UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act File Number:

811-02328

SRH Total Return Fund, Inc.

(Exact Name of Registrant as Specified in Charter)

1700 Broadway, Suite 1850

Denver, CO 80290

(Address of Principal Executive Offices)(Zip Code)

Chris Moore

SRH Total Return Fund, Inc.

1700 Broadway, Suite 1850

Denver, CO 80290

(Name and Address of Agent for Service)

Registrant’s Telephone Number, including Area Code:

(866) 228-4853

Date of Fiscal Year End: November 30

Date of Reporting Period: December 1, 2023 – November 30, 2024

Item 1.

Reports to Stockholders.

(a)

Distribution Policy

November 30, 2024 (Unaudited)

SRH Total Return Fund, Inc. (the “Fund”), acting pursuant to a Securities and Exchange Commission exemptive order and with the approval of the Fund’s Board of Directors (the “Board”), has adopted a plan, consistent with its investment objectives and policies to support a level distribution of income, capital gains and/or return of capital (the “Plan”). In accordance with the Plan, the Fund distributed $0.1375 per share on a quarterly basis during the year ended November 30, 2024. Beginning in January 2025, the quarterly distribution increased to $0.165 per share. The fixed amount distributed per share is subject to change at the discretion of the Fund’s Board. Under the Plan, the Fund will typically distribute most or all of its available investment income to its stockholders, consistent with its primary investment objectives and as required by the Internal Revenue Code of 1986, as amended (the “Code”). The Fund may also distribute long-term capital gains and short-term capital gains and return of capital to stockholders in order to maintain a level distribution. Each quarterly distribution to stockholders is expected to be at the fixed amount established by the Board, except for extraordinary distributions and potential distribution rate increases or decreases to enable the Fund to comply with the distribution requirements imposed by the Code. Stockholders should not draw any conclusions about the Fund’s investment performance from the amount of these distributions or from the terms of the Plan. The Fund’s total return performance on net asset value is presented in its financial highlights table. The Board may amend, suspend or terminate the Fund’s Plan without prior notice if it deems such action to be in the best interest of the Fund or its stockholders. The suspension or termination of the Plan could have the effect of creating a trading discount (if the Fund’s stock is trading at or above net asset value) or widening an existing trading discount. The Fund is subject to risks that could have an adverse impact on its ability to maintain level distributions. Examples of potential risks include, but are not limited to, economic downturns impacting the markets, investments in foreign securities, foreign currency fluctuations and changes in the Code. Please refer to the Fund’s annual report for a more complete description of its risks.

SRH Total Return Fund, Inc.

Table of Contents

Performance Overview	2
Statement of Investments	8
Statement of Assets and Liabilities	11
Statement of Operations	12
Statements of Changes in Net Assets	13
Statement of Cash Flows	14
Financial Highlights	16
Notes to Financial Statements	19
Report of Independent Registered Public Accounting Firm	29
Additional Information	30
Summary of Dividend Reinvestment Plan	33
Summary of Updated Information Regarding the Fund	34
Directors & Officers	41
Board Approvals of Investment Advisory and Sub-Advisory Agreements	44

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Performance Overview

November 30, 2024 (Unaudited)

Annual Update:

The SRH Total Return Fund, Inc. (the “Fund”) generated a return of 35.47% on net asset value (“NAV”) for the one-year period ended November 30, 2024 (the “Period”). During the same Period, the S&P 500 Index returned 33.89%, the Dow Jones Industrial Average (“DJIA”) returned 27.19%, and the Morningstar US Large Value Index returned 27.83%.

The Fund has outperformed the S&P 500 Index, DJIA, and Morningstar US Large Value Index on an annualized net assets basis since affiliates of SRH Advisors, LLC (“SRH”) became investment advisers to the Fund in January of 2002.

On a market price basis, the Fund gained 29.37% for the Period, which represents underperformance relative to the Fund’s NAV return of 35.47%. The discount at the beginning of the Period was -20.3%, and at the end of the Period it had widened to -23.9%.

More detail on various holding Period returns can be found in the table below:

	3 months	6 months	One Year	Three Years*	Five Years*	Ten Years*	Since January 2002**
STEW (NAV)	7.59%	18.83%	35.47%	16.10%	14.24%	11.14%	9.77%
STEW (Market)	6.35%	17.05%	29.37%	12.82%	11.98%	10.59%	8.31%
S&P 500 Index^†	7.15%	15.07%	33.89%	11.44%	15.77%	13.35%	9.71%
DJIA^††	8.47%	17.09%	27.19%	11.44%	12.14%	12.17%	9.42%
Morningstar US Large Value Index^†††	4.23%	12.73%	27.83%	13.58%	11.10%	10.21%	8.00%

Average annual returns.

Annualized since January 2002, when affiliates of SRH became investment advisers to the Fund. Does not include the effect of dilution on non-participating stockholders from the December 2002 rights offering.

†

The S&P 500 Index is widely regarded as the best single gauge of large-cap U.S. equities. There is over USD 9.9 trillion indexed or benchmarked to the index, with indexed assets comprising approximately USD 3.4 trillion of this total. The index includes 500 leading companies and captures approximately 80% coverage of available market capitalization.

††

The Dow Jones Industrial Average (“DJIA”), is a price-weighted measure of 30 U.S. blue-chip companies. The index covers all industries except transportation and utilities.

†††

The Morningstar US Large Value Index measures the performance of U.S. large-cap stocks with relatively low prices given anticipated per-share earnings, book value, cash flow, sales and dividends. This Index does not incorporate Environment, Social, or Governance criteria.

The performance data quoted represents past performance. Past performance is no guarantee of future results. Fund returns include reinvested dividends and distributions, but do not reflect the reduction of taxes a stockholder would pay on Fund distributions or the sale of Fund shares and do not reflect brokerage commissions, if any. Returns of the S&P 500 Index, the DJIA and Morningstar US Large Value Index include reinvested dividends and distributions, but do not reflect the effect of commissions, expenses or taxes, as applicable. You cannot invest directly in any of these indices. The investment return and the principal value of an investment will fluctuate and shares, if sold, may be worth more or less than their original cost. Current performance may be lower or higher than the performance data quoted.

This has been an interesting year in the market, and SRH is pleased with the NAV performance of the Fund. During the Period, the Fund not only outperformed the benchmarks referenced above but also surpassed the 32.63% return of Berkshire Hathaway (BRK/A). We view any year the Fund’s NAV performance surpasses its benchmarks, as well as its most concentrated position, as a strong year for the Fund. What makes this accomplishment even more notable is the high performance of both the S&P 500 Index and Berkshire Hathaway. Historically, the Fund tends to outperform during market

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SRH Total Return Fund, Inc.

Performance Overview

November 30, 2024 (Unaudited)

downturns and underperform during significant market upswings. To achieve outperformance in a year of substantial market gains is particularly gratifying to us as sub-advisor.

However, it is important to acknowledge that the Fund’s discount has widened, which remains a challenge. The SRH investment team regularly discusses the persistence of the discount and explores potential actions that could be recommended to the Fund’s Board of Directors (“Board”). While numerous potential remedies have been considered, it is important to recognize that many of them benefit short-term shareholders, often at the expense of long-term shareholders. Our investment philosophy remains firmly focused on the long-term horizon, as we believe that investment success is driven by this approach. While we had hoped that strong NAV performance, combined with consistent distribution increases, would positively impact the discount, it appears that further time or additional measures may be needed.

Turning to the broader market, equities performed well during the Period. Notably, only four of the “Magnificent Seven” stocks outperformed the S&P 500 during the Period. This suggests that there was broader participation in the market rally, providing more opportunities for stock selection to enhance returns. Concurrently, NVIDIA (NVDA) received considerable media attention, and we estimate that it contributed 6.0% to the S&P 500’s overall return during the Period. We remain hopeful that we are nearing the end of the market cycle in which large cap technology stocks dominate, and are entering a phase where smaller, value-oriented stocks can perform well. Nonetheless, we believe that by adhering to our disciplined investment philosophy, we will continue to identify idiosyncratic value opportunities, regardless of the broader market environment.

The Fund follows a managed distribution program that seeks to deliver part of the Fund’s long-term total return potential through regular quarterly distributions at a fixed rate per share. Distributions under the managed distribution program may consist of net investment income, realized capital gains and return of capital, or any combination thereof. During the Period, the Fund made quarterly distributions to shareholders in aggregate totaling $0.55 per share, estimated to be comprised of net realized capital gains of $0.54 per share and return of capital of $0.01 per share. A significant portion of the distributions are comprised of long-term capital gains because it is rare for the Fund to hold a position less than one year. The managed distribution program did not have a material effect on the Fund’s investment strategy over the Period.

