I. Bobby Majumder
About I. Bobby Majumder
I. Bobby Majumder, age 56, is Lead Independent Director of Bluerock Homes Trust (BHM) and chairs the Audit Committee; he is designated the board’s audit committee financial expert. He joined the BHM board in 2022 and is NACD Directorship Certified. Majumder is a partner at Frost Brown Todd specializing in corporate and securities transactions; he holds a J.D. (1993, Washington & Lee) and B.A. (1990, Trinity University) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bluerock Residential Growth REIT, Inc. | Independent Director | Jan 2009 – Oct 2022 | Long-serving director preceding BHM spin; governance continuity |
| Reed Smith | Partner; Managing Partner (Dallas); Co-Chair India Practice | May 2019 – Sep 2021 | Leadership and cross-border practice governance |
| Perkins Coie | Partner | Mar 2013 – May 2019 | Capital markets and private equity transactions |
| K&L Gates LLP | Partner | May 2005 – Mar 2013 | Corporate/securities; real estate capital markets |
| Gardere Wynne Sewell LLP | Partner | Jan 2000 – Apr 2005 | Corporate/securities; energy-related real estate |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Frost Brown Todd | Partner | Current | Corporate & securities transactions |
| Fatpipe, Inc. (Nasdaq: FATN) | Director | Since Apr 2025 | Public company board service added April 2025 |
| Bluerock Total Income + Real Estate Fund | Independent Trustee | Since 2012 | Closed-end interval fund; independent governance |
| Bluerock High Income Institutional Credit Fund | Independent Trustee | Since 2022 | Registered interval fund; independent governance |
Board Governance
- Independence: Board affirmatively determined Majumder is independent under NYSE American/SEC and Corporate Governance Guidelines .
- Lead Independent Director: Duties include calling independent director meetings, setting agendas, presiding at executive sessions, conferring regularly with the CEO, and serving as liaison between CEO and independent directors .
- Committee assignments:
- Audit Committee: Chair; audit committee financial expert
- Compensation Committee: Member
- Nominating & Corporate Governance Committee: Chair
- Attendance and engagement: In 2024, the board met 4x; committees met Audit 6x, Compensation 3x, Nominating & Governance 2x. Each director attended all board and committee meetings for which they served in 2024 (100% attendance) .
| Committee | Role | 2024 Meetings | Attendance |
|---|---|---|---|
| Audit | Chair; Financial Expert | 6 | 100% |
| Compensation | Member | 3 | 100% |
| Nominating & Governance | Chair | 2 | 100% |
Governance policies relevant to investor alignment:
- Stock ownership guidelines: Directors must hold shares equal to ≥3x annual cash retainer; OP Units and LTIP Units count; all directors/officers compliant or on track as of 12/31/2024 .
- Anti-hedging & Pledging: Hedging prohibited; pledging prohibited for required holdings, tightly limited for excess holdings with audit committee pre-approval/monitoring .
- Related-party oversight: Audit committee (chaired by Majumder) reviews/approves related person transactions under board-adopted policy .
Fixed Compensation
| Year | Cash Fees (USD) | Equity Retainer (LTIP Units) (USD) | Total (USD) |
|---|---|---|---|
| 2023 | $95,000 | $75,000 | $170,000 |
| 2024 | $95,000 | $75,000 | $170,000 |
2024 cash components:
- $50,000 annual cash retainer; plus $15,000 Lead Independent Director; $15,000 Audit Chair; $10,000 Nominating & Governance Chair; $5,000 Compensation Committee member .
