Terrence J. Checki
About Terrence J. Checki
Terrence J. Checki (born 1945) is an Independent Director of Templeton Dragon Fund, Inc. (TDF), serving since 2023; he oversees 115 portfolios within the Franklin Templeton complex and brings deep macro and emerging markets experience from his tenure as Executive Vice President at the Federal Reserve Bank of New York and membership in leading foreign policy organizations . He currently serves on TDF’s Audit Committee and is considered “independent” under NYSE listing standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Federal Reserve Bank of New York | Executive Vice President; Head of Emerging Markets & Internal Affairs Group; Member of Management Committee | 1995–2014 | Led evaluation of global economic forces and market impacts, including emerging markets |
| Council on Foreign Relations | Visiting Fellow | 2014 | Policy research and thought leadership |
| Council on Foreign Relations | Member | 1996–present | Engagement in foreign policy discourse |
| National Committee on U.S.-China Relations | Member | 1999–present | U.S.-China economic/policy expertise |
| Economic Club of New York | Board of Trustees | 2013–present | Governance of economic forum |
| Foreign Policy Association | Board of Trustees | 2005–present | Governance of foreign policy education |
| Council of the Americas | Board of Directors | 2007–present | Western Hemisphere business/policy network |
| Tallberg Foundation | Board of Directors | 2018–present | Global leadership engagement |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hess Corporation | Director | 2014–present | Public company board; energy industry exposure |
| Various Franklin Templeton funds | Independent Director (board member across complex) | Ongoing | Serves on multiple fund boards; 34 U.S. registered investment company boards as of 2024 |
Board Governance
- Committee memberships: Audit Committee member; committee chaired by David W. Niemiec; other members include Ann Torre Bates and J. Michael Luttig . All Audit Committee members, including Checki, are independent per NYSE listing standards; committee oversees auditor selection, independence, and financial reporting/internal controls .
- Independence status: Listed as an Independent Director of TDF and confirmed “independent” for Audit Committee composition under NYSE standards .
- Attendance and engagement: In FY ended Dec 31, 2024, the Board met 5 times, the Audit Committee met 4 times, the Nominating Committee met 2 times; each director attended at least 75% of aggregate Board and committee meetings on which they served . The Fund has no formal policy on annual shareholder meeting attendance; no directors attended the May 23, 2024 annual meeting .
- Years of service on this board: Director since 2023 .
- Lead Independent Director: Edith E. Holiday; serving as Lead Independent Director since 2007 .
Fixed Compensation
- Structure (Independent Directors across Franklin Templeton/Templeton complex):
- Annual retainer: $220,000; $10,000 per regularly scheduled Board meeting (portion allocated to the Fund) .
- Audit Committee: up to $10,000 annual retainer; $3,000 per Audit Committee meeting; Audit Chair receives an additional $25,000 annually (allocations across funds) .
- Lead Independent Director supplemental retainer: $50,000 annually (portion allocated to the Fund) .
- Reimbursement: Independent Directors reimbursed for meeting-related expenses .
- Actual amounts (FY ended Dec 31, 2024):
- Aggregate compensation from TDF: $3,344 .
- Total compensation from Franklin Templeton fund complex: $725,000 .
- Number of U.S. registered investment company boards served: 34 .
| Compensation Item | Amount | Period | Notes |
|---|---|---|---|
| TDF aggregate compensation | $3,344 | FY 2024 | Reported for the Fund |
| Fund complex total compensation | $725,000 | 12 months ended Dec 31, 2024 | Across Franklin Templeton complex |
| Boards served (U.S. registered investment companies) | 34 | As of 2024 | Governance workload indicator |
| Annual retainer (Independent Directors) | $220,000 | Current program | Fund-complex structure; portion allocated to TDF |
| Regular Board meeting fee | $10,000 per meeting | Current program | Portion allocated to TDF |
| Audit Committee annual retainer | Up to $10,000 | Current program | Portion allocated to TDF |
| Audit Committee meeting fee | $3,000 per meeting | Current program | Portion allocated to TDF |
| Audit Committee Chair retainer | $25,000 | Current program | Chair only (Checki is not chair) |
| Lead Independent Director retainer | $50,000 | Current program | Lead Independent Director only |
Performance Compensation
- No performance-linked incentives disclosed for directors; compensation consists of cash retainers and meeting fees across the fund complex .
