Michele A. Chow-Tai
About Michele A. Chow-Tai
Independent director (age 60) serving on the board of 1847 Holdings LLC since August 2023, with 32+ years in global banking and financial services. She leads business development, fundraising, and acquisition strategies at Fairview Capital Partners (nearly seven years), and previously spent over two decades at leading global banks; she holds a B.S. from CUNY–York College and is pursuing a J.D. at Mitchell Hamline School of Law . The board classifies her as independent under NYSE American rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Fairview Capital Partners | Business development, fundraising, acquisitions leader | Nearly 7 years | Significant AUM growth; institutional investor relationships |
| Leading global banks/financial services firms | Various leadership roles | 20+ years | Risk management, client advisory across global markets |
| CUNY – York College Foundation | Board Chair | 10 years | Governance leadership for fundraising and strategy |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| NASP – New York Chapter | Board Member | Current | Diversity in finance advocacy |
| NASP–NY Foundation | Board Member | Current | Community and industry engagement |
| Greater New Haven Chambers of Commerce | Board Member | Current | Regional business ecosystem engagement |
| LeaderXXchange | Advisory Board Member | Current | Diversity and sustainability in governance |
Board Governance
- Independence: Board determined all directors other than the CEO are independent; Chow‑Tai is independent .
- Committee membership: Audit Committee member; Audit Committee chaired by Paul A. Froning (members: Froning, Chow‑Tai, Crosnoe, Harris) .
- Attendance: Board met four times in 2023; each incumbent director attended at least 75% of aggregate board/committee meetings for their service period .
- Years of service: Director since August 2023 .
- Governance policies: Board has Corporate Governance Guidelines, Code of Ethics, and Insider Trading Policy (including bans on hedging and pledging without approval) .
Fixed Compensation
| Component | 2023 Actual | Policy (Independent Directors) | Notes |
|---|---|---|---|
| Cash retainer | $11,667 (pro‑rated for service commencing Aug 2023) | $35,000 annual cash, payable monthly | No disclosed meeting fees |
| Equity (RS/RSU/Options) | Not disclosed awarded to Chow‑Tai | $35,000 annual equity (restricted shares/RSUs/options), subject to Compensation Committee approval | Plan share constraints noted; equity grants require Plan capacity |
Performance Compensation
| Equity Plan Feature | Detail | Applicability to Directors |
|---|---|---|
| Award types | Incentive/non‑qualified options, SARs, restricted awards (shares/RSUs) | Independent directors are eligible under the Plan |
| Performance criteria | Administrator may use absolute/relative goals vs peers/indices | No director‑specific metrics disclosed |
| Vesting/transfer | Awards subject to vesting; non‑transferable (except by will/descent) | Terms set by committee |
| Change‑of‑control | Administrator may include acceleration provisions in award agreements | Not disclosed for director grants |
| Evergreen/share reserve | 500,000 authorized; evergreen +5% annually if approved; later increased to 5,000,000 shares (2025 special meeting) | Expands capacity for director equity |
No director‑specific performance metrics, vesting schedules, or award quantities were disclosed for Chow‑Tai.
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed |
| Private/non‑profit boards | See External Roles table |
| Interlocks with competitors/suppliers/customers | None disclosed |
Expertise & Qualifications
- Deep finance and capital markets expertise; track record in fundraising, institutional investor relations, and acquisition strategies .
- Governance experience through multiple non‑profit boards and advisory roles .
- Audit committee experience at EFSH; not designated the audit committee financial expert (role held by Froning) .
- Academic credentials: B.S.; J.D. in progress .
Equity Ownership
| Metric | As of Apr 26, 2024 | As of Jan 22, 2025 |
|---|---|---|
| Common shares owned | 0 | 0 |
| Ownership % of outstanding | 0.00% (based on 5,292,851 shares) | 0.00% (based on 25,400,386 shares) |
Insider trading policy prohibits hedging, short sales, and pledging without approval; no pledges or Form 4 activity for Chow‑Tai were disclosed in the proxy materials .
Governance Assessment
- Positives: Independence, audit committee participation, and satisfactory attendance support board effectiveness and oversight . Formal governance policies and insider trading restrictions enhance investor protection .
- Alignment concerns: Zero share ownership as of both 2024 and 2025 reduces “skin‑in‑the‑game,” though policy includes annual equity awards subject to committee approval and plan capacity .
RED FLAGS
- Super‑voting Series E preferred (1,000,000 votes per share) used solely to secure approvals at the 2025 special meeting raises governance optics issues and investor confidence concerns regarding fair shareholder voting dynamics .
- Aggressive equity plan expansion (evergreen provision in 2024; share reserve increased to 5,000,000 in 2025) could contribute to dilution risk if grants/issuances accelerate; board oversight of dilution mitigation is critical .
- Frequent warrant reset proposals and large authorized share increase to 2,000,000,000 shares signal capital structure fragility and potential dilution; while not director‑specific, board stewardship, including independent directors, is central to balancing financing needs and shareholder protection .
No related‑party transactions involving Chow‑Tai are disclosed; related‑party dealings predominantly concern the Manager, certain subsidiaries, and officers, and are overseen by the audit committee (which includes Chow‑Tai) .