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Bank of America should split chairman, CEO roles, advisory firm says

Bank of America shareholders should vote for a proposal to split the CEO and chairman positions at the Charlotte-based bank, a shareholder advisory firm recommended this week.
Bank of America shareholders should vote for a proposal to split the CEO and chairman positions at the Charlotte-based bank, a shareholder advisory firm recommended this week. AP

Bank of America shareholders should vote for a proposal to split the CEO and chairman positions at the Charlotte-based bank, a shareholder advisory firm recommended this week.

Institutional Shareholder Services joins Glass Lewis, another major proxy advisory firm, in backing the shareholder proposal that is being voted on at the bank’s April 26 annual meeting.

Brian Moynihan currently holds both titles at the nation’s second-biggest bank by assets. If approved, the board would be able to phase in the policy for the next CEO transition, according to the proposal.

“The company’s size, complexity, and legacy legal and regulatory concerns suggest that shareholders would benefit from the strongest form of board leadership structure in the form of an independent chair,” ISS said in its report dated Thursday.

The bank’s board is against the proposal, saying in its proxy that it should be allowed to determine the “most effective” leadership structure. It also already has a lead independent director, Jack Bovender Jr.

The shareholder proposal revives an issue that has spurred debate at Bank of America in recent years.

At a special meeting in September 2015, shareholders approved a measure allowing Moynihan to hold both titles. That vote came after the bank had rolled back a requirement for an independent chairman in the fall of 2014 without a vote.

The recommendations from ISS and Glass Lewis are weighed by large institutional shareholders such as pension funds when they’re voting the shares in their portfolios.

Rick Rothacker: 704-358-5170, @rickrothacker

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