Richard G. Gould III
About Richard G. Gould III
Independent Director of Morgan Stanley Emerging Markets Domestic Debt Fund, Inc. (EDD). Born 1959; joined the Morgan Stanley Funds boards in July 2024. Senior capital markets executive with prior CEO experience at CLSA and leadership roles at Bloomberg Tradebook and Morgan Stanley; designated as an Independent Director in the proxy . On EDD, he is a Class II director with term expiring in 2027 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CLSA Ltd. | Global Chief Executive Officer | 2019–2021 | — |
| CLSA Americas, LLC | Chief Executive Officer, Americas | 2014–2021 | — |
| Bloomberg Tradebook, Bloomberg LP | Head of Global Sales | 2010–2014 | — |
| Information Services Group | Founding Member; EVP | 2006–2010 | — |
| Morgan Stanley | Managing Director | 1990–2006 | — |
| Morgan Stanley | Executive Director, International Portfolio Trading & Derivatives | 1988–1990 | — |
| Morgan Stanley | Vice President, International Portfolio Trading & Derivatives | 1986–1988 | — |
| Lehman Brothers | Equity Derivatives Trading | 1983–1986 | — |
External Roles
| Organization | Role | Tenure |
|---|---|---|
| CLSA | Global Management Committee Member | 2014–2020 |
| CLSA | Broking Executive Committee Member | 2014–2020 |
Board Governance
- Independence: Listed as an Independent Director; board committees are comprised exclusively of Independent Directors; Independent Directors are “independent” under NYSE listing standards (context provided in Audit Committee section) .
- Director class/term (EDD): Class II; term expires in 2027 .
- Committee memberships (EDD): Compliance and Insurance Committee (member; chair is Patricia A. Maleski) and Equity Investment Committee (member; chair is Nancy C. Everett) .
- Not on EDD Audit Committee (chair Jakki L. Haussler), Governance Committee (chair Kathleen A. Dennis), Risk Committee (chair Michael F. Klein), or Fixed Income, Liquidity & Alternatives Investment Committee .
EDD Board and Committee Meetings (FY ended Oct 31, 2024)
| Body | Number of Meetings |
|---|---|
| Board of Directors | 5 |
| Audit Committee | 4 |
| Governance Committee | 4 |
| Compliance & Insurance Committee | 4 |
| Equity Investment Committee | 5 |
| Fixed Income, Liquidity & Alternatives Investment Committee | 5 |
| Risk Committee | 4 |
- Attendance: Each current Director attended at least 75% of the aggregate number of Board and committee meetings during FY2024 (EDD FY ends Oct 31, 2024); none of the Directors attended the last annual stockholder meeting (attendance not required) .
Fixed Compensation
- Standard Director cash retainer: $350,000 annually for Independent Directors effective Jan 1, 2025 ($335,000 prior to Jan 1, 2025); reimbursement of reasonable travel and out-of-pocket expenses .
- Committee chair additional retainers (if chair): Audit Chair $80,000; Governance Chair $60,000 ($50,000 prior to Jan 1, 2025); Compliance & Insurance Chair $65,000; Risk Chair $50,000; Equity Investment Chair $50,000; Fixed Income/Liquidity/Alternatives Chair $50,000; Chair of the Boards total retainer $630,000 .
- Deferred Compensation Plan: Directors may elect to defer fees; deferred amounts earn returns aligned to selected Morgan Stanley Funds; distributions paid as lump sum or over five years; unsecured, subject to claims of Fund creditors .
| Compensation Item | EDD FY2024 Allocation | Notes |
|---|---|---|
| EDD aggregate compensation paid to Gould | $139 | Before deferral; pro-rata allocation by net assets |
| Total compensation across Morgan Stanley Fund Complex (calendar 2024) | $195,417 | Gould joined boards June 1, 2024 |
Performance Compensation
- No performance-linked pay (no equity RSUs, PSUs, options, or explicit performance metrics disclosed for Directors) .
| Performance Metric | Plan Details |
|---|---|
| None disclosed | Director pay structured as fixed retainers; optional deferred compensation only |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed for Gould |
| Prior public company boards | None disclosed for Gould |
| Potential interlocks | Prior long-tenured employment at Morgan Stanley (1990–2006) while serving as Independent Director of Morgan Stanley Funds; independence affirmed under 1940 Act/NYSE standards, but past affiliation may be perceived as a soft conflict by some investors . |
Expertise & Qualifications
- Deep institutional trading and derivatives background; senior global brokerage leadership; executive management experience in Asia-focused broker (CLSA) and electronic trading at Bloomberg Tradebook; prior senior roles at Morgan Stanley, including International Portfolio Trading & Derivatives .
- Oversees 80 funds in the Morgan Stanley Fund Complex as an Independent Director, indicating broad governance exposure across asset classes .
Equity Ownership
| Measure | EDD | Complex/Funds Family |
|---|---|---|
| Dollar range of beneficial ownership | None | Aggregate over $100,000 across funds overseen or to be overseen |
| Shares pledged/hedged | Not disclosed | Not disclosed |
| Group ownership | Officers and Directors as a group owned <1% of each Fund’s outstanding shares as of Apr 11, 2025 | — |
Governance Assessment
- Strengths: Independent status; active membership on Compliance & Insurance and Equity Investment Committees (risk oversight and portfolio performance review); board utilizes multiple Independent-only committees with defined charters; minimum attendance threshold met .
- Compensation alignment: Cash-only retainers with optional deferred comp; no equity grants tied to EDD, reducing pay-for-performance signaling but consistent with closed-end fund governance norms; retainer increased to $350,000 in 2025 (inflation/market adjustment) .
- Ownership signal: No direct EDD share ownership; aggregate >$100,000 across related funds may reflect engagement with the platform, but absence in EDD itself may be viewed as weaker “skin-in-the-game” alignment by some investors .
- RED FLAGS and monitoring:
- Past Morgan Stanley employment while overseeing Morgan Stanley funds could be perceived as an indirect conflict; mitigate via current independence determination and Independent-only committee structure .
- Annual meeting attendance: none of Directors attended the last meeting (attendance not required); monitor engagement in stockholder forums .
- No related-party transactions disclosed specific to Gould in the proxy; continue to review filings for any relationships or transactions [search results based on DEF 14A document; none located in cited sections].
Overall, Gould brings seasoned trading and brokerage leadership to EDD’s board with committee roles that touch compliance and investment oversight; compensation is fixed-cash retainer without performance metrics; independence is established under regulatory standards, though historic ties to Morgan Stanley warrant awareness from governance-focused investors .