Mary Choksi
About Mary C. Choksi
Independent Trustee of Franklin Universal Trust (FT) since 2014; born 1950. Background includes founding roles at Strategic Investment Group and Emerging Markets Management, and earlier investment roles at the World Bank; designated the Board’s “audit committee financial expert” in 2024, reflecting deep finance and governance experience .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Strategic Investment Group | Founder & Senior Advisor | 2015–2017 | Senior governance role; firm co-founder |
| Strategic Investment Group | Founding Partner & Senior Managing Director | 1987–2015 | Built multi-asset OCIO platform; leadership in investment oversight |
| Emerging Markets Management LLC | Founding Partner & Managing Director | 1987–2011 | Led EM investment management operations |
| World Bank Group | Loan Officer → Senior Pension Investment Officer | 1977–1987 | Institutional finance and pension investment experience |
External Roles
| Company | Role | Tenure |
|---|---|---|
| Omnicom Group Inc. | Director | 2011–present |
| White Mountains Insurance Group, Ltd. | Director | 2017–present |
| Avis Budget Group Inc. | Director (former) | 2007–2020 |
Board Governance
- Independence: Independent Trustee; member of Audit Committee and Nominating Committee; not an “interested person” under the 1940 Act .
- Audit Committee financial expert: Board designated Ms. Choksi as the audit committee financial expert in 2024, based on extensive financial oversight experience .
- Committee assignments: Audit Committee member (with Checki (Chair), Luttig, Thompson, Holiday); Nominating & Corporate Governance Committee member .
- Attendance: Each Trustee attended at least 75% of Board and committee meetings in FY 2022, FY 2023, and FY 2024; none of the Trustees attended the last Annual Shareholders’ Meetings held on March 10, 2022; March 9, 2023; and March 7, 2024 .
- Tenure: Trustee since 2014; currently in the Class III cohort serving until the 2027 Annual Shareholders’ Meeting .
- Board structure: Lead Independent Trustee is Edith E. Holiday; independent trustees meet regularly in executive session with the CCO, supporting oversight rigor .
Fixed Compensation
| Component | Amount/Terms | Notes |
|---|---|---|
| Independent Trustee annual retainer | $304,000 | Paid across Franklin Templeton complex; portion allocated to FT |
| Regular Board meeting fee | $7,000 per meeting | Portion allocated to FT |
| Audit Committee member retainer | $10,000 annually | Plus $3,000 per committee meeting; portion allocated to FT |
| Audit Committee Chair fee | $50,000 annually | Paid in lieu of member retainer; Chair: Terrence J. Checki |
| Lead Independent Trustee supplemental retainer | $50,000 (2025 proxy); $40,000 (2024 proxy) | Portion allocated to FT; Lead: Edith E. Holiday |
| Mary C. Choksi – Aggregate Compensation From FT (Fund-level) | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Amount ($) | $267 | $281 | $275 |
| Mary C. Choksi – Total Compensation From Franklin Templeton Fund Complex (All Funds) | Calendar 2021 | Calendar 2023 | Calendar 2024 |
|---|---|---|---|
| Amount ($) | $684,367 | $695,225 | $695,225 |
Performance Compensation
| Metric | Status | Notes |
|---|---|---|
| Bonus / variable pay | Not applicable | Independent Trustees are compensated via fixed retainers and meeting fees; proxies do not outline performance-based bonuses |
| Equity awards (RSUs/PSUs/options) | Not applicable | No director equity grants disclosed; directors follow fund investment policy instead |
| Performance metrics tied to pay (e.g., TSR, EBITDA) | Not applicable | No performance-linked compensation for Independent Trustees disclosed |
Other Directorships & Interlocks
| External Company | Overlap/Interlock | Context |
|---|---|---|
| Omnicom Group Inc. | Valerie M. Williams (FT Trustee) also Director | Shared external board increases information flow; no related-party transactions disclosed in FT proxy |
- No related-party transactions involving Ms. Choksi are disclosed in the FT proxies; Audit Committee monitors conflicts and related-party transactions as part of charter responsibilities .
Expertise & Qualifications
- Deep asset management leadership (Strategic Investment Group co-founder; EM investing at EMM), and institutional finance (World Bank), supporting oversight of complex investment risks .
- Audit committee financial expert designation underscores proficiency in GAAP, internal controls, and audit oversight; long-standing Audit Committee member since 2014 .
- Public board experience in advertising and insurance (Omnicom; White Mountains), bringing cross-industry governance perspectives .
Equity Ownership
| Category | 12/31/2022 | 12/31/2023 | 1/10/2025 |
|---|---|---|---|
| Dollar Range of Equity Securities in FT | None | None | None |
| Aggregate Dollar Range in All Franklin Templeton Funds Overseen | Over $100,000 | Over $100,000 | Over $100,000 |
- Ownership policy: Directors must invest one-third of fees in Franklin/Templeton funds until holdings equal or exceed five times the annual retainer and regular meeting fees; three-year phase-in for new directors; existing holdings valued at historical dates per policy .
- Concentration: No individual Trustee owned ≥1% of FT shares; Trustees and officers as a group owned <1% as of each proxy’s record date .
Governance Assessment
- Strengths: Independent status; Audit and Nominating Committee service; designated audit committee financial expert; consistent ≥75% meeting attendance; robust committee charters and regular executive sessions with CCO enhance oversight .
- Alignment: Complex-wide investment requirement supports alignment; however, Ms. Choksi reported “None” for FT-specific holdings across proxies, which may be viewed as weaker direct alignment with FT unitholders despite aggregate Franklin complex exposure .
- Interlocks: Shared directorship at Omnicom with another FT trustee (Valerie M. Williams) raises mild interlock considerations; no related-party exposure disclosed at FT; Audit Committee charter includes conflict review .
- Engagement: Lack of attendance at Annual Shareholders’ Meetings noted across years for all Trustees; while common for closed-end funds, persistent non-attendance can be a perception risk for investor engagement .
RED FLAGS
- No FT-specific share ownership disclosed across three consecutive proxies (potential alignment concern, albeit mitigated by complex-wide investment policy) .
- Interlock at Omnicom with another FT Trustee; monitor for any FT transactions or service relationships that could create conflicts (none disclosed) .
- Annual meeting non-attendance by Trustees (engagement optics) .