Advisers Urge JP Morgan Investors to Split Chair and CEO Roles

The Lead

Investors in JP Morgan have been urged to vote in favour of splitting the role of chief executive and chair at America’s largest bank, amid concerns over the power wielded by its billionaire boss Jamie Dimon.

The Proxy Advisers' Stance

ISS and Glass Lewis, which issue advice to some of the world’s biggest fund managers on how to vote at annual investor meetings, have thrown their weight behind a shareholder resolution that would ensure two separate people hold the office of chair and chief executive “as soon as possible”. Investors are due to vote on the resolution at the bank’s annual general meeting on 19 May.

The Data Analysis

Dimon, who is worth an estimated $2.6bn (£1.9bn), has held the dual role for two decades. Holding the two most senior roles in a company is widely frowned upon in corporate governance circles, particularly in Europe, but not banned.

The Impact Analysis

“The size and complexity of JP Morgan suggests that it is difficult for any one person to run both the company and the board,” ISS said in its shareholder report. “The board is responsible for overseeing management and instilling accountability, and conflicts of interest may arise when one person holds both the chairman and CEO positions, thereby leading both the management team and the board which oversees it.”

The Prediction

The guidance has put the proxy advisers on a collision course with Dimon, who has held the chief executive and chair roles at JP Morgan since 2005 and 2006, respectively. The battle has also made its way to the White House. Trump in December signed an executive order aimed at reining in Glass Lewis and ISS, which he claimed were using their power “to advance and prioritise radical politically motivated agendas”.