Nisha Kumar
About Nisha Kumar
Independent Director (since 2019) and Audit Committee Chair of BrandywineGLOBAL – Global Income Opportunities Fund Inc. (NYSE: BWG). Born in 1970; designated by the Board as an “audit committee financial expert.” Prior roles include CFO/CCO at Greenbriar Equity Group (2011–2021), CFO/CAO at Rent the Runway (2011), and EVP & CFO at AOL LLC (2007–2009); member of the Council on Foreign Relations .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Greenbriar Equity Group, LP | Managing Director; Chief Financial Officer; Chief Compliance Officer | 2011–2021 | Senior finance and compliance leadership |
| Rent the Runway, Inc. | Chief Financial Officer; Chief Administrative Officer | 2011 | Operational and financial leadership |
| AOL LLC (subsidiary of Time Warner Inc.) | Executive Vice President; Chief Financial Officer | 2007–2009 | Public-company CFO experience |
| Council on Foreign Relations | Member | Not disclosed | Policy and global affairs network |
External Roles
| Organization | Role | Since | Notes |
|---|---|---|---|
| Stonepeak-Plus Infrastructure Fund LP | Director | 2025 | Current directorship |
| Birkenstock Holding plc | Director | 2023 | Current directorship |
| The India Fund, Inc. | Director | 2016 | Current directorship |
| Aberdeen Income Credit Strategies Fund | Director | 2017–2018 | Former |
| The Asia Tigers Fund, Inc. | Director | 2016–2018 | Former |
Board Governance
- Committees: Chair – Audit; Member – Nominating, Compensation, Pricing & Valuation .
- Independence: All standing committees consist entirely of Independent Directors; Board is 8 directors, 7 independent; Eileen A. Kamerick serves as Independent Chair of the Board; Independent Directors meet in executive session outside management .
- Attendance: In FY 2024, Board held 4 regular and 1 special meeting; each Director attended ≥75% of Board and applicable committee meetings; the Fund has no formal annual meeting attendance policy, and no Director attended the 2024 annual meeting of stockholders .
- Committee activity (FY 2024): Audit met 5x; Nominating 7x; Pricing & Valuation 4x; Compensation 1x .
- Audit oversight: Audit Committee approves auditor selection and audit/non‑audit services; PwC audit fees were $58,699 (FY 2024) and $55,376 (FY 2023); tax fees were $11,000 in each of FY 2024 and FY 2023 .
Fixed Compensation
Directors of BWG receive cash compensation for service on BWG and other FTFA-advised fund boards; no pension/retirement benefits are provided .
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Aggregate Compensation from BWG ($) | $8,073 | $8,732 |
| Metric | CY 2023 | CY 2024 |
|---|---|---|
| Total Compensation from Fund & Fund Complex ($) | $435,000 | $486,000 |
Committee compensation is included in totals; compensation is recommended by the Compensation Committee (composed of Independent Directors) .
Performance Compensation
- No performance-based bonuses, PSUs/RSUs, stock options, or performance metric-linked pay for Independent Directors is disclosed; compensation consists of cash retainers across BWG and related funds .
| Performance-linked Element | FY 2023 | FY 2024 |
|---|---|---|
| Bonus/Performance Stock/Options | None disclosed | None disclosed |
- Clawbacks, gross-ups, severance, change-in-control terms, hedging/pledging policies for Directors are not disclosed in the proxy; bylaw-level governance (exclusive forum, Control Share Act) was updated in November 2024 (board-level, not director pay) .
Other Directorships & Interlocks
| Company | Role | Potential Interlock/Conflict |
|---|---|---|
| Stonepeak-Plus Infrastructure Fund LP | Director | External fund role; BWG discloses Independent Directors and immediate family had no interests in the adviser or affiliates as of 12/31/2024 |
| Birkenstock Holding plc | Director | Consumer company board; no related-party exposure disclosed with BWG’s adviser/service providers |
| The India Fund, Inc. | Director | External closed-end fund; independence affirmed |
Expertise & Qualifications
- Designated “audit committee financial expert” by the Board; deep CFO experience across public and private companies .
- Oversees 17 portfolios in the Franklin Templeton fund complex (BWG 2025 proxy) .
- Financial reporting, compliance, private equity governance, and global networks (CFR membership) support audit leadership .
Equity Ownership
- As of 12/31/2024: Dollar range of BWG equity owned by Nisha Kumar = “A” (None); aggregate dollar range across all funds overseen = “E” (Over $100,000) .
- As of 12/31/2023: Dollar range of BWG equity = “A” (None); aggregate dollar range across all funds overseen = “A” .
- Directors and officers as a group owned <1% of BWG outstanding shares as of the record date in each proxy year .
| Ownership Metric | 12/31/2023 | 12/31/2024 |
|---|---|---|
| BWG Dollar Range (A=None) | A | A |
| Aggregate Dollar Range across fund family | A | E (Over $100,000) |
Range definitions: A=None; B=$1–$10,000; C=$10,001–$50,000; D=$50,001–$100,000; E=Over $100,000 .
Insider Trades
| Item | FY 2023 | FY 2024 |
|---|---|---|
| Section 16(a) reporting compliance | Met, with late initial Forms 3 for certain officers (not Nisha Kumar) due to administrative oversight | Met; Fund believes all filing requirements were met |
Attempted to fetch Form 4 transactions for “Nisha Kumar” using the insider-trades skill; the API returned Unauthorized (401), so no transactional data could be retrieved programmatically for the period 2024–2025.
Governance Assessment
- Strengths: Independence; Audit Committee Chair; audit committee financial expert designation; robust committee activity; independent-only committees; Independent Chair of the Board; executive sessions of Independent Directors .
- Alignment concerns (RED FLAG): Dollar range “A” (None) for BWG holdings suggests limited “skin-in-the-game” at the fund level; group ownership by insiders <1% .
- Engagement signals: ≥75% meeting attendance threshold was met; however, no director attended the 2024 annual stockholder meeting (the Fund has no formal attendance policy) .
- Pay trends: Total compensation across the fund complex rose to $486,000 in CY 2024 from $435,000 in CY 2023; BWG-specific aggregate compensation increased modestly (FY 2023: $8,073; FY 2024: $8,732) .
- Conflicts/Related Parties: The proxy states Independent Directors and immediate family had no interests in the adviser or its affiliates as of 12/31/2024, reducing related‑party risk .
- Defensive provisions: The Fund is subject to the Maryland Control Share Acquisition Act and adopted Fourth Amended and Restated Bylaws with exclusive forum provisions (Nov 15, 2024), signaling a more defensive posture against control or litigation risk (board-level, not individual director-specific) .