Indranil Basu
About Indranil Basu
Indranil (Neil) Basu serves as Chief Executive Officer and Chairperson of PDCC and is a Class I “interested” director due to his executive role and ownership in Pearl Diver Capital LLP, PDCC’s external adviser . Born in 1964, Basu holds a Bachelor’s in Electronics Engineering from IIT and an MBA (Beta Gamma Sigma) from the University of North Carolina; he previously led structured credit businesses at Wachovia and Nomura and held roles at Citibank and ABN AMRO . He has been a Director since PDCC’s inception and CEO since 2024 . Company performance under his leadership features a focus on net investment income (NII), distributions, and NAV stability; recent quarters delivered NII of $3.4m in Q1 2025 and $3.1m in Q2 2025, with NAV per share at $18.33 (Q1) and $18.19 (Q2), and a subsequent update at $18.48 as of July 31, 2025 and $16.50 as of October 31, 2025 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Wachovia Securities (now Wells Fargo), London | Managing Director; Head of Structured/Securitised Credit; Member, European Fixed Income Operating Committee | Not disclosed | Built and led securitisation-focused businesses; originated and structured transactions across ABS, future flow receivables, SME loans, and private equity secondary positions . |
| Nomura Securities | Managing Director; Head of Structured Credit | Not disclosed | Led structured credit business; originated and structured numerous transactions . |
| Citibank | Senior roles (not specified) | Not disclosed | Sell-side fixed income investment banking experience . |
| ABN AMRO | Senior roles (not specified) | Not disclosed | Sell-side fixed income investment banking experience . |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed | — | — | PDCC states Basu held no other registered public company directorships in the past five years . |
Fixed Compensation
- PDCC officers are not directly compensated by the Company; officer costs are allocated via the Administrator’s service agreement (no direct officer pay from PDCC) .
- Director cash compensation is paid only to independent directors. Basu received $0 as director compensation for FY 2024; independent directors received annual retainers and committee chair fees .
| Director Compensation (FY 2024) | Amount (USD) |
|---|---|
| Indranil Basu | $0 |
| Independent Director annual fee | $100,000 |
| Audit Committee Chair fee | $10,000 |
| Governance & Nominating Committee Chair fee | $5,000 |
Performance Compensation
PDCC is externally managed; economic incentives flow primarily through the Adviser’s fee arrangements and the Adviser’s internal pay architecture.
- PDCC pays the Adviser a base management fee equal to 1.50% per year of Total Equity Base, plus an incentive fee on Pre-Incentive Fee Net Investment Income (NII), with a quarterly hurdle and catch-up; no incentive fee is payable on capital gains .
- Adviser compensation structure for portfolio managers (including Basu) comprises fixed base salary, an annual market- and performance-based cash bonus driven by Adviser profitability and individual contribution, plus indirect equity ownership interests in the Adviser and long-term incentives .
| Incentive Fee Design | Hurdle | Catch-up Band | Rate Above Catch-up | Notes |
|---|---|---|---|---|
| Based on Pre-Incentive Fee NII (quarterly, vs prior-quarter end NAV) | 2.00% per quarter | 2.00% to 2.35294%: 100% of NII in band | 15% of NII above 2.35294% | No capital gains incentive; aligns pay with income generation and distributions . |
| Fees Recognized (Jul 9–Dec 31, 2024) | Amount (USD) |
|---|---|
| Base management fees (Adviser) | ~$987,641 |
| Incentive fee expense (Adviser) | ~$1,085,140 |
Implication: As Adviser co-owner and PDCC CEO, Basu’s economic upside is linked to sustaining and growing NII above the quarterly hurdle, supporting dividend coverage, rather than capital gains marks .
