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Jaime Ardila

Director at Goldman Sachs BDCGoldman Sachs BDC
Board

About Jaime Ardila

Jaime Ardila, age 69, is an Independent Director of Goldman Sachs BDC, Inc. (GSBD), serving since February 2016 and standing for re‑election as a Class II director with a term to 2028 if elected; he previously served as Chairperson of GSBD’s Board . He brings extensive operating and governance experience from senior roles at General Motors and multiple public company boards, including Accenture plc (Finance Committee Chair; Audit and Governance & Nominations member) and Nexa Resources S.A. (Board Chair), underscoring deep financial oversight credentials . As an Independent Director per NYSE and 1940 Act definitions, he is not an “interested person” of the Company .

Past Roles

OrganizationRoleTenureCommittees/Impact
General Motors CompanyExecutive Vice President; President, South America region2010–2016; GM tenure 1984–1996 and 1998–2016Led large operational footprint across LATAM; deep P&L oversight
N M Rothschild & Sons Ltd.Managing Director, Colombian Operations1996–1998Corporate finance leadership

External Roles

OrganizationRoleTenureCommittees/Impact
Accenture plcDirector; Chair, Finance Committee; Member, Audit; Member, Governance & Nominations2013–PresentFinance oversight; audit and governance expertise
Nexa Resources S.A.Chairperson of the Board— (current)Strategic and governance leadership in mining
Grupo Energía BogotáDirector— (current)Board oversight in electric utilities
Ola Electric MobilityDirector (former)2019–2023EV sector exposure
Ecopetrol S.A.Director (former); Chair, Audit Committee; Member, Business and Corporate Governance & Sustainability Committees2016–2019Audit leadership; governance and sustainability oversight

Board Governance

  • Independence: Classified as Independent Director under NYSE and 1940 Act; not deemed an “interested person” .
  • Attendance/Engagement: Board held 5 formal meetings in 2024; each director attended at least 75% of Board and respective committee meetings; however, none of the directors attended the 2024 Annual Meeting of Stockholders (virtual) .
  • Committee Assignments (GSBD): Audit (member), Governance & Nominating (member), Compensation (member), Compliance (member), Contract Review (member). Note: Richard A. Mark is Audit Chair; Timothy J. Leach chairs Governance & Nominating, Compliance, and Contract Review .
  • Audit Committee Load: Ardila simultaneously serves on audit committees of more than three public companies; the Board determined this does not impair his effectiveness on GSBD’s Audit Committee .
CommitteeRoleChair?2024 MeetingsNotes
AuditMemberNo (Chair: Richard A. Mark)5 Board assessed Ardila’s >3 audit committees load as acceptable
Governance & NominatingMemberNo (Chair: Timothy J. Leach)3 Oversees director nominations and governance principles
CompensationMemberNo0 GSBD executives are not compensated by the Company; committee inactive in 2024
ComplianceMemberNo (Chair: Timothy J. Leach)4 Oversight of compliance processes (Company and service providers)
Contract ReviewMemberNo (Chair: Timothy J. Leach)1 Oversight of advisory/administrative agreements with GSAM and affiliates

Fixed Compensation

ComponentAmountNotes
Annual Director Retainer (Cash, GSBD)$125,000Independent Director fee for services rendered in 2024
Additional GSBD Fees (Chair/Audit Expert)$0Only Board Chair and designated “audit committee financial expert” receive additional fees; Ardila is neither
Total Compensation from Goldman Sachs Fund Complex$445,000Aggregate compensation across GSBD and affiliated BDCs (SCH, GS PMMC II, GS MMLC II, PSLF, GS Credit, West Bay)
Equity Grants (Stock/Options)NoneCompany did not award any portion of director fees in stock or options in 2024
Pension/Retirement BenefitsNoneGSBD does not provide pension or retirement benefits to directors

Performance Compensation

ElementStatusNotes
Stock Awards (RSUs/PSUs)NoneNo equity component to director compensation in 2024
Option AwardsNoneNo option awards to directors in 2024
Performance Metrics (TSR, EBITDA, ESG)Not applicableDirector pay is cash-based; no disclosed performance-linked metrics
Clawbacks/COC/SeveranceNot disclosedNo director-specific clawback or change-of-control/severance terms disclosed in proxy

Other Directorships & Interlocks

EntityTypeRoleInterlock/Notes
SCH (Silver Capital Holdings LLC)Privately offered BDC (GSAM‑advised)Chairperson of BoardGSAM‑affiliated vehicle; governance interlock
GS PMMC IIPrivately offered BDC (GSAM‑advised)Chairperson of BoardGSAM‑affiliated vehicle; governance interlock
PSLF (Phillip Street Middle Market Lending Fund LLC)Privately offered BDC (GSAM‑advised)Chairperson of BoardGSAM‑affiliated vehicle; governance interlock
GS Credit (Goldman Sachs Private Credit Corp.)Privately offered BDC (GSAM‑advised)DirectorGSAM‑affiliated vehicle
Accenture plcPublic companyDirector; Finance Chair; Audit & Governance memberMultiple audit committee memberships noted by GSBD Board
Nexa Resources S.A.Public companyChairperson of BoardMining; chair role underscores governance leadership
Grupo Energía BogotáPublic companyDirectorElectric utility governance exposure
EcopetrolPublic company (former)Director; Audit Chair; Committee memberPrior audit committee leadership
Ola Electric MobilityPrivate company (former)DirectorEV sector oversight

Expertise & Qualifications

  • 29 years at General Motors culminating as Executive Vice President and President of GM South America; seasoned operator with capital allocation and restructuring experience .
  • Public company governance leader: Accenture Finance Chair; prior Audit Chair at Ecopetrol; multiple committee roles spanning audit, governance, and nominations .
  • Demonstrated board leadership as prior Chairperson of GSBD’s Board and current chair roles across GSAM‑affiliated BDCs, evidencing strong governance and risk oversight capabilities .

Equity Ownership

MetricValue
Beneficial Ownership (Shares)19,414
Shares Outstanding (Record Date)117,297,222
Ownership as % of Outstanding~0.0166% (19,414 / 117,297,222)
Dollar Range of Equity OwnedOver $100,000 (at $11.63/share on Record Date)

Governance Assessment

  • Strengths: Significant audit/finance governance experience (Accenture Finance Chair; prior Ecopetrol Audit Chair) and deep operating background at GM provide robust oversight on valuation, risk, and credit underwriting—a fit for BDC governance demands .
  • Alignment: Holds 19,414 GSBD shares (>$100k), offering some skin‑in‑the‑game; however, GSBD provides no equity retainer, limiting ongoing alignment incentives in director pay mix .
  • Engagement: Met Board/committee attendance thresholds (≥75%); note that no directors attended the 2024 Annual Meeting, which may be perceived negatively on shareholder engagement despite the virtual format .
  • Conflicts/Related‑Party Exposure: Extensive interlocks with GSAM‑affiliated BDCs (chairs multiple) and GSAM’s advisory relationship with GSBD (fee‑based), plus SEC co‑investment exemptive relief that permits portfolio overlap across Goldman‑managed accounts—heightening conflict management needs (mitigated by committee oversight and policies) .
  • Risk Indicator: Simultaneous service on >3 public company audit committees flagged and specifically assessed; GSBD’s Board concluded it does not impair Audit Committee effectiveness, but investors may monitor aggregate commitments .
  • Compensation Structure: Cash‑only director compensation (no equity, options, pensions) at GSBD; total pay from Goldman Sachs Fund Complex materially higher due to multiple affiliated boards, which may raise perceived affiliation bias—counterbalanced by formal independence status and multi‑committee service at GSBD .