For the fourth consecutive year, the Board has approved an increase in the quarterly distribution. Effective January 2025, the distribution will increase by 20%. In our opinion, the Fund’s managed distribution program aligns well with its low turnover, buy-and-hold investment strategy, both in terms of its rate of growth and overall yield. SRH supports a distribution rate that is balanced – neither excessive nor unsustainable – with a goal of the per share NAV of the Fund continuing to grow over the long term.

The largest contributors to performance during the Period were Berkshire Hathaway, Inc. (BRK/A and BRK/B), which contributed 13.83%, and JPMorgan Chase & Co (JPM), which contributed 6.23% to the total return on net assets. Conversely, the largest detractors from performance during the Period were Intel Corp (INTC), which detracted -1.50%, and First Watch Restaurant Group (FWRG), which detracted -0.29% from the total return on net assets.

During the Period, the Fund reduced its position in Berkshire Hathaway (BRK/B). Full positions in NRG Energy (NRG) and Johnson & Johnson (JNJ) were sold. New positions were initiated in Forward Air Corp (FWRD), First Watch Restaurant Group (FWRG), Interparfums Inc. (IPAR), and GFL Environmental Inc. (GFL).

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Performance Overview

November 30, 2024 (Unaudited)

The Fund repurchased and retired 626,974 shares of its Common Stock during the Period, at an average price of $14.83 per share. Since the Board reinstated the share repurchase program in August 2017, the Fund has repurchased and retired a total of 9,655,317 shares at an average price of $10.64 per share.

The following table shows the top ten holdings in the Fund as of November 30, 2024:

Holding	Symbol(s)	Percentage of Total Managed Assets
Berkshire Hathaway, Inc.	BRK/A and BRK/B	38.2%
JPMorgan Chase & Co.	JPM	11.0%
Enterprise Products Partners LP	EPD	5.4%
Yum! Brands, Inc.	YUM	5.1%
Evercore, Inc.	EVR	3.9%
Cash and Short-Term Investments	OPGXX	3.7%
Microsoft Corp.	MSFT	3.6%
Cisco Systems, Inc.	CSCO	3.1%
Cohen & Steers Infrastructure Fund, Inc.	UTF	3.1%
Charles Schwab Corp.	SCHW	2.7%

As always, we appreciate your continued support of the Fund.

Sincerely,



Joel Looney	Jacob Hemmer
Portfolio Manager	Portfolio Manager

The views and opinions in the preceding commentary are as of the date of this letter and are subject to change at any time. This material represents an assessment of the market environment at a specific point in time, should not be relied upon as investment advice and is not intended to predict or depict performance of any investment.

Portfolio weightings and other figures in the foregoing commentary are provided as of period-end, unless otherwise stated.

Note to Stockholders on the Fund’s Discount. As most stockholders are aware, the Fund’s shares presently trade at a significant discount to net asset value. The Board is aware of this, monitors the discount and periodically reviews the limited options available to mitigate the discount. In addition, there are several factors affecting the Fund’s discount over which the Board and management have little control. In the end, the market sets the Fund’s share price. For long-term stockholders of a closed-end fund, we believe the Fund’s discount should only be one of many factors taken into consideration at the time of your investment decision.

Note to Stockholders on Concentration of Investments. The Board feels it is important that stockholders be aware of the Fund’s high concentration in a small number of positions. Concentrating investments in fewer securities may involve a degree of risk that is greater than a fund having less concentrated investments spread over a greater number of securities. In particular, the Fund is highly concentrated in Berkshire Hathaway, Inc., which, in addition to other business risks, is largely dependent on

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SRH Total Return Fund, Inc.

Performance Overview

November 30, 2024 (Unaudited)

Warren Buffett for major investment and capital allocation decisions. When Mr. Buffett is no longer able to fulfill his responsibilities with Berkshire Hathaway, Inc., the value of the Fund’s position in Berkshire Hathaway, Inc. could be materially impacted.

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Performance Overview

November 30, 2024 (Unaudited)

Growth of $10,000 (as of November 30, 2024)

Comparison of change in value of a hypothetical $10,000 investment in the Fund and the Underlying Indexes

Past performance does not guarantee future results. Performance will fluctuate with changes in market conditions. Current performance may be lower or higher than the performance data shown. Performance information does not reflect the deduction of taxes that stockholders would pay on Fund distributions or the sale of Fund shares. An investment in the Fund involves risk, including loss of principal.

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SRH Total Return Fund, Inc.

Performance Overview

November 30, 2024 (Unaudited)

The table below is a summary of the distributions paid for the year ended November 30, 2024.

	Per Share of Common Stock
	Net Asset Value		Market Price		Distribution Paid*
1/31/2024	$	17.79	$	14.06	$	0.1375
4/30/2024		18.27		14.25		0.1375
7/31/2024		19.65		15.42		0.1375
10/31/2024		20.08		15.50		0.1375

Please refer to page 32 for classifications of distributions.

INVESTMENTS AS A % OF NET ASSETS

APPLICABLE TO COMMON STOCKHOLDERS

Holdings are subject to change

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Statement of Investments

November 30, 2024

Description	Shares		Value (Note 2)
LONG TERM INVESTMENTS - 106.83%

DOMESTIC COMMON STOCK - 95.27%

Capital Goods - 2.87%
Stanley Black & Decker, Inc.		680,000	$	60,826,000

Construction Machinery - 1.92%
Caterpillar, Inc.		100,000		40,611,000

Consumer Discretionary Distribution - 1.94%
eBay, Inc.		650,000		41,138,500

Consumer Services - 6.44%
First Watch Restaurant Group, Inc.^(a)		900,000		17,181,000
Yum! Brands, Inc.		858,000		119,210,520
				136,391,520
Consumer Staples Distribution - 2.16%
Walmart, Inc.		495,000		45,787,500

Diversified - 42.20%
Berkshire Hathaway, Inc., Class A^(a)(b)		1,028		744,313,120
Berkshire Hathaway, Inc., Class B^(a)(b)		310,000		149,736,200
				894,049,320
Diversified Financial Services - 22.97%
American Express Co.^(c)		105,000		31,991,400
Charles Schwab Corp.		750,000		62,070,000
Evercore, Inc., Class A		300,000		92,370,000
JPMorgan Chase & Co.		1,028,000		256,712,160
PayPal Holdings, Inc.^(a)		500,000		43,385,000
				486,528,560
Household & Personal Products - 1.88%
Inter Parfums, Inc.		290,000		39,921,400

Insurance - 2.76%
Travelers Cos., Inc.		220,000		58,528,800

Semiconductors - 1.36%
Intel Corp.		1,200,000		28,860,000

Software & Tech Services - 4.00%
Microsoft Corp.		200,000		84,692,000

See Accompanying Notes to Financial Statements.

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SRH Total Return Fund, Inc.

Statement of Investments

November 30, 2024

Description	Shares		Value (Note 2)
Technology, Hardware & Equipment - 3.47%
Cisco Systems, Inc.		1,240,000	$	73,420,400

Transportation - 1.30%
Forward Air Corp.^(a)		750,000		27,517,500

TOTAL DOMESTIC COMMON STOCK
(Cost $539,908,400)				2,018,272,500

FOREIGN COMMON STOCK - 2.22%

Commercial Services & Supplies - 2.22%
GFL Environmental, Inc.		1,000,000		47,100,000

TOTAL FOREIGN COMMON STOCK
(Cost $43,016,069)				47,100,000

CLOSED-END FUNDS - 3.41%
Cohen & Steers Infrastructure Fund, Inc.		2,750,000		72,104,999

TOTAL CLOSED-END FUNDS
(Cost $37,425,470)				72,104,999

LIMITED PARTNERSHIPS - 5.93%
Enterprise Products Partners LP		3,650,000		125,669,500

TOTAL LIMITED PARTNERSHIPS
(Cost $71,009,752)				125,669,500

TOTAL LONG TERM INVESTMENTS
(Cost $691,359,691)				2,263,146,999

See Accompanying Notes to Financial Statements.

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Statement of Investments

November 30, 2024

Description	Shares		Value (Note 2)
SHORT TERM INVESTMENTS - 4.07%
MONEY MARKET FUNDS - 4.07%
State Street Institutional U.S. Government Money Market Fund, Opportunity Class, 7-Day Yield - 4.56%		86,331,848	$	86,331,848

TOTAL MONEY MARKET FUNDS
(Cost $86,331,848)				86,331,848

TOTAL SHORT TERM INVESTMENTS
(Cost $86,331,848)				86,331,848

TOTAL INVESTMENTS - 110.90%				2,349,478,847
(Cost $777,691,539)

SENIOR NOTES (NET OF DEFERRED OFFERING COST OF $1,450,081) - (10.55%)				(223,549,919	)

OTHER ASSETS AND LIABILITIES, NET - (0.35%)				(7,326,964	)

NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS - 100.00%			$	2,118,601,964

^(a)

Non-income producing security.

