Nisha D. Biswal
About Nisha D. Biswal
Independent director at Excelerate Energy, Inc. (EE), age 56, appointed in January 2025; serves on the Audit Committee and the Nominating & Corporate Governance Committee . Former Deputy Chief Executive Officer of the U.S. International Development Finance Corporation (DFC) (Aug 2023–Jan 2025); prior senior roles at the U.S. Chamber of Commerce, U.S. Department of State, and USAID; B.A. from the University of Virginia . The board has affirmatively determined she is independent under NYSE rules and Rule 10A‑3 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| U.S. International Development Finance Corporation (DFC) | Deputy Chief Executive Officer | Aug 2023 – Jan 2025 | Oversaw operations/strategy; risk management; environmental/social compliance |
| U.S. Chamber of Commerce | Senior Vice President, International Strategy & Global Initiatives; led USIBC and USBBC | Oct 2017 – Aug 2023 | Led regional teams and cross-cutting measures |
| U.S. Department of State | Assistant Secretary of State for South and Central Asian Affairs | 2013 – 2017 | Foreign policy leadership and regional oversight |
| U.S. Agency for International Development (USAID) | Assistant Administrator for Asia | 2010 – 2013 | Program oversight across Asia |
| University of Virginia | B.A., Arts & Sciences | — | Education credential |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| U.S. International Development Finance Corporation | Deputy CEO | Aug 2023 – Jan 2025 | U.S. federal agency; energy/infrastructure project oversight |
| U.S. Chamber of Commerce | SVP; led USIBC/USBBC | Oct 2017 – Aug 2023 | Business councils leadership |
| U.S. Department of State | Assistant Secretary (South/Central Asia) | 2013 – 2017 | Senior diplomatic role |
| USAID | Assistant Administrator (Asia) | 2010 – 2013 | Development leadership |
Board Governance
| Item | Detail |
|---|---|
| Independence | Board determined Biswal is independent under NYSE and Rule 10A‑3 |
| Committees | Audit Committee (Member); Nominating & Corporate Governance Committee (Member) |
| Committee Chairs | Audit: Deborah L. Byers (Chair; audit committee financial expert); NCGC: Paul T. Hanrahan (Chair) |
| 2024 Meeting Counts | Board: 6; Audit: 4; Compensation: 5; NCGC: 5 |
| Attendance | In 2024, no incumbent director attended <75% of meetings; all seven then‑sitting directors attended the 2024 Annual Meeting |
| Executive Sessions | Non‑management directors met at least quarterly; independent directors met in executive session quarterly in 2024 |
| Board Leadership | Chairperson of the Board: Don P. Millican |
| Controlled Company Status | EE qualifies as an NYSE “controlled company”; Kaiser controls ~72.6% of voting power; EE relies on exemptions (committees not entirely independent) |
Fixed Compensation
| Component | 2025 Policy | 2024 Policy | Vesting/Notes |
|---|---|---|---|
| Annual Cash Retainer (Independent Directors) | $75,000 | $60,000 | Payable quarterly; deferrable under Deferred Compensation Plan |
| Equity Retainer (Independent Directors) | $125,000 RSUs (grant date value) | $125,000 RSUs | RSUs vest on first anniversary; deferrable |
| Committee Chair Retainers | Audit: $23,000; Compensation: $17,000; NCGC: $15,000 | Audit: $20,000; Compensation: $15,000; NCGC: $12,000 | Applies to chairs only |
| Meeting Fees | Not disclosed | Not disclosed | Reimbursement of reasonable travel/misc expenses |
| Deferred Compensation | Directors may defer cash and RSU retainers under the Excelerate Energy Deferred Compensation Plan |
Performance Compensation
| Element | Detail |
|---|---|
| Performance-based Director Pay | None disclosed; director equity retainer is time‑based RSUs (one‑year vest) |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other Public Company Boards | None |
| Committee Composition Context | Audit Committee is fully independent (Biswal, Byers, Hanrahan); NCGC includes independent Hanrahan as Chair with members Todd and Waldo (affiliated with controlling stockholder), reflecting controlled‑company exemptions |
Expertise & Qualifications
| Skill/Attribute | Evidence |
|---|---|
| Legal/Regulatory/Government Relations | Marked for Biswal in board skills matrix |
| Risk Management (incl. cybersecurity) | Marked for Biswal |
| Environment/Sustainability | Marked for Biswal |
| Information Technology and Systems (incl. AI) | Marked for Biswal |
| Geopolitical Knowledge | Marked for Biswal |
| Senior Executive Leadership | Marked for Biswal |
| Financial/Accounting | Marked for Biswal |
Equity Ownership
| Policy | Requirement | Compliance Window | Restrictions |
|---|---|---|---|
| Director Stock Ownership Guidelines | Independent Directors: 5x annual cash retainer | 5 years from Nov 7, 2022 or appointment date | Must hold 75% of net shares until compliant; no hedging/pledging; prohibits short sales, derivatives, and pledging/margin accounts |
| Individual Holdings | Not disclosed for Biswal in 2025 proxy | — | — |
Governance Assessment
- Strengths: Independent director with deep international/foreign policy and regulatory experience; assigned to Audit and NCGC, enhancing oversight of risk (financial/cyber/AI) and sustainability/governance; Audit Committee is fully independent and chaired by a CPA/audit expert .
- Alignment: Director stock ownership guidelines (5x cash retainer, 5‑year window) and prohibition on hedging/pledging support alignment; ability to defer retainers fosters long‑term focus .
- Engagement: Board and committees met regularly in 2024; executive sessions held quarterly; Annual Meeting attendance strong; investor engagement overseen at board level .
- RED FLAGS: Controlled‑company status with 72.6% voting power by Kaiser; reliance on NYSE exemptions means NCGC and Compensation Committee are not composed entirely of independent directors—potential influence risks and perceived governance weakness despite independent chairs .
- Compensation signals: 2025 increase in director cash retainer and chair fees to align with peers—reasonable, but monitor equity retainer levels and any future changes for pay inflation .
Net takeaway: Biswal’s independence and public-sector risk/governance expertise are positives for board effectiveness, particularly in Audit and sustainability oversight. The controlled‑company structure and mixed committee independence warrant ongoing monitoring for potential conflicts and investor confidence impacts .