Ronald L. Olson
About Ronald L. Olson
Ronald L. Olson (born 1941) serves as a Director of Western Asset Investment Grade Income Fund Inc. (NYSE: PAI) and is classified as an “interested person” under the Investment Company Act due to his law firm’s services to the Fund’s investment adviser . He has served on the PAI Board since 2005 and is a long‑tenured partner at Munger, Tolles & Olson LLP (since 1968), bringing business and legal expertise; externally he has been a director of Berkshire Hathaway, Inc. since 1997 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Munger, Tolles & Olson LLP | Partner | Since 1968 | Business and legal expertise applicable to fund governance and oversight |
| Provivi, Inc. | Director | 2017–2024 | External board experience; no specific committee detail disclosed |
External Roles
| Company | Role | Tenure | Notes |
|---|---|---|---|
| Berkshire Hathaway, Inc. | Director | Since 1997 | Long‑standing directorship on a large-cap public company board |
Board Governance
- Independence status: Interested person because his law firm has provided legal services to the Fund’s investment adviser (Western Asset), per 1940 Act section 2(a)(19) .
- Committee assignments: Member, Investment and Performance Committee; not a member of Audit, Governance & Nominating, or Executive & Contracts Committees (those are composed solely of independent directors) .
- Attendance: In FY2024, each Director attended at least 75% of aggregate Board and applicable committee meetings; Board held 8 meetings, Performance Committee held 5, Audit 6, Governance 3, Contracts 2 .
- Board leadership: Chair of the Board is William E. B. Siart, an Independent Director, and all Board committees are chaired by Independent Directors .
- Independent director practices: Independent Directors regularly meet outside the presence of management and are advised by independent legal counsel .
Fixed Compensation
Directors classified as “interested persons” receive no compensation from the Fund.
| Metric (FY ended Dec 31, 2024) | Amount |
|---|---|
| Aggregate compensation from the Fund ($) | $0 |
| Pension or retirement benefits accrued ($) | $0 |
| Estimated annual benefits upon retirement ($) | $0 |
| Total compensation from the Fund and its Fund Complex paid to Directors | None; Olson not compensated by the Fund due to his relationship with the Investment Adviser |
Independent Directors receive an annual retainer plus meeting fees; chair roles receive additional compensation (context for Board’s pay structure) .
Performance Compensation
| Element | Terms/metrics | Status |
|---|---|---|
| Equity awards (RSUs/PSUs/options) | Grant dates, share counts, fair value | Not disclosed for Directors; Fund indicates cash retainers/meeting fees for Independent Directors only |
| Performance metrics (TSR, revenue/EBITDA, ESG) | Tied to director compensation | Not disclosed; no performance‑based director pay described |
| Clawbacks / change‑of‑control / severance | Triggers, multiples, vesting | Not disclosed for Directors |
Other Directorships & Interlocks
| Entity | Relationship | Start/End | Potential Interlock/Conflict |
|---|---|---|---|
| Berkshire Hathaway, Inc. | Director | Since 1997 | None disclosed with PAI’s adviser or subadviser |
| Western Asset (Investment Adviser) | Legal services provided by Olson’s law firm | Ongoing; basis for “interested person” classification | Related‑party exposure; independence concern |
Expertise & Qualifications
- Board‑identified skills: Business and legal expertise; experience as a law firm partner and board member of various organizations .
- Board’s view: Directors collectively possess requisite skills for oversight, including effective interaction with the Investment Adviser/Subadviser, service providers, and auditors, and strong business judgment .
Equity Ownership
| Holding Category (as of Dec 31, 2024) | Value/Range |
|---|---|
| Dollar range of equity securities in PAI | None |
| Aggregate dollar range in Franklin Templeton family of funds overseen/to be overseen | $10,001–$50,000 |
| Directors/officers as a group ownership of PAI | Less than 1% of outstanding shares |
Governance Assessment
- Independence and conflicts: Olson is an “interested person” due to his law firm’s services to the Investment Adviser; this is a structural independence concern and potential related‑party exposure for the Board .
- Committee placement: Limitation from independent committees (Audit, Governance, Contracts) underscores the Board’s recognition of independence boundaries; Olson’s role is confined to the Investment and Performance Committee .
- Attendance and engagement: Board/committee activity in FY2024 was robust and Olson met the minimum attendance threshold (≥75%) applicable to all Directors .
- Ownership alignment: Olson reported no direct holdings in PAI and a modest aggregate range in the Franklin Templeton fund family; lack of PAI holdings reduces direct “skin‑in‑the‑game” alignment .
- Board leadership and safeguards: Independent Chair and independent committee chairs, plus executive sessions of Independent Directors with independent counsel, mitigate some independence risks posed by interested directors .
RED FLAGS
- Interested person status tied to his law firm’s services to the Investment Adviser (conflict potential) .
- No direct ownership in PAI (alignment concern) .
Positive Signals
- Long‑standing external governance experience at Berkshire Hathaway (board effectiveness credential) .
- Board structure emphasizes independent leadership and committee chairs, with independent director executive sessions and counsel .