^(b)

For additional information on portfolio concentration, see Note 2.

^(c)

A portion of the security is held as collateral for the written call options in the amount of $6,556,200.

Percentages are stated as a percent of Net Assets Applicable to Common Stockholders.

Written Call Options:

Description	Exercise Price		Premiums Received		Expiration Date	Number of Contracts		Notional Value			Value (Note 2)
American Express Co.	$	270	$	4,265,961	1/16/2026		(1,050)	$	(31,991,400	)	$	(6,556,200	)
			$	4,265,961				$	(31,991,400	)	$	(6,556,200	)

See Accompanying Notes to Financial Statements.

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SRH Total Return Fund, Inc.

Statement of Assets and Liabilities

November 30, 2024

ASSETS:
Investments, at value
Cost ($777,691,539)	$	2,349,478,847
Dividends and interest receivable		1,507,004
Prepaid expenses and other assets		79,542
Total Assets		2,351,065,393

LIABILITIES:
Written options, at value
(Premiums received $4,265,961)		6,556,200
Senior notes (net of deferred offering cost of $1,450,081) (Note 10)		223,549,919
Investment advisory fees payable (Note 4)		1,646,939
Interest payable on senior notes (Note 10)		439,379
Administration fees payable (Note 4)		164,979
Printing fees payable		32,575
Custody fees payable		17,638
Legal fees payable		22,300
Accrued expenses and other payables		33,500
Total Liabilities		232,463,429
NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS	$	2,118,601,964

NET ASSETS (APPLICABLE TO COMMON STOCKHOLDERS) CONSIST OF:
Par value of common stock (authorized 249,990,000 shares at $0.01 par value)	$	964,415
Paid-in capital in excess of par value of common stock		513,210,797
Total distributable earnings		1,604,426,752
NET ASSETS (APPLICABLE TO COMMON STOCKHOLDERS)	$	2,118,601,964

Net Asset Value, Per Share of Common Stock Outstanding ($2,118,601,964/96,441,500 shares)	$	21.97

See Accompanying Notes to Financial Statements.

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Statement of Operations

For the Year Ended November 30, 2024

INVESTMENT INCOME:
Dividends	$	28,864,990
Interest		6,725,842
Total Investment Income		35,590,832

EXPENSES:
Investment advisory fees (Note 4)		18,515,458
Interest on senior notes (Note 10)		6,119,915
Administration fees (Note 4)		1,856,294
Directors’ fees and expenses (Note 4)		243,473
Printing fees		98,518
Legal fees		114,822
Custody fees		52,651
Insurance expense		47,227
Audit and tax fees		45,200
Transfer agency fees		45,213
Offering costs (Note 10)		190,869
Other		216,202
Total Expenses		27,545,842
Net Investment Income		8,044,990

REALIZED AND UNREALIZED GAIN/(LOSS) ON INVESTMENTS:
Net realized gain/(loss) on:
Investments		51,262,224
Written options		(4,921,390	)
Net realized gain		46,340,834
Long-term capital gain distributions from other investment companies		1,441,153
Net change in unrealized appreciation/depreciation on:
Investments		496,365,599
Written options		(4,762,634	)
Net change in unrealized appreciation		491,602,965
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS		539,384,952
NET INCREASE IN NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS RESULTING FROM OPERATIONS	$	547,429,942

See Accompanying Notes to Financial Statements.

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SRH Total Return Fund, Inc.

Statements of Changes in Net Assets

	For the Year Ended November 30, 2024			For the Year Ended November 30, 2023
OPERATIONS:
Net investment income	$	8,044,990		$	11,493,968
Net realized gain on investments and written options		46,340,834			44,240,641
Long-term capital gain distributions from other investment companies		1,441,153			2,698,091
Net change in unrealized appreciation on investments and written options		491,602,965			81,879,653
Net Increase in Net Assets Applicable to Common Stockholders Resulting from Operations		547,429,942			140,312,353

DISTRIBUTIONS TO COMMON STOCKHOLDERS (NOTE 9):
From distributable earnings		(52,352,982	)		(48,632,411	)
From tax return of capital		(850,558	)		—
Total Distributions: Common Stockholders		(53,203,540	)		(48,632,411	)

CAPITAL SHARE TRANSACTIONS (NOTE 8):
Repurchase of fund shares		(9,297,208	)		(3,536,681	)
Net Decrease in Net Assets from Capital Share Transactions		(9,297,208	)		(3,536,681	)

Net Increase in Net Assets Applicable to Common Stockholders		484,929,194			88,143,261

NET ASSETS:
Beginning of period		1,633,672,770			1,545,529,509
End of period	$	2,118,601,964		$	1,633,672,770

See Accompanying Notes to Financial Statements.

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Statement of Cash Flows

For the Year Ended November 30, 2024

CASH FLOWS FROM OPERATING ACTIVITIES:
Net increase in net assets applicable to Common Stockholders resulting from operations	$	547,429,942
Adjustments to reconcile change in net assets applicable to Common Stockholders resulting from operations to net cash provided by operating activities:
Purchase of investment securities		(138,597,805	)
Net sales of short-term investment securities		54,694,802
Proceeds from disposition of investment securities		140,837,027
Premiums paid on closing written options transactions		(10,026,597	)
Premiums received from written options transactions		6,048,273
Net realized (gain)/loss on:
Investments		(52,703,377	)
Written options		4,921,390
Net change in unrealized appreciation/(depreciation) on:
Investments		(496,365,599	)
Written options		4,762,634
Amortization of offering costs		190,869
(Increase)/Decrease in assets:
Dividends and interest receivable		1,049,669
Prepaid expenses and other assets		(7,212	)
Increase/(Decrease) in liabilities:
Interest payable on senior notes		2,415
Investment advisory fees payable		302,168
Administration fees payable		29,995
Directors’ fees and expenses payable		(4,629	)
Legal fees payable		1,228
Audit and tax fees payable		(43,500	)
Custody fees payable		9,362
Printing fees payable		(47,769	)
Accrued expenses and other payables		17,462
Net Cash Provided by Operating Activities		62,500,748

CASH FLOWS FROM FINANCING ACTIVITIES:
Cash distributions paid to Common Stockholders		(53,203,540	)
Repurchase of fund shares		(9,297,208	)
Net Cash Used in Financing Activities		(62,500,748	)

Net increase in cash		—
Cash, beginning balance		—
Cash, ending balance	$	—

Cash paid for interest on senior notes during the period was:	$	6,117,500

See Accompanying Notes to Financial Statements.

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SRH Total Return Fund, Inc.

Financial Highlights

Contained below is selected data for a share of common stock outstanding, total investment return, ratios to average net assets and other supplemental data for the periods indicated. This information has been determined based upon information provided in the financial statements and market price data for the Fund’s shares.

OPERATING PERFORMANCE:

Net asset value — Beginning of Period

INCOME FROM INVESTMENT OPERATIONS:

Net investment income^(a)

Net realized and unrealized gain/(loss) on investments

Net Increase from Operations Applicable to Common Stockholders

DISTRIBUTIONS TO COMMON STOCKHOLDERS

Distributable earnings

Tax return of capital

Total Distributions Paid to Common Stockholders

CAPITAL SHARE TRANSACTIONS:

Impact of Capital Share Transactions^(a)

Total Capital Share Transactions

Net Increase/(Decrease) in Net Asset Value

Common Share Net Asset Value — End of Period

Common Share Market Price — End of Period

Total Return, Common Share Net Asset Value^(b)

Total Return, Common Share Market Price^(b)

RATIOS TO AVERAGE NET ASSETS APPLICABLE TO COMMON STOCKHOLDERS:^(c)

Ratio of operating expenses to average net assets including waiver

Ratio of operating expenses to average net assets excluding waiver

Ratio of operating expenses to average net assets excluding interest on borrowings

Ratio of net investment income to average net assets including waiver

Ratio of net investment income to average net assets excluding waiver

SUPPLEMENTAL DATA:

Portfolio turnover rate

Net Assets Applicable to Common Stockholders, End of Period (000s)

Number of Common Shares Outstanding, End of Period (000s)

BORROWINGS AT END OF PERIOD

Aggregate Amount of Senior Notes Outstanding (000s)

Asset Coverage Per $1,000^(g)

See Accompanying Notes to Financial Statements.

