Carol Colman
About Carol Colman
Independent, non‑interested Director of the Fund; President of Colman Consulting Co.; CFA charterholder. Committee roles: Member of the Audit, Nominating, and Compensation Committees; Chair of the Pricing and Valuation Committee. Oversight scope: 17 portfolios in the Franklin Templeton fund complex as of the 2025 proxy. Birth year: 1946. Tenure noted across proxies as “Since 2007” (2025), “Since 2011” (2024), and “Since 2003” (2022).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Colman Consulting Co. | President | Principal occupation during past five years | Recognized for experience as a consultant and investment professional; chairs Pricing & Valuation Committee at the Fund |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company directorships in the past five years |
Board Governance
- Independence: Classified as a “Non‑Interested Director” (Independent under the 1940 Act and NYSE standards); all standing committees are composed solely of Independent Directors.
- Committee assignments and leadership:
- Audit Committee: Member; committee met 5 times in FY ended Nov 30, 2024.
- Nominating Committee: Member; committee met 7 times in FY ended Nov 30, 2024.
- Compensation Committee: Member; committee met 1 time in FY ended Nov 30, 2024.
- Pricing & Valuation Committee: Chair; committee met 4 times in FY ended Nov 30, 2024.
- Board structure and leadership: Board comprised of 8 directors, 7 Independent; Eileen A. Kamerick serves as Independent Chair, with regular executive sessions of Independent Directors and independent legal counsel.
Board and Committee Activity
| Metric | FY 2021 | FY 2023 | FY 2024 |
|---|---|---|---|
| Board regular meetings | 4 | 4 | 4 |
| Board special meetings | 3 | 8 | 6 |
| Director attendance threshold | Each ≥75% of meetings eligible | Each ≥75% of meetings eligible | Each ≥75% of meetings eligible |
| Annual meeting attendance | Not stated | No Director attended 2023 Annual Meeting | No Director attended 2024 Annual Meeting |
Fixed Compensation
Director compensation is cash‑based; the Fund provides no pension or retirement benefits to Directors.
| Metric | FY 2021 | FY 2023 | FY 2024 |
|---|---|---|---|
| Aggregate Compensation from the Fund ($) | $15,742 | $27,673 | $32,493 |
| Total Compensation from Fund & Fund Complex ($, calendar year) | $304,000 | $332,000 | $371,000 |
Notes:
- Compensation figures include service across Audit, Nominating, Compensation, and Pricing & Valuation Committees and on committees of other investment companies advised by FTFA.
Performance Compensation
| Component | Disclosure | Details |
|---|---|---|
| Equity awards (RSUs/PSUs/Options) | Not disclosed | Proxy compensation tables list cash compensation only; no equity awards or options for Directors |
| Performance metrics tied to pay | Not disclosed | No TSR/EBITDA/ESG metrics indicated for Director pay |
| Pension/retirement benefits | None provided | The Fund does not provide any pension or retirement benefits to Directors |
Other Directorships & Interlocks
| Company | Role | Committee Positions | Interlock/Conflict Notes |
|---|---|---|---|
| None | — | — | No other public boards in the past five years; reduces potential interlocks |
Expertise & Qualifications
- CFA credential; professional background as a consultant and investment professional.
- Valuation oversight: Chair of Pricing & Valuation Committee, responsible for valuation process oversight in line with law, regulatory guidance, and Fund policies/procedures.
- Active committee participation across Audit, Nominating, Compensation; contributes to financial reporting, director nomination, and pay oversight.
Equity Ownership
| As of Date | Dollar Range of EMO Equity | Aggregate Dollar Range Across Fund Family |
|---|---|---|
| Dec 31, 2023 | C ($10,001–$50,000) | E (Over $100,000) |
| Dec 31, 2024 | D ($50,001–$100,000) | E (Over $100,000) |
- Group beneficial ownership (nominees, Directors, officers) was less than 1% of outstanding Common and Preferred shares (Feb 7, 2025), similar disclosure in prior year (Feb 7, 2024).
- No Director or immediate family member (for non‑interested Directors) had any interest in the investment adviser or controlled affiliates as of Dec 31, 2024 and Dec 31, 2023.
Dollar range codes: A=None; B=$1–$10,000; C=$10,001–$50,000; D=$50,001–$100,000; E=Over $100,000.
Governance Assessment
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Strengths
- Independent status and long‑standing service; active oversight across key committees (Audit/Nominating/Compensation) and Chair of Pricing & Valuation—a critical control function in a closed‑end fund.
- Committee cadence in FY 2024 (Audit 5; Nominating 7; Valuation 4; Compensation 1) indicates structured oversight across financial reporting, director nominations, valuation, and pay.
- Increased personal EMO holdings from range C to D YoY (2023→2024), with sustained E‑level aggregate holdings across the fund family—modest positive signal for alignment.
- No related‑party interests with the adviser or its controlled affiliates—low conflict profile.
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Watch items / RED FLAGS
- Annual meeting engagement: No Directors attended the 2023 or 2024 Annual Meetings—could be viewed as lower direct stockholder engagement.
- Ownership concentration: Group beneficial ownership <1%—common in funds, but limits direct economic alignment at the Fund level.
- Compensation inflation: Fund‑level cash rose from $15,742 (FY 2021) to $32,493 (FY 2024); fund‑complex total rose from $304,000 (CY 2021) to $371,000 (CY 2024). Monitor for pay growth versus governance/oversight demands.
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Overall: Carol Colman presents as a seasoned, independent director with valuation oversight depth (committee chair), consistent committee participation, and increasing Fund‑level ownership. Primary governance sensitivities relate to annual meeting attendance and steadily rising cash compensation across the complex.