Saba Capital Master Fund, LTD. v. BlackRock ESG Capital Allocation Trust
- Garnett
- 1:24-cv-01701
- U.S. District Court · Southern District of New York
- 4
In Saba Capital v. BlackRock ESG, Judge Garnett set briefing on a proposed stay pending a Supreme Court ruling without deciding whether to grant the stay.
Saba Capital Master Fund, the defendants, and the further proceedings in the case; the order also concerns the timing of proceedings while the proposed stay is considered.
What happened
Saba Capital Master Fund sued BlackRock ESG Capital Allocation Trust and other defendants. The defendants asked the court to pause all proceedings until the Supreme Court decides whether Section 47(b) of the Investment Company Act creates a private right to sue. They said that decision could determine whether Saba’s case can proceed.
The defendants argued that pausing the case would conserve the parties’ and court’s resources, avoid potentially unnecessary litigation, and preserve the current situation for other shareholders. Saba opposed the request. The filing also states that Saba sought rescission under Section 47(b) and requested a declaration concerning a voting bylaw.
Judge Margaret M. Garnett did not decide the stay request in this order. Instead, she ordered Saba to respond by July 11, 2025, and allowed the defendants to reply by July 17, 2025.
The detailed version
- Saba Capital Master Fund, LTD. v. BlackRock ESG Capital Allocation Trust · No. 1:24-cv-01701
- Garnett
- July 2, 2025
What was before the court
The defendants filed a letter-motion asking the court to stay, meaning pause, all proceedings in the case until the Supreme Court issues its decision in FS Credit Opportunities Corp. v. Saba Capital Master Fund, Ltd., No. 24-345. The Supreme Court granted review of whether Section 47(b) of the Investment Company Act of 1940 creates an implied private right of action—a right to sue that Congress did not expressly state in the statute.
The defendants argued that the Supreme Court’s decision could be dispositive because Saba sought rescission exclusively under Section 47(b). They also argued that the stay factors favored pausing the case: a stay would conserve judicial resources, reduce litigation costs, avoid possible prejudice to other shareholders, and preserve the status quo while the Supreme Court considers the issue. The defendants stated that Saba opposed the request.
Other claims and arguments described in the filing
The filing also discusses Saba’s request for a declaration that the Majority Vote Bylaw is void under Section 47(a). The defendants argued that Section 47(a) does not create a private right of action and that the bylaw does not fall within Section 47(a)’s text. These arguments were described in the defendants’ filing and were not decided by the order reproduced here.
What the court did
Judge Margaret M. Garnett did not grant or deny the requested stay in the order reproduced here. The order set a briefing schedule: Saba must file its response by July 11, 2025, and the defendants may file a reply by July 17, 2025. The order therefore addressed the procedure for considering the stay request, not the merits of whether the stay should be entered.
Read the full 4-page opinion on CourtListener, the free public archive maintained by the Free Law Project.