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SRH Total Return Fund, Inc.

Financial Highlights

For the Year Ended November 30, 2024			For the Year Ended November 30, 2023			For the Year Ended November 30, 2022			For the Year Ended November 30, 2021			For the Year Ended November 30, 2020

$	16.83		$	15.88		$	15.69		$	13.29		$	13.56

	0.08			0.12			0.11			0.01			0.06
	5.58			1.32			0.55			2.79			(0.01	)
	5.66			1.44			0.66			2.80			0.05

	(0.54	)		(0.50	)		(0.48	)		(0.41	)		(0.39	)
	(0.01	)		—			—			—			(0.02	)
	(0.55	)		(0.50	)		(0.48	)		(0.41	)		(0.41	)

	0.03			0.01			0.01			0.01			0.09
	0.03			0.01			0.01			0.01			0.09
	5.14			0.95			0.19			2.40			(0.27	)
$	21.97		$	16.83		$	15.88		$	15.69		$	13.29
$	16.73		$	13.42		$	13.31		$	13.02		$	10.91
	35.47	%		10.06	%		4.96	%		21.86	%		2.04	%
	29.37	%		4.71	%		6.01	%		23.18	%		(0.45	%)

	1.49	%		1.60	%		1.61	%		1.65	%^(d)		1.16	%^(d)
	1.49	%		1.60	%		1.61	%		1.68	%		1.17	%
	1.16	%		1.20	%		1.20	%		1.24	%		1.12	%
	0.44	%		0.74	%		0.70	%		0.07	%^(d)		0.52	%^(d)
	0.44	%		0.74	%		0.70	%		0.04	%		0.51	%
	7	%		10	%		10	%		6	%		6	%
$	2,118,602		$	1,633,673		$	1,545,530		$	1,534,631		$	1,305,895
	96,442			97,068			97,333			97,802			98,271

$	225,000	^(e)(f)	$	225,000	^(e)(f)	$	223,169	^(e)	$	222,978	^(e)	$	222,749	^(e)
	10,416			8,261			7,925			7,882			6,863

See Accompanying Notes to Financial Statements.

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Financial Highlights

(a)

Calculated based on the average number of common shares outstanding during each fiscal period.

(b)

Total return based on per share net asset value reflects the effects of changes in net asset value on the performance of the Fund during each fiscal period. Total return based on common share market value assumes the purchase of common shares at the market price on the first day and sale of common shares at the market price on the last day of the period indicated. Dividends and distributions, if any, are assumed to be reinvested at prices obtained under the Fund’s distribution reinvestment plan.

(c)

Ratios do not reflect the proportionate share of income and expenses of the underlying investee funds (i.e. those listed under Money Market Funds or Closed-End Funds on the Statement of Investments).

(d)

Advisory, sub-advisory and administration fees were voluntarily waived, on amounts attributable to the proceeds of the senior notes issued that remained in cash or cash equivalents.

(e)

The amount shown is due to the issuance of senior notes (See Note 10).

(f)

Principal amount. Excludes the costs incurred in connection with the issuance of the senior notes.

(g)

Calculated by subtracting the Fund’s total liabilities (excluding the principal amount of the senior notes) from the Fund’s total assets and dividing by the principal amount of the senior notes, then multiplying by $1,000.

See Accompanying Notes to Financial Statements.

www.srhtotalreturnfund.com

SRH Total Return Fund, Inc.	Notes to Financial Statements
	November 30, 2024

NOTE 1. FUND ORGANIZATION

SRH Total Return Fund, Inc. (the “Fund” or “STEW”), is a non-diversified, closed-end management company organized as a Maryland corporation and is registered with the Securities and Exchange Commission (“SEC”) under the Investment Company Act of 1940, as amended (the “1940 Act”).

The Fund is considered an investment company for financial reporting purposes under generally accepted accounting principles in the United States of America (“GAAP”) and accordingly follows the investment company accounting and reporting guidance in the Financial Accounting Standards Board Accounting Standards Codification Topic 946 Financial Services – Investment Companies.

NOTE 2. SIGNIFICANT ACCOUNTING POLICIES

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The preparation of financial statements is in accordance with GAAP, which requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

Portfolio Valuation: Equity securities including closed-end funds and limited partnerships for which market quotations are readily available (including securities listed on national securities exchanges and those traded over-the-counter) are valued based on the last sales price at the close of the applicable exchange. If such equity securities were not traded on the valuation date, but market quotations are readily available, they are valued at the bid price provided by an independent pricing service or by principal market makers. Equity securities traded on NASDAQ are valued at the NASDAQ Official Closing Price. Debt securities are valued at the mean between the closing bid and asked prices, or based on a matrix system which utilizes information (such as credit ratings, yields and maturities) from independent pricing services, principal market makers, or other independent sources. Money market mutual funds are valued at their net asset value per share. Short-term fixed income securities such as Commercial Paper, Bankers Acceptances and U.S. Treasury Bills, having a maturity of less than 60 days are valued using market quotations or a matrix method provided by a pricing service. If prices are not available from the pricing service, then the securities will be priced at fair value under procedures approved by the Board of Directors (the “Board”). Pursuant to Rule 2a-5 under the 1940 Act, the Board has designated the Fund's investment adviser, Paralel Advisors LLC ("Paralel" or the “Adviser”), as the valuation designee (the "Valuation Designee") with respect to the fair valuation of the Fund's portfolio securities, subject to oversight by and periodic reporting to the Board. Fair valued securities are those for which market quotations are not readily available or where the pricing agent or market maker does not provide a valuation or methodology, or provides a valuation or methodology that, in the judgment of the Adviser, does not represent fair value.

For valuation purposes, the last quoted prices of non-U.S. equity securities may be adjusted under certain circumstances described below. If the Valuation Designee determines that developments between the close of a foreign market and the close of the New York Stock Exchange (“NYSE”) will, in its judgment, materially affect the value of some or all of the Fund’s portfolio securities, the Valuation Designee may adjust the previous closing prices to reflect what it believes to be the fair value of the securities as of the close of the NYSE. In deciding whether it is necessary to adjust closing prices to reflect fair value, the Valuation Designee reviews a variety of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.	Notes to Financial Statements
	November 30, 2024

of instruments trading in U.S. markets that represent foreign securities and baskets of foreign securities. The Valuation Designee may also fair value securities in other situations, such as when a particular foreign market is closed but the U.S. market is open. The Valuation Designee may use outside pricing services to provide it with closing prices. The Valuation Designee may consider whether it is appropriate, in light of relevant circumstances, to adjust such valuation in accordance with the Fund’s valuation procedures. The Valuation Designee cannot predict how often it will use closing prices and how often it will determine it necessary to adjust those prices to reflect fair value. If the Valuation Designee adjusts prices, the Valuation Designee will periodically compare closing prices, the next day’s opening prices in the same markets and those adjusted prices as a means of evaluating its security valuation process.

Options are valued at the mean of the highest bid and lowest ask prices on the principal exchange on which the option trades. If no quotations are available, fair value procedures will be used. Fair value procedures will also be used for any options traded over-the-counter.

Various inputs are used to determine the value of the Fund's investments. Observable inputs are inputs that reflect the assumptions market participants would use based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions based on the best information available in the circumstances.

These inputs are summarized in the three broad levels listed below.

Level 1 —

Unadjusted quoted prices in active markets for identical investments that the Fund has the ability to access

Level 2 —

Significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Level 3 —

Significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

www.srhtotalreturnfund.com

SRH Total Return Fund, Inc.	Notes to Financial Statements
	November 30, 2024

The following is a summary of the Fund’s investments by inputs used to value those investments and other financial instruments as of November 30, 2024:

Investments in Securities at Value*	Level 1		Level 2		Level 3		Total
Domestic Common Stock	$	2,018,272,500	$	—	$	—	$	2,018,272,500
Foreign Common Stock		47,100,000		—		—		47,100,000
Closed-End Funds		72,104,999		—		—		72,104,999
Limited Partnerships		125,669,500		—		—		125,669,500
Money Market Funds		86,331,848		—		—		86,331,848
TOTAL	$	2,349,478,847	$	—	$	—	$	2,349,478,847

Other Financial Instruments**	Level 1			Level 2		Level 3		Total
Written Call Options	$	(6,556,200	)	$	—	$	—	$	(6,556,200	)
TOTAL	$	(6,556,200	)	$	—	$	—	$	(6,556,200	)

For detailed descriptions and other security classifications, see the accompanying Statement of Investments.

Other financial instruments are derivative instruments reflected in the Statement of Investments.

