Carol L. Colman
About Carol L. Colman
Carol L. Colman (birth year 1946) is an Independent Director of HYI since 2010 and serves as Chair of the Pricing and Valuation Committee. She is President of Colman Consulting Co. and is identified as “CFA” in the Audit Committee report, indicating a Chartered Financial Analyst credential. HYI’s board is eight directors with seven independent; she serves on key committees (Audit, Nominating, Compensation), and independent directors meet in executive session with independent counsel, supporting board oversight rigor .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| HYI | Director; Chair of Pricing and Valuation Committee; Member – Audit, Nominating, Compensation | Since 2010 | Pricing & Valuation met 4 times; Compensation met 3 times in FY ended 5/31/25 |
| HYI Audit Committee | Member | Not disclosed | Signed Audit Committee report (CFA designation) and recommended inclusion of FY 2025 audited financials |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Colman Consulting Co. | President | Not disclosed | Not disclosed |
Board Governance
- Independence and structure: HYI’s board has eight directors, seven independent; all standing committees (Audit, Nominating, Compensation, Pricing & Valuation) are composed entirely of independent directors and are chaired by an independent director .
- Chair/leadership: Eileen A. Kamerick (independent) serves as Board Chair; independent directors meet outside management and are advised by independent legal counsel .
- Committee assignments for Colman: Member – Audit, Nominating, Compensation; Chair – Pricing & Valuation .
- Committee activity: Pricing & Valuation Committee met 4 times; Compensation Committee met 3 times in fiscal year ended May 31, 2025 .
- Attendance: The board held 4 regular and 3 special meetings in FY ended May 31, 2025; each director attended at least 75% of board and applicable committee meetings .
- Qualifications and selection: Nominating process considers experience, character/integrity, retirement policies, and fund bylaw qualifications (including limits on service on other boards); no formal diversity policy but considers diversity of experience, education, and skills .
- Skills noted: Colman brings experience as a consultant and investment professional .
Fixed Compensation
| Component | Amount | Period | Notes |
|---|---|---|---|
| Aggregate Compensation from HYI | $15,030 | FY ended 05/31/2025 | Includes committee service; no pension or retirement benefits provided by the Fund |
| Total Compensation from Fund Complex | $371,000 | Calendar year 2024 | Directors hold 21 investment company directorships within the complex |
Performance Compensation
| Performance Metric | Target | Payout | Notes |
|---|---|---|---|
| Not disclosed | — | — | The proxy does not disclose any performance-based metrics for director compensation . |
Other Directorships & Interlocks
| Company | Role | Period | Interlocks/Comments |
|---|---|---|---|
| None disclosed | — | Past five years | HYI proxy lists “None” for other directorships held by Colman in past five years . |
Expertise & Qualifications
- Professional background: President, Colman Consulting Co.; experience as a consultant and investment professional .
- Credential: CFA indicated in Audit Committee report signature line .
- Fund complex responsibilities: Oversees 21 portfolios within the Franklin Templeton fund complex .
Equity Ownership
| Holding Category | Ownership Level | As-of Date | Notes |
|---|---|---|---|
| HYI Fund (dollar range) | A = None | 12/31/2024 | Dollar range definitions: A=None; B=$1–$10,000; C=$10,001–$50,000; D=$50,001–$100,000; E=Over $100,000 |
| Aggregate across family of investment companies (dollar range) | E = Over $100,000 | 12/31/2024 | “Family of Investment Companies” defined per proxy |
| Group beneficial ownership (directors and officers as a group) | <1% of HYI common stock | 08/29/2025 | Group figure; individual % not disclosed |
| Related-party interests | None indicated for non-interested directors | 12/31/2024 | No interests in the adviser or affiliates reported for non-interested directors and immediate family members |
Governance Assessment
-
Positive signals
- Independent leadership and committee composition; independent directors meet in executive session with independent counsel, enhancing oversight quality .
- Colman chairs the Pricing & Valuation Committee, a critical function for a closed-end fund’s NAV integrity; committee met 4 times, evidencing active oversight cadence .
- Audit Committee report signed by Colman (CFA), with stated processes regarding financial statement review and auditor independence; recommended inclusion of audited FY 2025 financials .
- No related-party interests disclosed for non-interested directors, reducing conflict risk .
-
Potential concerns / monitoring points
- HYI-specific ownership: Colman’s dollar range in HYI is “A = None,” which may signal limited direct alignment with HYI-specific outcomes despite broader fund family exposure; monitor for changes to director stock ownership guidelines or voluntary accumulation .
- Time commitments: Directors hold 21 investment company directorships in the fund complex; while common in fund complexes, sustained attendance and committee engagement should be tracked quarterly to ensure effectiveness .
- Compensation structure transparency: Proxy discloses aggregate cash amounts but not granular retainer, committee chair fees, or any equity/deferred units; continued transparency would aid pay-for-performance analysis, though pension benefits are explicitly not provided .
RED FLAGS to watch: HYI-specific ownership being “None” ; absence of disclosed performance-linked director compensation metrics . No pledging/hedging, related-party transactions, or attendance shortfalls are indicated in the proxy .
Overall: Colman appears independent, engaged, and credentialed (CFA), with leadership over valuation oversight and consistent meeting participation. Compensation and ownership disclosures are fund-complex standard but lack performance linkage; conflicts are expressly negated for non-interested directors in the proxy .