JPMorgan Chase & Co. (JPM:US)’s leading directors urged shareholders to reject calls for Chief Executive Officer Jamie Dimon to relinquish his dual role as chairman and chief executive officer, saying it “could be disruptive” and against the best interests of investors.
“An inflexible approach to the question of whether one person can serve as both chairman and CEO is not the right answer,” according to a letter today sent to shareholders of the New York-based company. It was signed by former Exxon Mobil Corp. Chairman and CEO Lee R. Raymond, who serves as the board’s presiding director, and former Johnson & Johnson Chairman and CEO William C. Weldon, who heads the panel’s corporate governance and nominating committee.
Proxy advisers at Glass Lewis & Co. and Institutional Shareholder Services have told investors to vote for a separate chairman and oust some directors. Calls for Dimon, 57, to relinquish the chairmanship have mounted since last May, when JPMorgan disclosed lapses in risk controls (JPM:US) at its chief investment office in the so-called London Whale episode that led to at least $6.2 billion in losses on derivatives.
JPMorgan is the biggest U.S. bank by assets and deposits.
ISS on May 3 urged a vote in favor of splitting Dimon’s roles and removing three directors. Glass Lewis urged shareholders May 7 to oust three members of the four-person risk committee as well as all three audit committee members following internal and congressional investigations that “revealed questionable risk-management practices at both the senior management and board levels.”
The board’s current structure provides “appropriate accountability to our shareholders and counterbalance to the combined CEO/Chair role,” according to Raymond and Weldon.
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