| Performance Metric | Target/Definition | Result/Status |
|---|---|---|
| Performance-based pay (director) | Not applicable | None disclosed |
| Equity awards (RSUs/PSUs/options) | Not applicable for directors | None disclosed |
| Clawbacks/COC provisions for directors | Not disclosed | Not disclosed |
Other Directorships & Interlocks
| Company | Role | Tenure | Notes |
|---|---|---|---|
| Hess Corporation | Director | 2014–present | Public company energy board seat |
| Interlock: Hess Corporation | Edith E. Holiday (Lead Independent Director at TDF) is also Director at Hess (1993–present) | Ongoing | Board interlock within TDF directors and Hess may create shared information channels; monitor for potential conflicts if Fund or affiliates transact with Hess |
Expertise & Qualifications
- Macro/EM expertise: Senior executive at FRBNY with extensive experience evaluating economic forces and market impacts, including emerging markets .
- Policy networks: CFR, National Committee on U.S.-China Relations, Economic Club of New York, Foreign Policy Association, Council of the Americas, Tallberg Foundation memberships/board roles .
- Public company oversight: Hess Corporation director since 2014 .
Equity Ownership
- Ownership alignment policy: Board members must invest one-third of fees (excluding committee fees) annually into Templeton funds until holdings equal/exceed three times annual retainer plus regular Board meeting fees; three-year phase-in for new members; current Board members are compliant with this policy .
- Beneficial ownership (as of March 10, 2025):
- Dollar range of equity securities in TDF: None .
- Aggregate dollar range across Franklin Templeton fund complex: Over $100,000 .
| Holding Category | Amount/Range | Date | Notes |
|---|---|---|---|
| TDF fund shares | None | March 10, 2025 | Based on NYSE closing price |
| Aggregate across Franklin Templeton funds | Over $100,000 | March 10, 2025 | Meets alignment policy across complex |
| Ownership guidelines compliance | Compliant | Current | Policy requires one-third of fees invested until 3× retainer + meeting fees; all current board members compliant |
| Shares pledged/hedged | Not disclosed | Current | No disclosure in proxy |
Governance Assessment
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Strengths:
- Independence and oversight: Audit Committee member; independence affirmed under NYSE standards; committee oversees auditor selection, independence, and financial controls—key for investor confidence .
- Relevant expertise: Deep macro and EM background from FRBNY; extensive policy and international economic networks—valuable for a China-focused closed-end fund .
- Alignment policy: Formalized investment requirement enhances alignment; compliance reported for all current board members .
-
Watch items / potential red flags:
- No TDF-specific holdings: Dollar range indicates no direct ownership in TDF, though aggregate fund complex holdings exceed $100,000; alignment primarily via complex-wide policy rather than fund-specific exposure .
- Shareholder meeting attendance: No directors attended May 23, 2024 annual meeting (Fund has no attendance policy); monitor engagement optics .
- Interlock with Hess: Shared directorship with TDF’s Lead Independent Director (Edith E. Holiday) at Hess may warrant monitoring for information flow and potential conflicts if fund or affiliates have exposure to Hess-related transactions .
- Time commitments: Service on 34 boards across the complex indicates heavy workload; ensure sufficient capacity for TDF-specific oversight .
Overall, Checki’s independence, audit oversight role, and macro/emerging markets expertise are positives for board effectiveness, while fund-specific ownership and interlocks merit ongoing monitoring for alignment and conflict risk .