Cash and Cash Equivalents: Cash and cash equivalents may include demand deposits and highly liquid investments, typically with original maturities of three months or less. Cash and cash equivalents are carried at cost, which approximates fair value.

Securities Transactions and Investment Income: Securities transactions are recorded as of the trade date. Realized gains and losses from securities sold are recorded on the identified cost basis. Dividend income is recorded as of the ex-dividend date or for certain foreign securities, when the information becomes available to the Fund. Certain dividend income from foreign securities will be recorded, in the exercise of reasonable diligence, as soon as the Fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date and may be subject to withholding taxes in these jurisdictions. Withholding taxes on foreign dividends have been provided for in accordance with the Fund's understanding of the applicable country's tax rules and rates. Non-cash dividends included in dividend income, if any, are recorded at the fair value of the securities received. Interest income, including amortization of premium and accretion of discount on debt securities, as required, is recorded on the accrual basis using the effective yield method.

Foreign Currency Transactions: The Fund may invest a portion of its assets in foreign securities. In the event that the Fund executes a foreign security transaction, the Fund will generally enter into a forward foreign currency contract to settle the foreign security transaction. Foreign securities may carry more risk than U.S. securities, such as political, market and currency risks. See Foreign Issuer Risk under Note 6.

The Fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the fair values of

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.	Notes to Financial Statements
	November 30, 2024

assets and liabilities, other than investments in securities at fiscal period-end, resulting from changes in exchange rates.

Distributions to Common Stockholders: It is the Fund’s policy to distribute substantially all net investment income and net realized gains to stockholders and to otherwise qualify as a regulated investment company under provisions of the Internal Revenue Code of 1986, as amended. Distributions to common stockholders are recorded on the ex-dividend date.

The Fund intends to distribute its net realized capital gains, if any, at least annually. At times, to maintain a stable level of distributions, the Fund may pay out less than all of its net investment income or pay out accumulated undistributed income, or return capital, in addition to current net investment income. Any distribution that is treated as a return of capital generally will reduce a stockholder's basis in his or her shares, which may increase the capital gain or reduce the capital loss realized upon the sale of such shares. Any amounts received in excess of a stockholder's basis are generally treated as capital gain, assuming the shares are held as capital assets.

Indemnifications: The Fund’s organizational documents provide that its officers and directors are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, both in some of its principal service contracts and in the normal course of its business, the Fund enters into contracts that provide indemnifications to other parties for certain types of losses or liabilities. The Fund’s maximum exposure under these arrangements is unknown as this could involve future claims against the Fund.

Federal Income Tax: For federal income tax purposes, the Fund currently qualifies, and intends to remain qualified as a regulated investment company under the provisions of Subchapter M of the Internal Revenue Code of 1986, as amended, by distributing substantially all of its earnings to its stockholders. Accordingly, no provision for federal income or excise taxes has been made.

Income and capital gain distributions are determined and characterized in accordance with income tax regulations, which may differ from GAAP. These differences are primarily due to differing treatments of income and gains on various investment securities held by the Fund, timing differences and differing characterization of distributions made by the Fund as a whole.

As of and during the year ended November 30, 2024, the Fund did not have a liability for any unrecognized tax benefits. The Fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expenses, in the Statement of Operations. The Fund files U.S. federal, state, and local tax returns as required. The Fund’s tax returns are subject to examination by the relevant tax authorities until expiration of the applicable statute of limitations, which is generally three years after the filing of the tax return for federal purposes and four years for most state returns. Tax returns for open years have incorporated no uncertain tax positions that require a provision for income taxes.

NOTE 3. DERIVATIVE FINANCIAL INSTRUMENTS

As a part of its investment strategy, the Fund may invest to a lesser extent in derivatives contracts. In doing so, the Fund will employ strategies in differing combinations to permit them to increase, decrease, or change the level or types of exposure to market factors. Central to those strategies are features inherent in derivatives that make them more attractive for this purpose than equity or debt securities; they require little or no initial cash investment, they can focus exposure on only certain selected risk factors, and they may not require the ultimate receipt or delivery of the underlying security (or securities) to the contract. This may allow the Fund to pursue its objectives more quickly

www.srhtotalreturnfund.com

SRH Total Return Fund, Inc.	Notes to Financial Statements
	November 30, 2024

and efficiently than if it were to make direct purchases or sales of securities capable of affecting a similar response to market factors.

Risk of Investing in Derivatives: The Fund’s use of derivatives can result in losses due to unanticipated changes in the market risk factors and the overall market. In instances where the Fund is using derivatives to decrease, or hedge, exposures to market risk factors for securities held by the Fund, there are also risks that those derivatives may not perform as expected, resulting in losses for the combined or hedged positions.

Derivatives may have little or no initial cash investment relative to their market value exposure and therefore can produce significant gains or losses in excess of their cost. This use of embedded leverage allows the Fund to increase its market value exposure relative to its net assets and can substantially increase the volatility of the Fund’s performance.

Associated risks from investing in derivatives also exist and potentially could have significant effects on the valuation of the derivative and the Fund. Typically, the associated risks are not the risks that the Fund is attempting to increase or decrease exposure to, per its investment objectives, but are the additional risks from investing in derivatives.

Examples of these associated risks are liquidity risk, which is the risk that the Fund will not be able to sell or close out the derivative in a timely manner, and counterparty credit risk, which is the risk that the counterparty will not fulfill its obligation to the Fund. In addition, use of derivatives may increase or decrease exposure to the following risk factors:

Equity Risk: Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market. Associated risks can be different for each type of derivative and are discussed by each derivative type in the notes that follow.

Option Contracts: The Fund may enter into options transactions for hedging purposes and for non-hedging purposes such as seeking to enhance return. The Fund may write put and call options on any stocks or stock indices, currencies traded on domestic and foreign securities exchanges, or futures contracts on stock indices, interest rates and currencies traded on domestic and, to the extent permitted by the Commodity Futures Trading Commission, foreign exchanges. A call option on an asset written by the Fund obligates the Fund to sell the specified asset to the holder (purchaser) at a stated price (the exercise price) if the option is exercised before a specified date (the expiration date). A put option on an asset written by the Fund obligates the Fund to buy the specified asset from the purchaser at the exercise price if the option is exercised before the expiration date. Premiums received when writing options are recorded as liabilities and are subsequently adjusted to the current value of the options written. Premiums received from writing options that expire are treated as realized gains. Premiums received from writing options, which are either exercised or closed, are offset against the proceeds received or amount paid on the transaction to determine realized gains or losses.

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Notes to Financial Statements

November 30, 2024

For the year ended November 30, 2024, the effects of derivative instruments on the Statement of Assets and Liabilities were as follows:

Risk Exposure

Asset Derivatives
Statement of
Assets and
Liabilities Location

Value

Liability Derivatives
Statement of
Assets and
Liabilities Location

Value

Equity Contracts
(Written Options)

N/A

Written options, at value

6,556,200

Total

—

6,556,200

For the year ended November 30, 2024, the effects of derivative instruments on the Statement of Operations were as follows:

Risk Exposure	Statement of Operations Location	Realized Gain/ (Loss) on Derivatives			Change in Unrealized Appreciation/ (Depreciation) on Derivatives
Equity Contracts (Written Options)	Net realized loss on written options/ Net change in unrealized depreciation on written options	$	(4,921,390	)	$	(4,762,634	)
Total		$	(4,921,390	)	$	(4,762,634	)

The average monthly notional value of written option contracts for the Fund was $37,554,883 during the year ended November 30, 2024.

NOTE 4. ADVISORY FEES, ADMINISTRATION FEES AND OTHER AGREEMENTS

Paralel serves as the Fund’s investment adviser pursuant to an advisory agreement with the Fund. The Fund pays Paralel an annual fee, calculated and paid monthly, equal to 0.90% of the first $2 billion of the Fund’s average Managed Assets, plus 0.80% of the Fund’s average Managed Assets over $2 billion. “Managed Assets” means the total assets of the Fund, including assets attributable to leverage, minus liabilities (other than debt representing leverage and any preferred stock that may be outstanding).

SRH Advisors, LLC (formerly known as Rocky Mountain Advisers, LLC) (“SRH”) provides sub-advisory services to the Fund pursuant to a sub-advisory agreement between SRH and Paralel. Paralel, not the Fund, pays SRH an annual sub-advisory fee, calculated and paid monthly, equal to 0.77% of the first $2 billion of the Fund’s average Managed Assets, plus 0.68% of the Fund’s average Managed Assets over $2 billion.

