Goldman's Governance Compromise Critiqued

Receiving Wide Coverage ...

Lord Blankfein: The financial commentators pan Goldman Sachs' "compromise" of appointing a "lead" director to avoid a shareholder vote on severing the chairman and CEO roles, currently both held by Lloyd Blankfein. While the lead director will do some of the things a nonexecutive chairman would, "BreakingViews" in the Times notes that the investment bank "has in the past argued that one reason it was opposed to splitting the chairman and chief executive roles was that it had a presiding director, John Bryan, who effectively performed these duties already. … Goldman appears to be doing little beyond changing the name of the role." And "Heard on the Street" in the Journal provides a nice précis of why having a nonexecutive chairman is considered a best practice for corporate governance: "The chief executive runs the business and is the main advocate of management's view. The chairman has a primary interest in long-term strategy and protecting the interests of shareholders. While those goals are usually aligned, they can diverge. This is particularly true at financial firms where executives can pursue risky short-term plays in the hope of securing bigger payouts, even if doing so comes at the long-term expense of the firm and shareholders." Yet among the six largest U.S. financial firms, the column notes, the only two that have separated the chairman and CEO jobs are the damaged goods: Citi and B of A. Wall Street Journal, New York Times.

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Moynihan's Pay Package: CEO Brian Moynihan was the only top Bank of America executive who didn't get a cash bonus for last year, the Journal notes prominently. He also made less than his chief financial officer and one of the co-chief operating officers, the Times points out. Moynihan's total pay package nearly quadrupled from 2010 to $8.1 million, most of it in the form of stock grants that will vest only if B of A hits certain performance targets over the next few years. Wall Street Journal, New York Times.

"I Know Nothing": MF Global executives either claimed ignorance about the missing $1.6 billion or took the Fifth during yesterday's Congressional hearing. One lawmaker said all the "I dunno" answers reminded him of a hearing he attended years ago — on Enron. JPMorgan's deputy general counsel told the House subcommittee MF Global repeatedly assured her employer that funds the brokerage used to cover an overdraft at the bank didn't belong to customers. Wall Street Journal, New York Times

Wall Street Journal

The SEC is taking a look at trading in a complex exchange-traded note which saw its value plunge 60% last week.

Seemingly contradicting at least two Times stories in recent memory (we’re thinking of this one and this one), the Journal reports many college students still aspire to careers in finance.

It’s not about banking or finance, and she’s writing as a private citizen, but there’s a letter to the editor today from Diane Swonk, the influential chief economist at Mesirow Financial. (It’s the third letter in the stack here.) She seconds Peggy Noonan’s recent Journal column that deplored the coarse treatment of women in the public arena.

New York Times

Columnist Jesse Eisinger is impressed by the Dallas Fed president’s call to end “too big to fail” in the regional Federal Reserve bank’s annual report.

 


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