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May 13, 2013

Directors Disappoint by What They Don’t Do

DIRECTORS of some high-profile public companies are coming under scrutiny this proxy season. Shareholder advocates say it’s about time.

The coming meeting of JPMorgan Chase shareholders, to be held in Tampa, Fla., on May 21, is a case in point. Directors on that board are under fire for not monitoring the bank’s risk management, a failure highlighted by last year’s $6 billion trading loss in the company’s chief investment office. Shareholder advisory firms have recommended voting against some of the directors on the risk policy committee and audit committee, so it will be interesting to see what kind of support those board members receive at the election.

The risk-management fiasco at JPMorgan was an obvious failing, but directors of public companies often let down their outside shareholders in ways that are more subtle, but equally important, say some experts on public company board practices. Directors commonly neglect chief executive succession planning and inadequately analyze company performance as it relates to managers’ pay.”

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Read full Gretchen Morgenson’s New York Times article here

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