Paralel Technologies LLC (“PRT”), an affiliate of Paralel, serves as the Fund’s administrator and provides all administrative and fund accounting services to the Fund. As compensation for its services, PRT receives an annual fee, calculated and paid monthly, equal to 0.09% of the first $2 billion of the Fund’s average Managed Assets, plus 0.075% of the Fund’s average Managed Assets over $2 billion.

Paralel is a wholly owned subsidiary of PRT. SRH may be deemed an affiliate of PRT and Paralel under the 1940 Act due to an indirect, non-controlling investment in PRT by SLCT Holdings, LLC, a fully owned subsidiary of the Susan L. Ciciora Trust, which is also the sole member of SRH. The Susan L. Ciciora Trust may be deemed an affiliate of the Fund.

www.srhtotalreturnfund.com

SRH Total Return Fund, Inc.

Notes to Financial Statements

November 30, 2024

No persons (other than the Independent Directors) receive compensation from the Fund for acting as a director or officer; however, certain Directors and officers of the Fund are officers or employees of Paralel, SRH or PRT and may receive compensation in such capacities. The Fund pays each member of the Board who is not a director, officer, employee, or affiliate of Paralel, SRH or PRT or any of their affiliates (each an “Independent Director”) a fee of $40,000 per annum, plus $5,000 for each regular quarterly meeting, $3,000 for each audit committee meeting, $1,000 for each nominating committee meeting and $1,000 for each telephonic meeting of the Board. The Lead Independent Director of the Board receives an additional $3,125 for attending each regular quarterly meeting of the Board. The chairman of the Audit Committee receives an additional $3,000 for attending each regular meeting of the Audit Committee. The Fund will reimburse all Directors for travel and out-of-pocket expenses incurred in connection with such meetings.

State Street Bank & Trust Company (“State Street”) serves as the Fund’s custodian. Computershare Shareowner Services (“Computershare”) serves as the Fund’s common stock servicing agent, dividend-paying agent and registrar. As compensation for State Street’s and Computershare’s services, the Fund pays each a monthly fee plus certain out-of-pocket expenses.

NOTE 5. SECURITIES TRANSACTIONS

Purchases and sales of securities, excluding short term securities, during the year ended November 30, 2024 were $138,597,805 and $138,974,537 respectively.

NOTE 6. PORTFOLIO INVESTMENTS AND CONCENTRATION

Under normal market conditions, the Fund intends to invest at least 80% of its net assets in common stocks. Common stocks include dividend-paying closed-end funds, open-end funds and REITs. The portion of the Fund’s assets that are not invested in common stocks may be invested in fixed income securities and cash equivalents. The term “fixed income securities” includes bonds, U.S. Government securities, notes, bills, debentures, preferred stocks, convertible securities, bank debt obligations, repurchase agreements and short-term money market obligations.

Concentration Risk: The Fund operates as a “non-diversified” investment company, as defined in the 1940 Act. As a result of being “non-diversified” with respect to 50% of the Fund’s portfolio, the Fund must limit the portion of its assets invested in the securities of a single issuer to 5%, measured at the time of purchase. In addition, no single investment can exceed 25% of the Fund’s total assets at the time of purchase. A more concentrated portfolio may cause the Fund’s net asset value to be more volatile and thus may subject stockholders to more risk. Thus, the volatility of the Fund’s net asset value and its performance in general, depends disproportionately more on the performance of a smaller number of holdings than that of a more diversified fund. As a result, the Fund is subject to a greater risk of loss than a fund that diversifies its investments more broadly.

As of November 30, 2024, the Fund held more than 25% of its assets in Berkshire Hathaway, Inc. In addition to market appreciation of the issuer since the time of purchase, the Fund acquired additional interest in Berkshire Hathaway, Inc. in the March 20, 2015 reorganization. After the reorganization was completed, shares held of the issuer were liquidated to bring the concentration to 25%. Concentration of the Berkshire Hathaway, Inc. position was a direct result of market appreciation and decreased leverage since the time the Fund and the funds acquired in the reorganization purchased the security.

Foreign Issuer Risk: Investment in non-U.S. issuers may involve unique risks compared to investing in securities of U.S. issuers. These risks may include, but are not limited to: (i) less information about non-U.S. issuers or markets may be available due to less rigorous disclosure, accounting standards

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Notes to Financial Statements

November 30, 2024

or regulatory practices; (ii) many non-U.S. markets are smaller, less liquid and more volatile thus, in a changing market, the Fund’s adviser may not be able to sell the Fund’s portfolio securities at times, in amounts and at prices they consider reasonable; (iii) currency exchange rates or controls may adversely affect the value of the Fund’s investments; (iv) the economies of non-U.S. countries may grow at slower rates than expected or may experience downturns or recessions; and, (v) withholdings and other non-U.S. taxes may decrease the Fund’s return.

NOTE 7. SIGNIFICANT STOCKHOLDERS

On November 30, 2024, trusts and other entities and individuals affiliated with Stewart R. Horejsi and the Horejsi family owned 45,384,254 shares of Common Stock of the Fund, representing 47.06% of the total Common Stock outstanding.

NOTE 8. SHARE REPURCHASES AND REDEMPTIONS

In accordance with Section 23(c) of the 1940 Act and the rules promulgated thereunder, the Fund may from time to time effect repurchases and/or redemptions of its Common Stock.

For the year ended November 30, 2024, the Fund repurchased 626,974 shares of Common Stock at a total purchase amount of $9,297,208 at an average discount of 21.85% of net asset value. For the year ended November 30, 2023, the Fund repurchased 264,644 shares of Common Stock at a total purchase amount of $3,536,681 at an average discount of 18.93% of net asset value.

NOTE 9. TAX BASIS DISTRIBUTIONS AND TAX BASIS INFORMATION

As determined on November 30, 2024, permanent differences resulting primarily from different book and tax accounting for partnership investments were reclassified at fiscal year-end. These reclassifications had no effect on net increase in net assets resulting from operations, net assets applicable to common stockholders or net asset value per common share outstanding. Permanent book and tax basis differences of $(16,986) and $16,986 were reclassified at November 30, 2024 among paid-in capital and total distributable earnings, respectively, for the Fund.

The character of distributions paid on a tax basis during the year ended November 30, 2024 was as follows:

Distributions Paid From:
Ordinary Income	$	451,367
Long-Term Capital Gain		51,901,615
Tax Return of Capital		850,558
	$	53,203,540

The character of distributions paid on a tax basis during the year ended November 30, 2023 was as follows:

Distributions Paid From:
Ordinary Income	$	9,944,584
Long-Term Capital Gain		38,687,827
	$	48,632,411

www.srhtotalreturnfund.com

SRH Total Return Fund, Inc.

Notes to Financial Statements

November 30, 2024

The amount of net unrealized appreciation/(depreciation) and the cost of investment securities for tax purposes at November 30, 2024 were as follows:

Cost of investments for income tax purposes	$	742,761,856
Gross appreciation on investments (excess of value over tax cost)		1,620,249,363
Gross depreciation on investments (excess of tax cost over value)		(13,532,372	)
Net depreciation of written call options		(2,290,239	)
Net unrealized appreciation on investments	$	1,604,426,752

As of November 30, 2024, the components of distributable earnings on a tax basis were as follows:

Unrealized Appreciation			1,604,426,752
Total		$	1,604,426,752

The primary difference between book and tax appreciation or depreciation of investments is investments in partnerships.

NOTE 10. SENIOR NOTES

On November 5, 2020, the Fund issued senior unsecured notes (“Notes”) in an aggregate amount of $225,000,000 in three fixed-rate series. The Notes were issued in private placement offerings to institutional investors and are not listed on any exchange or automated quotation system. The note purchase agreement (the “Agreement”) contains various covenants related to other indebtedness and limits on the Fund’s overall leverage. Under the 1940 Act and the terms of the Notes, the Fund may not declare dividends or make other distributions on shares of its common stock or make purchases of such shares if, at any time of the declaration, distribution or purchase, asset coverage with respect to senior securities representing indebtedness (including the Notes) would be less than 300%.

The table below sets forth a summary of the key terms of each series of Notes outstanding at November 30, 2024.

Series	Principal Outstanding November 30, 2024		Payment Frequency	Unamortized Offering Costs		Estimated Fair Value November 30, 2024		Fixed Interest Rate			Maturity Date
A	$	85,000,000	Semi-Annual	$	498,284	$	72,287,124		2.62	%	November 5, 2030
B	$	85,000,000	Semi-Annual	$	555,457	$	69,974,604		2.72	%	November 5, 2032
C	$	55,000,000	Semi-Annual	$	396,340	$	43,505,606		2.87	%	November 5, 2035

The Fund incurred costs in connection with the issuance of the Notes. These costs, totaling $2,226,190, were recorded as a deferred charge and are being amortized over the respective life of each series of notes. Amortization of $190,869 is included as Offering Costs on the Statement of Operations and the carrying amount on the Statement of Assets and Liabilities is equal to the principal amount of the Notes less unamortized offering costs. The estimated fair value of the Notes was calculated, for disclosure purposes, based on estimated market yields for comparable debt instruments with similar maturity and terms. The Fund categorizes the Notes as Level 2 securities within the fair value hierarchy.