Equity Ownership & Alignment
| Ownership Measure | As-of Date | Value/Quantity |
|---|---|---|
| Indranil Basu – Director beneficial ownership (dollar range) | Record Date Oct 15, 2025 | Over $100,000 |
| Indranil (Neil) Basu – Portfolio Manager beneficial ownership (dollar range; intended in connection with offering) | June 30, 2025 | Over $1,000,000 |
| Shares outstanding (Common) | Record Date Oct 15, 2025 | 6,803,959 |
| Officers and directors as a group – common stock ownership | Record Date Oct 15, 2025 | Less than 1% of common stock |
- Stock ownership guidelines: Not disclosed.
- Pledging or hedging of PDCC shares: Not disclosed.
- Vested vs unvested shares; options exercisable/unexercisable; RSU/PSU balances: Not disclosed.
Employment Terms
| Attribute | Disclosure |
|---|---|
| Position(s) | Chief Executive Officer; Director (Chairperson) |
| Term of office & length of time served | CEO: No set term; served since 2024. Director: since inception; Class I term expires at 2027 meeting . |
| Employment agreement, severance, change-of-control provisions | Not disclosed at executive level; Company-level economics governed by Advisory Agreement and fee structure . |
| Non-compete / Non-solicit / Garden leave | Not disclosed. |
| Clawback / recoupment | Not disclosed. |
Board Governance
- Board leadership: Basu serves as Chairperson and CEO (dual role). The Board has five members, with four Independent Directors and one Interested Director (Basu) . Committees (Audit; Governance & Nominating) are comprised exclusively of Independent Directors; Audit Chair: Martin Mellish; Governance Chair: Tarun Jotwani .
- Independence and dual-role implications: The Board highlights benefits of having an “interested” Chair/CEO for financial/investment perspective while maintaining a majority of Independent Directors and independent committees. Basu may attend committee meetings as appropriate, but is not a committee member .
- Meeting attendance: In FY 2024, the Board met 5 times; Audit and Governance committees met once each; each Director attended at least 75% of meetings .
Performance Compensation – Detailed Metrics Table (Company level)
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Pre-Incentive Fee Net Investment Income (quarterly) | Drives Adviser incentive fee | 2.00% hurdle vs prior-quarter-end NAV | Q1/Q2 NII: $3.4m / $3.1m | 100% catch-up between 2.00%–2.35294%; 15% above 2.35294% | Quarterly fee-accrual; no equity vesting at Company level . |
No disclosed executive equity awards (RSUs/PSUs/options) at PDCC; portfolio manager/adviser-level incentives include base, bonus, and indirect equity in the Adviser .
Recent Company Performance Under Basu’s Tenure
| Metric | Q1 2025 | Q2 2025 |
|---|---|---|
| Investment income ($USD) | $6.0m | $5.5m |
| Expenses ($USD) | $2.6m | $2.4m |
| Net investment income ($USD) | $3.4m | $3.1m |
| Net income (loss) ($USD) | $(6.1)m net loss | $3.5m net income |
| Net unrealized change ($USD) | $(9.6)m depreciation | $0.5m appreciation |
| Recurring CLO cash flows ($USD) | Not disclosed | $8.0m |
| NAV per share ($) | $18.33 (Mar 31, 2025) | $18.19 (Jun 30, 2025); $18.48 (Jul 31, 2025 update) |
| Leverage | $40.4m; 23.2% of total assets | $40.4m; 24.3% of total assets |
| Common dividends | $0.22 per month in Jan–Apr | $0.22 per month in Aug–Oct |
Additional update: NAV per share of common stock was $16.50 as of October 31, 2025 (management’s unaudited estimate) .
Compensation Structure Analysis
- Increase in guaranteed vs at-risk pay: Not applicable at PDCC executive level; officers not directly compensated by PDCC .
- Equity awards shift (options to RSUs): Not disclosed at PDCC; portfolio manager/adviser incentives are cash plus ownership interests in Adviser .
- Performance metric clarity: Incentive economics are explicitly tied to quarterly Pre-Incentive Fee NII with clear hurdle and catch-up mechanics; no capital gains participation mitigates marking incentives .
- Repricing/modification of equity awards: Not disclosed.
