Gunjan Soni
About Gunjan Soni
Gunjan Soni (age 45) is an independent director of CBRE, appointed July 15, 2024, and serves on the Audit Committee; she brings over 20 years of experience across technology, e-commerce, strategy, and Asian market operations, with prior roles as CEO of Zalora and COO of Global Fashion Group, and an early career as a software engineer and McKinsey partner . She holds a B.E. in Computer Science from Government Engineering College Bhopal and an MBA from XLRI Jamshedpur; she has been recognized on Fortune India’s 40 Under 40 list; current other public-company boards: none .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Zalora (SEA fashion e-commerce) | Chief Executive Officer | Jan 2019 – Mar 2025 | Led regional e-commerce operations; technology and strategy execution |
| Global Fashion Group S.A. | Chief Operating Officer; Management Board member | Feb 2023 – Feb 2025 (COO); mgmt board dates not specified | Oversight of global operations; board-level governance |
| Myntra (India) | Chief Marketing Officer | Dec 2015 – Oct 2018 | Brand, growth, customer strategy |
| Jabong (subsidiary of Myntra) | Head/Operator | Feb 2017 – Oct 2018 | Turnaround/operations leadership |
| McKinsey & Company | Partner | Dates not disclosed | Strategy advisory; senior leadership |
| Early career | Software Engineer | Dates not disclosed | Technical foundations |
External Roles
| Organization | Status | Role | Tenure |
|---|---|---|---|
| Zomato Limited | Prior (not current) | Director | Dates not disclosed |
| Global Fashion Group S.A. | Prior | Management Board member | Dates not disclosed |
| Other current public-company boards | None | — | — |
Board Governance
- Independence: Independent director; Lead Independent Director presides over executive sessions at each regular Board meeting .
- Committee assignment: Audit Committee member; Audit oversight includes financial reporting, disclosure controls, internal control adequacy, compliance, and external audit .
- Board/Committee meeting cadence and attendance: Board held 8 meetings in FY2024; Audit 9, Compensation 4, Governance 5; each incumbent director attended ≥75% of Board and applicable committee meetings in 2024 (exception: Mr. Clancy joined January 2025) .
- Tenure: <1 year at time of proxy; Age: 45 .
| Governance Attribute | Detail |
|---|---|
| Independence | Independent director |
| Primary Committee | Audit Committee member |
| Board Tenure | <1 year |
| Attendance policy/outcome | Each incumbent director ≥75% attendance in 2024 |
| Executive sessions | Non-management directors meet each Board meeting; presided by Lead Independent Director |
Fixed Compensation
- 2024 director compensation policy: $110,000 annual cash retainer; $220,000 RSU grant vesting on earlier of 1-year anniversary or next annual meeting; additional chair retainers (Lead Independent $75,000; Audit Chair $30,000; Compensation Chair $25,000; Governance Chair $20,000) .
- Soni 2024 compensation (pro-rated due to July 15 appointment): Cash retainer $93,681; Stock awards $187,291; Total $280,972 .
| Component | Amount | Notes |
|---|---|---|
| Cash retainer (2024 policy) | $110,000 | Annual; payable at commencement of term |
| Equity RSU grant (2024 policy) | $220,000 | Vests earlier of 1-year or next annual meeting |
| Lead Independent Director retainer | $75,000 | Additional cash for role |
| Audit Committee Chair retainer | $30,000 | Additional cash for chair |
| Compensation Committee Chair retainer | $25,000 | Additional cash for chair |
| Governance Committee Chair retainer | $20,000 | Additional cash for chair |
| Soni – Fees Earned/Paid in Cash (2024) | $93,681 | Pro-rated from appointment date |
| Soni – Stock Awards (2024) | $187,291 | Aggregate grant-date fair value |
| Soni – Total (2024) | $280,972 | Sum of cash and stock awards |
Performance Compensation
- Structure: Non-employee director equity is time-based RSUs; no performance metrics (e.g., EBITDA/TSR) apply to director awards; RSUs vest on earlier of one-year anniversary or next annual meeting per policy .