The Fund shall at all times maintain a current rating given by a NRSRO (Nationally Recognized Statistical Rating Organization) of at least Investment Grade with respect to the Notes and shall

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Notes to Financial Statements

November 30, 2024

not at any time have any rating given by a NRSRO of less than Investment Grade with respect to the Notes. The Notes have been assigned an ‘A’ long-term rating by Fitch Ratings.

At November 30, 2024, the Fund was in compliance with all covenants under the Agreement.

www.srhtotalreturnfund.com

SRH Total Return Fund, Inc.

Report of Independent Registered
Public Accounting Firm

To the Shareholders and Board of Directors of

SRH Total Return Fund, Inc.

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of SRH Total Return Fund, Inc. (the “Fund”) as of November 30, 2024, the related statements of operations and cash flows for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended, and the related notes (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of November 30, 2024, the results of its operations and its cash flows for the year then ended, the changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Fund’s management. Our responsibility is to express an opinion on the Fund’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to the Fund in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of November 30, 2024, by correspondence with the custodian and broker. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the Fund’s auditor since 2018.

COHEN & COMPANY, LTD.

Cleveland, Ohio

January 24, 2025

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Additional Information

November 30, 2024 (Unaudited)

PORTFOLIO INFORMATION

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its report on Form N-PORT. The Fund’s N-PORT reports are available (i) on the Fund’s website at www.srhtotalreturnfund.com; or (ii) on the SEC’s website at www.sec.gov.

PROXY VOTING

The policies and procedures used by the Fund to determine how to vote proxies relating to portfolio securities held by the Fund are available, without charge, (i) on the Fund’s website at www.srhtotalreturnfund.com, (ii) on the SEC’s website at www.sec.gov, or (iii) by calling toll-free (877) 561-7914. Information regarding how the Fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available at www.sec.gov.

SENIOR OFFICER CODE OF ETHICS

The Fund files a copy of its code of ethics that applies to its principal executive officer, principal financial officer or controller, or persons performing similar functions (the “Senior Officer Code of Ethics”), with the SEC as an exhibit to its annual report on Form N-CSR. The Fund’s Senior Officer Code of Ethics is available on the Fund’s website located at www.srhtotalreturnfund.com.

PRIVACY STATEMENT

Pursuant to SEC Regulation S-P (Privacy of Consumer Financial Information) the Board established the following policy regarding information about the Fund’s stockholders. We consider all stockholder data to be private and confidential, and we hold ourselves to the highest standards in its safekeeping and use.

General Statement. The Fund may collect nonpublic information (e.g., your name, address, email address, Social Security Number, Fund holdings (collectively, “Personal Information”)) about stockholders from transactions in Fund shares. The Fund will not release Personal Information about current or former stockholders (except as permitted by law) unless one of the following conditions is met: (i) we receive your prior written consent; (ii) we believe the recipient to be you or your authorized representative; (iii) to service or support the business functions of the Fund (as explained in more detail below), or (iv) we are required by law to release Personal Information to the recipient. The Fund has not and will not in the future give or sell Personal Information about its current or former stockholders to any company, individual, or group (except as permitted by law) and as otherwise provided in this policy.

In the future, the Fund may make certain electronic services available to its stockholders and may solicit your email address and contact you by email, telephone or U.S. mail regarding the availability of such services. The Fund may also contact stockholders by email, telephone or U.S. mail in connection with these services, such as to confirm enrollment in electronic stockholder communications or to update your Personal Information. In no event will the Fund transmit your Personal Information via email without your consent.

Use of Personal Information. The Fund will only use Personal Information (i) as necessary to service or maintain stockholder accounts in the ordinary course of business and (ii) to support business functions of the Fund and its affiliated businesses. This means that the Fund may share certain Personal Information, only as permitted by law, with affiliated businesses of the Fund, and that such information may be used for non-Fund-related solicitation. When Personal Information is

www.srhtotalreturnfund.com

SRH Total Return Fund, Inc.

Additional Information

November 30, 2024 (Unaudited)

shared with the Fund’s business affiliates, the Fund may do so without providing you the option of preventing these types of disclosures as permitted by law.

Safeguards Regarding Personal Information. Internally, we also restrict access to Personal Information to those who have a specific need for the records. We maintain physical, electronic, and procedural safeguards that comply with federal standards to guard Personal Information. Any doubts about the confidentiality of Personal Information, as required by law, are resolved in favor of confidentiality.

NOTICE TO STOCKHOLDERS

The Fund designated the following as a percentage of taxable ordinary income distributions, or up to the maximum amount allowable, for the calendar year ended December 31, 2023:

Qualified Dividend Income:	100%

Dividend Received Deduction:	100%

In early 2024, if applicable, stockholders of record received this information for the distributions paid to them by the Fund during the calendar year 2023 via Form 1099. The Fund will notify shareholders in early 2025 of amounts paid to them by the Fund, if any, during the calendar year ended 2024.

Pursuant to Section 852(b)(3) of the Internal Revenue Code, the Fund designated $51,901,615 as long-term capital gain dividends for the fiscal year ended November 30, 2024.

STOCKHOLDER MEETING RESULTS

On November 14, 2024, the Fund held its Annual Meeting of Stockholders to consider the proposals set forth below. The following votes were recorded:

Proposal 1: To elect Class III Directors to the Board of Directors to serve until the 2027 Annual Meeting of Stockholders.

Election of Shane K. Quinlan

	# of Votes Cast	% of Votes Cast
For	77,824,309	91.325%
Against/Withhold	7,392,930	8.675%
TOTAL	85,217,239	100.00%

Election of Steven K. Norgaard

	# of Votes Cast	% of Votes Cast
For	78,449,128	92.058%
Against/Withhold	6,768,111	7.942%
TOTAL	85,217,239	100.00%

SECTION 19(A) NOTICES

The following table sets forth the estimated amount of the sources of distribution for purposes of Section 19 of the Investment Company Act of 1940, as amended, and the related rules adopted thereunder. The Fund estimates the following percentages, of the total distribution amount per

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Additional Information

November 30, 2024 (Unaudited)

share, attributable to (i) current and prior fiscal year net investment income, (ii) net realized short- term capital gain, (iii) net realized long-term capital gain and (iv) return of capital or other capital source as a percentage of the total distribution amount. These percentages are disclosed for the fiscal year-to-date cumulative distribution amount per share for the Fund.

The amounts and sources of distributions reported in these 19(a) notices are only estimates and not for tax reporting purposes. The actual amounts and sources of the amounts for tax reporting purposes will depend upon the Fund’s investment experience during the remainder of its fiscal year and may be subject to changes based on tax regulations. The Fund will send you a Form 1099-DIV for the calendar year that will tell you how to report these distributions for federal income tax purposes.

				% Breakdown of the Total Cumulative
Total Cumulative Distributions for the year				Distributions for the year ended November
ended November 30, 2024				30, 2024
	Net				Net
	Realized		Total Per	Net	Realized		Total Per
Net	Capital	Return of	Common	Investment	Capital	Return of	Common
Investment	Gains	Capital	Share	Income	Gains	Capital	Share
$0.06455	$0.39739	$0.08806	$0.55000	11.74%	72.25%	16.01%	100.00%

The Fund estimates that it has distributed more than its income and net realized capital gains; therefore, a portion of your distribution may be a return of capital. A return of capital may occur for example, when some or all of the money that you invested in the Fund is paid back to you. A return of capital distribution does not necessarily reflect the Fund's investment performance and should not be confused with `yield' or `income'.

Stockholders should not draw any conclusions about the Fund's investment performance from the amount of the distribution or from the terms of the Fund's Plan.