Director compensation schedule (structure applicable to all independent directors):
- Annual cash retainer: $50,000; annual equity retainer: $75,000 (LTIP units)
- Committee annual retainers: Audit member $7,500; Compensation member $5,000; Nominating & Governance member $5,000; Chair adders: Audit $15,000; Compensation $10,000; Nominating & Governance $10,000; Lead Independent Director $15,000
Performance Compensation
Note: BHM’s director equity is delivered as LTIP Units in lieu of options; proxy does not disclose performance-conditioned metrics for director equity (awards are retainer-based). Equity award details:
| Year | LTIP Units Granted | Valuation Basis (VWAP) | Reported Value |
|---|---|---|---|
| 2023 | 3,303 units | $22.71 per share (20-day VWAP) | $75,000 |
| 2024 | 5,185 units | $14.4671 per share (20-day VWAP) | $75,000 |
Other Directorships & Interlocks
| Company/Fund | Relationship to BHM | Potential Interlock Considerations |
|---|---|---|
| Bluerock Total Income + Real Estate Fund (Trustee) | Sponsored by Bluerock (affiliate of BHM’s Manager) | Board determined this affiliation does not impair independence; no employee relationship; compensation limited to board service |
| Bluerock High Income Institutional Credit Fund (Trustee) | Sponsored by Bluerock | Same independence conclusion as above |
| Fatpipe, Inc. (Nasdaq: FATN) | External public company board | Added April 2025; no BHM-related transactions disclosed |
Expertise & Qualifications
- Audit Committee Financial Expert designation; deep financial reporting and internal controls oversight .
- Corporate/securities law, underwriting/placement agent representation, PIPEs, venture and private equity fund formation; real property transactions expertise .
- NACD Directorship Certified (NACD.DC) .
- Real estate capital markets governance continuity from Bluerock Residential (2009–2022) .
Equity Ownership
As of April 11, 2025:
| Holding Type | Amount | Notes |
|---|---|---|
| Class A Common Stock | 1,778 shares | |
| OP Units | 23,356 units | |
| LTIP Units | 19,996 units (1.47% of LTIP pool) | |
| Combined “Amount of Beneficial Ownership” | 45,130 units (A + OP + LTIP) | |
| Ownership as % of Common Stock | <1% |
- Ownership guidelines count OP Units and LTIP Units toward required holdings; all directors/officers were compliant or on track as of 12/31/2024 .
- Pledging of required holdings prohibited; any pledging of excess holdings requires audit committee pre-approval and is strictly limited (max 30% of collateral package; not for hedging) .
Governance Assessment
- Strengths:
- Lead Independent Director with clearly delineated authority; Majumder presides over executive sessions and serves as liaison, reinforcing independent oversight .
- Chairs the Audit Committee and is the designated financial expert; audit committee actively oversees financial reporting, internal controls, auditor independence, and reviews related-party transactions under a formal policy .
- Independence reaffirmed despite service on Bluerock-sponsored funds; board concluded no material relationship impairs judgment .
- Strong engagement: 100% attendance for board and committee meetings in 2024; similar track record in 2023 (near-full board attendance; Majumder had no noted absences) .
- Alignment protections: stock ownership guidelines; anti-hedging; strict pledging limits; clawback framework for Manager’s incentive fees .
- Structural considerations / potential red flags:
- External management and affiliate transactions: BHM pays a base management fee (1.50% of new stockholders’ equity) and reimburses expenses to an affiliated Manager; in 2024, base fee $9.1M and reimbursements $4.8M, with audit committee oversight—heightens need for rigorous related-party review (which Majumder chairs) .
- Equity plan capacity increase: In 2025, the board proposed adding 425,000 shares to the incentive plans (total authorized to 4,022,109) to fund 3–5 years of awards, potentially dilutive if used extensively; rationale includes retaining management and directors and avoiding cash comp substitution .
- Multi-entity governance roles with Bluerock-sponsored funds require continuous monitoring for interlocks, though independence was affirmed .
Overall, Majumder’s leadership as Lead Independent Director and Audit Chair, combined with full attendance and ownership alignment policies, support board effectiveness. Given BHM’s externally managed structure and ongoing related-party flows, his audit committee oversight and independence posture are critical to investor confidence .