- Soni’s 2024 grant: 1,954 RSUs at grant-date fair value $95.85/share on July 15, 2024 (award date) .
| Award Type | Grant Date | Shares | Grant-Date Fair Value per Share | Vesting Terms |
|---|---|---|---|---|
| RSUs (Director equity) | July 15, 2024 | 1,954 | $95.85 | Earlier of one-year anniversary or next annual meeting per director plan |
| Options | — | — | — | No options outstanding for non-employee directors in 2024 |
Note: CBRE’s compensation clawback policy applies to Section 16 officers following restatements; hedging and pledging by directors and executives are prohibited, reinforcing alignment and risk controls (policy context; not director performance-award metrics) .
Other Directorships & Interlocks
| Type | Company | Role | Status |
|---|---|---|---|
| Public company board | None | — | Current: none |
| Prior public company board | Zomato Limited | Director | Prior; dates not disclosed |
| Prior governance role | Global Fashion Group S.A. | Management Board member | Prior |
- Overboarding: CBRE states no “over-boarding” by directors on other public-company boards (policy overview) .
- Interlocks: CBRE discloses no compensation committee interlocks or insider participation in 2024; none of current Compensation Committee members have been officers/employees of CBRE or its subs; no cross-board executive overlaps disclosed .
Expertise & Qualifications
- Skills matrix highlights for Soni: Cybersecurity; Finance and Accounting; Global Business Operations; Human Capital Management; M&A; Risk Management; Senior Leadership/CEO; Sustainability; Technology and Innovation .
- Education: B.E. Computer Science (Government Engineering College Bhopal); MBA (XLRI Jamshedpur) .
- Recognition: Fortune India’s 40 Under 40 (prior) .
Equity Ownership
- Beneficial ownership as of March 24, 2025: 0 shares directly/indirectly; 1,954 shares acquirable within 60 days (reflecting RSUs); total beneficially owned 1,954; <1% of outstanding shares (299,856,558) .
- Outstanding director RSUs (12/31/2024): 1,954; options outstanding: none .
| Metric | Value | Notes |
|---|---|---|
| Common stock beneficially owned (direct/indirect) | 0 | As of March 24, 2025 |
| Common stock acquirable within 60 days | 1,954 | RSUs within 60-day window |
| Total beneficial ownership | 1,954; <1% | Based on 299,856,558 shares outstanding |
| Outstanding RSUs (12/31/2024) | 1,954 | Non-employee director awards |
| Options outstanding | None | No option awards outstanding |
- Ownership guidelines: Non-employee directors must hold a minimum of 5x the value of annual stock grants; if below, must retain 100% of net-after-tax shares acquired until compliant; hedging and pledging prohibited .
- Compliance status vs guidelines: Not specifically disclosed for Soni .
Governance Assessment
- Board effectiveness and independence: Soni adds deep technology, cybersecurity, and Asian market operations experience to CBRE’s Audit Committee, supporting oversight of disclosure controls, risk management, and digital transformation in property services; she is independent and part of an all-independent Audit Committee .
- Engagement/attendance: The Board and committees met regularly in 2024, with incumbent directors meeting ≥75% attendance; executive sessions are held each meeting, strengthening independent oversight .
- Compensation and alignment: 2024 director pay is standard and largely equity-based via time-vest RSUs alongside cash retainers; Soni’s pro-rated grant and cash are consistent with off-cycle appointments; no director performance metrics apply, reducing pay-for-performance complexity but maintaining alignment through ownership guidelines and prohibitions on hedging/pledging .
- Conflicts/related party: No related-party transactions involving Soni in 2024; CBRE explicitly states that, other than specific items for certain executives/directors, none of the directors were involved in related-party transactions, mitigating conflict risk .
- RED FLAGS: None disclosed regarding attendance shortfalls, related-party transactions, hedging/pledging, or option repricing; short tenure and low current share ownership are typical for a new director and should be monitored for guideline compliance over time .
Contextual signal: CBRE’s broader governance and compensation practices—independent committees, stock ownership requirements, clawback policy, and strong 2024 say-on-pay support (~94%)—support investor confidence in oversight quality around the time of Soni’s appointment .