DISCLAIMER

The Fund is not sponsored, endorsed, sold or promoted by Morningstar, Inc. or any of its affiliates (all such entities, collectively, “Morningstar Entities”). The Morningstar Entities make no representation or warranty, express or implied, to the owners of the Fund or any member of the public regarding the advisability of investing in mutual funds generally or in the Fund in particular or the ability of the Morningstar Index Data to track general mutual fund market performance. THE MORNINGSTAR ENTITIES DO NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE MORNINGSTAR INDEX DATA OR ANY DATA INCLUDED THEREIN AND MORNINGSTAR ENTITIES SHALL HAVE NO LIABILITY FOR ANY ERRORS, OMISSIONS, OR INTERRUPTIONS THEREIN.

www.srhtotalreturnfund.com

	Summary of Dividend
SRH Total Return Fund, Inc.	Reinvestment Plan
	November 30, 2024 (Unaudited)

Registered holders (“Common Stockholders”) of common shares (the “Common Shares”) are automatically enrolled (the “Participants”) in the Fund’s Dividend Reinvestment Plan (the “Plan”) whereupon all distributions of income, capital gains or managed distributions (“Distributions”) are automatically reinvested in additional Common Shares. Common Stockholders who elect to not participate in the Plan will receive all distributions in cash paid by check in U.S. dollars mailed directly to the stockholders of record (or if the shares are held in street name or other nominee name, then the nominee) by the custodian, as dividend disbursing agent.

Computershare Shareowner Services (the “Agent”) serves as Agent for each Participant in administering the Plan. After the Fund declares a Distribution, if (1) the net asset value per Common Share is equal to or less than the market price per Common Share plus estimated brokerage commissions on the payment date for a Distribution, Participants will be issued Common Shares at the higher of net asset value per Common Share or 95% of the market price per Common Share on the payment date; or if (2) the net asset value per Common Share exceeds the market price plus estimated brokerage commissions on the payment date for a Distribution, the Agent shall apply the amount of such Distribution to purchase Common Shares on the open market and Participants will receive the equivalent in Common Shares valued at the weighted average market price (including brokerage commissions) determined as of the time of the purchase (generally, following the payment date of the Distribution). If, before the Agent has completed its purchases, the market price plus estimated brokerage commissions exceeds the net asset value of the Common Shares as of the payment date, the purchase price paid by the Agent may exceed the net asset value of the Common Shares, resulting in the acquisition of fewer Common Shares than if such Distribution had been paid in Common Shares issued by the Fund. If the Agent is unable to invest the full Distribution amount in purchases in the open market or if the market discount shifts to a market premium during the purchase period then the Agent may cease making purchases in the open market the instant the Agent is notified of a market premium and may invest the uninvested portion of the Distribution in newly issued Common Shares at the net asset value per Common Share at the close of business provided that, if the net asset value is less than or equal to 95% of the then current market price per Common Share, the dollar amount of the Distribution will be divided by 95% of the market price on the payment date. The Fund will not issue Common Shares under the Plan below net asset value.

There is no charge to Participants for reinvesting Distributions, except for certain brokerage commissions, as described below. The Agent’s fees for the handling of the reinvestment of Distributions will be paid by the Fund. There will be no brokerage commissions charged with respect to shares issued directly by the Fund. However, each Participant will pay a pro rata share of brokerage commissions incurred with respect to the Agent’s open market purchase in connection with the reinvestment of Distributions. The automatic reinvestment of Distributions will not relieve Participants of any federal income tax that may be payable on such Distributions.

The Fund reserves the right to amend or terminate the Plan upon 90 days’ written notice to Common Stockholders of the Fund.

Participants in the Plan may (i) request a certificate, (ii) request to sell their shares, or (iii) withdraw from the Plan upon written notice to the Agent or by telephone in accordance with the specific procedures and will receive certificates for whole Common Shares and cash for fractional Common Shares.

All correspondence concerning the Plan should be directed to the Agent, Computershare Shareowner Services, P.O. Box 43078, Providence RI 02940-3078. To receive a full copy of the Fund’s Dividend Reinvestment Plan, please contact the Agent at 1-866-228-4853.

Annual Report | November 30, 2024

SRH Total Return Fund, Inc.

Summary of Updated Information

Regarding the Fund

November 30, 2024 (Unaudited)

The following information in this annual report is a summary of certain information about the Fund and changes since the last annual report dated November 30, 2023 (the “prior disclosure date”). This information may not reflect all of the changes that have occurred since you purchased shares of the Fund.

Investment Objective. The Fund’s investment objective is total return.

Principal Investment Strategies.

The Fund seeks to produce both income and long-term capital appreciation by investing in a portfolio of equity and debt securities. Under normal market conditions, the Fund invests at least 80% of its total assets in common stocks, primarily domestic common stocks and secondarily in foreign common stocks denominated in foreign currencies; investments in common stocks may include, but are not limited to, investment companies whose objective is income, real estate investment trusts (“REITs”), and other dividend-paying common stocks. The portion of the Fund’s assets that is not invested in common stocks may be invested in fixed income securities, cash equivalents and other income-producing securities. The Fund has no limitation on the amount of its assets that may be invested in securities which are not readily marketable or are subject to restrictions on resale. The Fund may not, as a matter of fundamental policy, invest in the securities of companies conducting their principal business activity in the same industry if, immediately after such investment, the value of its investments in such industry would exceed 25% of the value of its total assets.

The Fund is a “non-diversified” investment company, as defined in the Investment Company Act of 1940, as amended (the “1940 Act”), which means that it is permitted to invest its assets in a more limited number of issuers than “diversified” investment companies. A diversified company may not, with respect to 75% of its total assets, invest more than 5% of its total assets in the securities of any one issuer and may not own more than 10% of the outstanding voting securities of any one issuer. However, under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”), (A) not more than 25% of the Fund’s total assets may be invested in securities of any one issuer (other than U.S. government securities and RICs) or of any two or more issuers controlled by the Fund which may be deemed to be engaged in the same, similar or related trades or businesses; and (B) with respect to 50% of the total value of the Fund’s portfolio, (i) the Fund must limit to 5% the portion of its assets invested in the securities of a single issuer (other than U.S. government securities and RICs), and (ii) the Fund may not own more than 10% of the outstanding voting securities of any one issuer (other than U.S. government securities and RICs). The Fund intends to concentrate its common stock investments in a few issuers and to take large positions in those issuers, consistent with being a “non-diversified” fund. As a result, the Fund may be subject to a greater risk of loss than a diversified fund or a fund that has diversified its investments more broadly. Taking larger positions is also likely to increase the volatility of the Fund’s NAV, reflecting fluctuation in the value of large Fund holdings.

Limitations on investments expressed in percentages are measured and are applicable only at the time of investment. They are not measured or applied on an ongoing basis. There is no requirement for the Fund to sell or change its portfolio investments resulting from changes in the valuations of such investments.

Leverage

Under normal market conditions, the Fund may utilize leverage through Borrowings (defined below) and the issuance of preferred shares (if any) in an amount that represents approximately 33 1/3% or less of the Fund’s total assets, including proceeds from such Borrowings and issuances (or approximately 50% of the Fund’s net assets). “Borrowings” are defined as: amounts received by the

www.srhtotalreturnfund.com

SRH Total Return Fund, Inc.

Summary of Updated Information

Regarding the Fund

November 30, 2024 (Unaudited)

Fund pursuant to loans from banks or other financial institutions; amounts borrowed from banks or other parties using reverse repurchase agreements; or amounts received by the Fund from the Fund’s issuance of any senior notes or similar debt securities. Other than with respect to reverse repurchase agreements, Borrowings do not include trading practices or instruments that, according to the SEC or its staff, may cause senior securities concerns.

The Adviser is responsible for making recommendations to the Board regarding the Fund’s use of Borrowings. On November 5, 2020 the Fund issued senior unsecured notes (“Notes”) in an aggregate amount of $225,000,000 in three fixed-rate series. The 10-, 12-, and 15-year series will pay interest semi-annually at the rate of 2.62%, 2.72%, and 2.87%, respectively. The Fund must experience a 2.72% rate of return in order to cover annual interest payments on the Notes. The Notes were issued in private placement offerings to institutional investors and are not listed on any exchange or automated quotation system. There can be no assurance that the use of leverage will be successful in enhancing the level of the Fund’s total return.

Effects of Leverage

The following table is furnished in response to requirements of the SEC. It is designed to illustrate the effect of leverage on Fund share total return, assuming investment portfolio total returns (comprised of income and changes in the value of securities held in the Fund’s portfolio) of minus 10% to plus 10%. These assumed investment portfolio total returns are hypothetical figures and are not necessarily indicative of the investment portfolio total returns experienced or expected to be experienced by the Fund. Further, the assumed investment portfolio total returns are after (net of) all of the Fund’s expenses other than expenses associated with leverage); but such leverage expenses are deducted when determining the Fund share total return. See “Risk Factors.” The table further reflects the use of leverage representing 9.57% of the Fund’s total assets and estimated leverage costs of 2.72%.

SEC Form N-CSR filed by SRH Total Return Fund Inc.