Risk Indicators & Red Flags
- Dual role CEO + Chair; Interested Director status (independence mitigated by majority-independent board and independent committees) .
- Related party structure: Adviser is owned by Basu and Chakraborty; PDCC pays Adviser management and incentive fees; clear disclosure of fee formula .
- Pledging/hedging, clawbacks, tax gross-ups, golden parachutes: Not disclosed.
- Say-on-Pay: Not applicable/disclosed for closed-end fund structure.
- Insider selling pressure: Form 4 or pledging data not provided in these documents.
- Group ownership <1% of common stock indicates limited direct officer/director equity alignment at PDCC; Basu’s indicated ranges vary across documents (“Over $1,000,000” as portfolio manager intended ownership vs “Over $100,000” as director at the record date) .
Equity Ownership & Director Compensation (Board context)
| Director | FY 2024 Cash Compensation | Dollar Range of PDCC Common Owned (Record Date 10/15/25) |
|---|---|---|
| Indranil Basu (Interested) | $0 | Over $100,000 |
| Tarun Jotwani (Independent) | $47,825 | Over $100,000 |
| John Everets (Independent) | $45,548 | None |
| Martin Mellish (Independent) | $50,103 | None |
| Gary Wilder (Independent) | $45,548 | None |
Employment Contracts, Severance, and Change-of-Control Economics
- Executive employment contracts, severance multiples, change-of-control triggers, accelerated vesting, clawbacks, tax gross-ups: Not disclosed.
- Company-level Advisory Agreement: Base fee 1.50% of Total Equity Base; incentive fee purely on NII with hurdle/catch-up; no capital gains participation .
Say-on-Pay & Shareholder Feedback
- Annual meeting and voting relate to director elections; no say-on-pay proposals disclosed. Meeting mechanics and record date provided .
Expertise & Qualifications
- Technical expertise: Structured/securitised credit leadership; CLO origination/structuring; portfolio management .
- Education: IIT Electronics Engineering; MBA UNC (Beta Gamma Sigma) .
- Board qualifications: Financial and structured credit expertise as “interested” director and Chairperson .
Work History & Career Trajectory
| Organization | Role | Timeframe | Notes |
|---|---|---|---|
| Pearl Diver Capital LLP | Founder, CEO | 2008–present | Adviser co-owner with ~$3.0bn AUM in CLOs as of Aug 31, 2025 . |
| Wachovia Securities (now Wells Fargo) | MD; Head of Structured/Securitised Credit | Not disclosed | Senior leadership; European Fixed Income Operating Committee . |
| Nomura Securities | MD; Head of Structured Credit | Not disclosed | Structured credit leadership . |
| Citibank; ABN AMRO | Senior roles | Not disclosed | Sell-side fixed income background . |
Compensation Committee Analysis
- PDCC has no separate compensation committee; Governance & Nominating Committee recommends independent director compensation and nominates independent directors; the Board nominates interested directors and officers .
- Use of independent compensation consultants: Not disclosed.
Investment Implications
- Alignment: Executive economic incentives flow through Adviser NII-driven fees; Basu’s co-ownership of the Adviser and indicated PDCC share ownership suggest alignment with sustaining NII and distributions, though officer/director group equity in PDCC is <1% of common, limiting direct shareholder alignment via PDCC stock ownership .
- Governance: Dual role (CEO + Chair) creates potential independence concerns, mitigated by majority-independent board and independent committees; absence of a compensation committee is typical in externally managed funds but places more weight on Governance & Nominating oversight .
- Performance: Q2 2025 delivered positive net income and strong recurring CLO cash flows, but NAV declined to $16.50 as of Oct 31, 2025, indicating market pressures; continued dividend distributions at $0.22/month signal confidence in portfolio cash generation .
- Trading signals: No Form 4 or pledging data disclosed; monitor future 8-Ks, N-2 supplements, and proxy updates for insider transactions and any changes to Adviser fee terms or leverage/buyback policies that could impact NII and NAV trajectory .