpson-Dent. The activist firm highlights that from 2007 to 2009, Simpson-Dent served as CFO of HomeServe plc and a director of its subsidiary, HomeServe Membership Limited. This subsidiary was later hit with a staggering £30.6 million fine by the Financial Conduct Authority (FCA) for widespread misconduct and mis-selling that occurred between 2006 and 2011. Saba alleges that EWI failed to disclose this history at the time of Simpson-Dent's appointment, a potential breach of the FCA's Listing Rules.

Compounding this concern, Saba points to what it calls "rewarding failure." Despite overseeing a period of what the firm describes as "dire underperformance," which saw the trust generate a meager 6.2% Net Asset Value (NAV) return, Simpson-Dent was not only promoted to Chairman last year but also received a pay increase of nearly 50%. This juxtaposition of poor returns and executive reward forms a crucial part of Saba's argument that the board's interests are misaligned with those of its shareholders.

The scrutiny extends to other members of the board. Saba has questioned the financial judgment of the newest director, Gregory Eckersley, who previously served as interim CFO of Lekoil Limited. During Eckersley’s tenure, Lekoil was famously defrauded after paying $600,000 for a fake $184 million loan agreement with an entity posing as the Qatari sovereign wealth fund. Saba argues this incident calls into question the trustworthiness of the financial expertise Eckersley brings to the EWI board.

Furthermore, Saba contends that the board's independence is compromised. Mungo Wilson, who has served as a director since December 2016, is approaching a nine-year tenure. According to the Association of Investment Companies Code of Corporate Governance, a director is typically no longer considered independent after serving for more than nine years, a threshold Wilson is about to cross.

A 'Pawn of Baillie Gifford'?

Beyond individual conduct, Saba Capital’s central thesis is that the EWI board has prioritized the interests of its powerful investment manager, Baillie Gifford, over its own shareholders. This accusation of subservience is a common theme in activist campaigns against investment trusts, where the line between board oversight and manager influence can become blurred.

"Under the leadership of Jonathan Simpson-Dent, the EWI Board has operated as a pawn of Baillie Gifford," declared Boaz Weinstein, Saba's Founder and Chief Investment Officer, in a sharply worded statement. "After five years of massive value destruction and a continued refusal to publicly confront Baillie Gifford’s recent mishandling of EWI’s SpaceX holding, there is no world in which Mr. Simpson-Dent or any member of this Board can accurately claim they are committed to maximising value for shareholders."

Weinstein's reference to SpaceX strikes at a particularly sensitive issue. Saba claims the board stood by as Baillie Gifford sold down EWI's stake in the high-growth aerospace company, which it describes as the "crown jewel" of the portfolio and a primary reason many investors were drawn to the trust. Activists often argue that such sales are made to manage liquidity or portfolio concentration for the manager's benefit, rather than to maximize long-term returns for the trust's specific shareholders.

Adding fuel to this fire is a recent proposal for EWI to merge with another Baillie Gifford-managed trust. Saba portrays this move as a self-serving tactic designed to consolidate assets under Baillie Gifford's management, thereby securing its fee base, rather than a strategic decision in the best interest of EWI investors. Time and again, Weinstein asserted, "the Board has given Baillie Gifford a free pass and shareholders have consistently paid the price."

The Battle for the Boardroom

In place of the current leadership, Saba has put forward its own slate of candidates, emphasizing their independence and financial acumen. The firm insists that its nominees—Gliksberg, Joseph, and Trenkow—would not be beholden to Saba, Baillie Gifford, or any other single party. If elected, their mandate would be to bring "objective perspectives and deep financial backgrounds to effectively oversee the Company and evaluate all potential avenues to value creation with clear eyes."

The upcoming General Meeting will force a clear decision upon EWI's shareholders. They must weigh the incumbent board's track record and its defense against Saba's pointed criticisms. The vote is not merely about personalities but about the fundamental direction and governance philosophy of the trust. Shareholders will be asked to vote on resolutions to remove the six current directors and separately to elect the three new nominees.

Saba is pushing for a sense of urgency, noting that voting deadlines for some investment platforms may be as early as January 12, 2026, more than a week before the meeting itself. This contest for control at Edinburgh Worldwide Investment Trust is emblematic of a wider trend across the UK investment trust sector, where persistent discounts to Net Asset Value have attracted the attention of activist investors determined to force change and unlock what they see as trapped value. The outcome of this vote will be closely watched as a signal of shareholder appetite for challenging established boards and their long-standing relationships with investment managers.

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