Maureen R. Goldfarb
About Maureen R. Goldfarb
Maureen R. Goldfarb (age 70) is an Independent Trustee of MFS Government Markets Income Trust (MGF) and other MFS closed-end funds. She has served on the MFS Funds Board since January 2009; her current term for MGF was expiring in 2025, and she has been nominated for a new term through the 2028 annual meeting . The Board has an Independent Chair and consists predominantly of independent trustees; Independent Trustees meet separately with counsel at each regular meeting, underscoring governance independence .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| John Hancock Funds | Chief Executive Officer; Chairman of the Board of Trustees | Not disclosed in proxy | Senior leadership in asset management; board leadership experience |
| John Hancock Financial Services, Inc. | Executive Vice President | Not disclosed in proxy | Executive leadership role at diversified financials firm |
| Massachusetts Mutual Life Insurance Company | Senior Vice President | Not disclosed in proxy | Senior role; background in distribution/portfolio management |
| Various investment management firms | Marketing, distribution, portfolio management positions | Not disclosed in proxy | Broad industry experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Investment Company Institute (ICI) | Member, Board of Governors (former) | Not disclosed in proxy | Industry policy/advocacy body; strengthens fund governance expertise |
| Other public company directorships (past 5 years) | — | — | None disclosed (N/A) |
Board Governance
-
Board structure and independence
- 12 Trustees; 11 Independent; Independent Chair (John P. Kavanaugh). Independent Trustees meet separately with counsel each regular meeting .
- Trustees are divided into three classes with three-year terms; Board retirement policy in place .
-
Committee memberships (MGF complex)
- Compliance Committee: Member (committee oversees fund/adviser compliance; supported by CCO) .
- Pricing Committee: Member (oversees valuation and liquidity risk program; MFS designated valuation designee) .
- Contracts Review Committee: Member (all Independent Trustees; advisory/12b-1 contract renewals) .
- Nomination and Compensation Committee: Member (all Independent Trustees; trustee recruitment/compensation oversight) .
- Portfolio Trading & Marketing Review Committee: Member (all Independent Trustees; brokerage, derivatives risk oversight; proxy voting oversight) .
- Not on Audit Committee (members listed exclude Goldfarb) .
-
Attendance and engagement
- The Board held six regular meetings in the relevant fiscal years; each Trustee attended at least 75% of Board and applicable committee meetings .
-
Current nomination status
- Nominated for election with a term expiring at the 2028 annual meeting (for applicable MFS funds) .
Fixed Compensation
| Component | Amount | Period/Notes |
|---|---|---|
| Cash fees paid by MGF (MFS Government Markets Income Trust) | $436 | Fiscal year ended Nov 30, 2024 |
| Cash fees across MFS fund complex | $474,500 | Calendar year 2024; 134 funds paid trustee compensation |
| Retirement benefits accrued | Not Applicable | No retirement benefits accrued as part of Trust expense |
Trustee compensation is paid in cash by each fund; Interested Trustees receive no compensation from the Trusts .
Performance Compensation
| Metric/Instrument | Disclosure |
|---|---|
| Annual/target bonus | Not disclosed for trustees; trustee compensation is presented as cash fees by fund |
| Equity awards (RSUs/PSUs), options | Not disclosed for trustees; no equity/option awards shown in trustee compensation table |
| Performance metrics (TSR, revenue/EBITDA, ESG) | Not disclosed/applicable for non-employee trustees |
| Clawback, severance/CoC provisions | Not disclosed for trustees in proxy |
Other Directorships & Interlocks
| Company | Role | Committee Roles | Interlock/Conflict Notes |
|---|---|---|---|
| None disclosed (past five years) | — | — | No other public company directorships listed for Goldfarb |
Expertise & Qualifications
- Substantial executive and board experience in investment management; former CEO and Chairman of John Hancock Funds; EVP of John Hancock Financial Services; prior SVP at MassMutual; roles across marketing/distribution/portfolio management .
- Industry governance experience as former member of ICI Board of Governors .
- Classified as an Independent Trustee under the 1940 Act; committees across the Board comprise only Independent Trustees .
Equity Ownership
| Holder/Scope | Ownership Detail | Effective Date |
|---|---|---|
| Goldfarb – MGF (MFS Government Markets Income Trust) | Dollar range B ($10,001 – $50,000) | As of July 31, 2025 |
| Goldfarb – Aggregate across all MFS Funds overseen | Dollar range D (Over $100,000) | As of July 31, 2025 |
| Board ownership policy | Each Independent Trustee must invest within two years an amount equal to prior year’s base retainer plus meeting fees in MFS Funds | Policy in place; as of July 31, 2025 |
| Trustees and Officers group | <1% of outstanding shares of any Trust (group) | As of July 31, 2025 |
Governance Assessment
-
Positive indicators
- Independence: Long-tenured Independent Trustee with no other public company directorships disclosed (reduced interlocks) ; committees comprised solely of Independent Trustees; Independent Chair structure and separate executive sessions support robust oversight .
- Engagement: Met the 75%+ attendance threshold; Board meets six times annually with extensive committee structure .
- Alignment: Ownership guideline requires meaningful personal investment in MFS Funds; Goldfarb personally holds $10k–$50k in MGF and over $100k across the complex, aligning interests with shareholders .
-
Watch items
- Fee dependence risk common in fund complexes: Goldfarb received $474,500 in aggregate trustee fees across the MFS complex in 2024; while typical for multi-fund boards, investors may consider fee magnitude when assessing independence-in-fact .
- Audit Committee: Goldfarb is not on the Audit Committee; however, she serves on Compliance, Pricing, and other key oversight committees .
-
Conflicts/related-party exposure
- No related-person transactions specific to Goldfarb were identified in the proxy materials reviewed; the adviser (MFS) is a service provider under Board oversight, and committees address compliance, valuation, and contract renewals with independent membership .