SCHEDULE 14A INFORMATION
PROXY STATEMENT PURSUANT TO SECTION 14(a) OF
THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. __)
Filed by the Registrant [x]
Filed by a Party other than the Registrant [ ]
Check the appropriate box:
[ ] Preliminary Proxy Statement
[ ] Confidential, for use of the Commission Only (as permitted by Rule
14a-6(e)(2))
[ ] Definitive Proxy Statement
[x] Definitive Additional Materials
[ ] Soliciting Material Pursuant to (ss.) 240.14a-11(c) or (ss.)
240.14a-12
Foxby Corp.
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[x] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
(1) Title of each class of securities to which transaction applies: (2)
Aggregate number of securities to which transaction applies: (3) Per unit
price or other underlying value of transaction computed pursuant to
Exchange Act
Rule 0-11 (Set forth the amount on which the filing fee is calculated
and state how it was determined):
(4) Proposed maximum aggregate value of transaction: (5) Total fee paid:
[ ] Fee paid previously with preliminary materials.
[ ] Check box if any part of the fee is offset as provided by Exchange
Act Rule 0-11(a)(2) and identify the filing for which the offsetting
fee was paid previously. Identify the previous filing by registration
statement number, or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.: (3) Filing Party: (4)
Date Filed:
FOXBY CORP.
11 Hanover Square
New York, NY 10005
Supplement To The Proxy Statement Dated July 17 , 2004 Pursuant To Rule
14a-14 of Regulation 14A Under The Securities Exchange Act Of 1934
As discussed in the proxy statement, into which this supplement is
incorporated by reference, Article II, Section 5 of the Fund's Bylaws is as
follows:
Quorum; Adjournment of Meetings. At any meeting of stockholders, the
presence in person or by proxy of stockholders entitled to cast one-third
of all the votes entitled to be cast at such meeting shall constitute a
quorum, except with respect to any matter which, under applicable statutes
or regulatory requirements, requires approval by a separate vote of one or
more classes or series of stock, in which case the presence in person or by
proxy of stockholders entitled to cast one-third of all the votes entitled
to be cast by each class or series entitled to vote as a separate class or
series on the matter shall constitute a quorum; but this section shall not
affect any requirement under any statute or the charter (the "Charter") of
the Corporation for the vote necessary for the adoption of any measure. If,
however, such quorum shall not be present at any meeting of the
stockholders, the chairman of the meeting shall have the power to adjourn
the meeting from time to time to a date not more than 120 days after the
original record date without notice other than announcement at the meeting.
At such adjourned meeting at which a quorum shall be present, any business
may be transacted which might have been transacted at the meeting as
originally notified.
The Fund's 2004 Annual Meeting of Stockholders will be held on September 7,
2004 at 8:30 a.m. In order to avoid the additional expense of further
solicitations, we ask your cooperation in mailing in your proxy card promptly in
the postage paid envelope previously provided if you do not expect to attend the
meeting. Please refer to the July 17, 2004 proxy notice and statement for more
complete information.
August 19, 2004