Carol Colman
About Carol L. Colman
Independent director of Western Asset Global Corporate Opportunity Fund Inc. (NYSE: GDO), born 1946; serves on the Board since 2009. President of Colman Consulting Company; holds the CFA designation, and is described as having experience as a consultant and investment professional .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Colman Consulting Company | President | Past five years (as disclosed) | Consulting and investment professional background cited in Board qualifications |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| None | — | — | No other public company directorships disclosed |
| Franklin Templeton Fund Complex | Director across portfolios | Current | Oversees 17 portfolios in the fund complex (down from 19 in 2023) |
Board Governance
- Classification and tenure: Class I Director serving until the 2026 Annual Meeting; Director since 2009; non-interested (independent) under the 1940 Act and NYSE definition .
- Independence and leadership: Board has eight directors, seven independent; Eileen A. Kamerick serves as independent Chair; independent directors meet in executive session and have independent counsel .
- Attendance and engagement: FY 2024 had four regular and one special Board meeting; each Director attended ≥75% of Board and committee meetings for which they were eligible; no Director attended the 2024 Annual Meeting of Stockholders (no formal policy on annual meeting attendance) .
Committee Assignments and Activity
| Committee | Role | Chair | FY 2024 Meetings |
|---|---|---|---|
| Audit | Member | Nisha Kumar (Audit Committee Financial Expert) | 5 |
| Nominating | Member | Hillary A. Sale | 7 |
| Pricing & Valuation | Chair | Carol L. Colman | 4 |
| Compensation | Member | Peter Mason | 1 |
Fixed Compensation
| Metric | FY 2022 | FY 2024 |
|---|---|---|
| Aggregate Compensation from the Fund (FY) ($) | $11,856 | $10,198 |
| Total Compensation from Fund and Fund Complex (Calendar Year) ($) | $314,000 | $371,000 |
- Notes: Compensation amounts include service on all committees and across boards of other FTFA-advised investment companies; the Fund does not provide any pension or retirement benefits to Directors .
Performance Compensation
- No equity awards, stock options, target/actual bonuses, or performance-based compensation disclosed for directors; compensation is presented as director fees across Fund and fund complex .
- No clawback provisions, severance/change-of-control terms, or performance metric linkages are disclosed for directors in the proxy statements cited .
Other Directorships & Interlocks
| Company/Entity | Role | Committee Positions | Potential Interlocks/Conflicts |
|---|---|---|---|
| None (public companies) | — | — | None disclosed |
| Franklin Templeton Family of Funds (Fund Complex) | Director across 17 portfolios | Multiple fund committees | Shared complex governance may increase workload; no adviser/affiliate interests for non-interested directors as of 12/31/2024 |
Expertise & Qualifications
- CFA charterholder; consultant and investment professional experience cited in Board skills matrix .
- Valuation oversight expertise evidenced by chairing the Pricing & Valuation Committee (focus on portfolio valuation processes under applicable law and policies) .
- Active participation on Audit, Nominating, and Compensation committees aligns with governance, valuation, and oversight remit for a closed-end fund board .
Equity Ownership
| Holding Measure | Value/Range | As-of Date |
|---|---|---|
| Dollar Range of Equity Securities in GDO | “C” = $10,001–$50,000 | 12/31/2024 |
| Aggregate Dollar Range in All Funds Overseen (Family of Investment Companies) | “E” = Over $100,000 | 12/31/2024 |
| Group beneficial ownership (Directors & officers) | <1% of outstanding shares | 2/7/2025 |
- No disclosure of pledged shares, hedging, or deferred compensation elections for directors in cited proxies .
Governance Assessment
- Board effectiveness: Colman’s long tenure since 2009 and current chair role on Pricing & Valuation reflect deep process oversight for valuation—a critical risk area in fixed income closed-end funds . Committee meeting cadence (Audit 5; Nominating 7; Pricing & Valuation 4; Compensation 1) indicates active governance, with particularly robust nominating activity in FY 2024 .
- Independence and conflicts: Classified as non-interested/independent; proxies state no interests in the adviser or affiliates for non-interested directors as of year-end—reducing related-party risk . No related-party transactions disclosed involving directors .
- Ownership alignment: Personal holding range in GDO is $10k–$50k; aggregate fund family holdings exceed $100k. While absolute ownership appears modest relative to fund size, the presence of skin-in-the-game is positive; individual ownership % is not disclosed (only ranges), and aggregate insiders own <1% of shares outstanding .
- Engagement signals: ≥75% attendance threshold met; however, no Directors attended the 2024 Annual Meeting—a potential investor relations engagement gap, though the Fund lacks a formal annual meeting attendance policy .
- Compensation structure: Pure cash fees without performance linkage; no pensions; pay increased at the complex level from $314k (CY 2022) to $371k (CY 2024), suggesting broader complex responsibilities and workload rather than pay-for-performance signals .
- RED FLAGS: None noted for related-party transactions, hedging/pledging, or legal proceedings; modest annual meeting engagement (no attendance) could be viewed negatively by some governance-focused investors .