Goldman Sachs, Bank of America shareholders reject plan to split CEO, chair roles

Goldman Sachs shareholders on Wednesday voted against proposals to divide the CEO and chairman roles held by David Solomon — bucking pressure from two influential proxy advisers to bolster corporate governance.

But shareholders brushed off the concerns of Institutional Shareholder Services and Glass Lewis during Goldman’s annual meeting, which was held in Salt Lake City — with just 33% voting in favor of the proposal, according to a preliminary tally that was reported by Reuters.

Last year, just 16% voted in favor.

Solomon’s leadership has come under fire in recent years over a series of missteps, including the investment bank’s ill-fated foray into consumer lending as well as its failed credit card partnership with Apple.

“We took decisive action to narrow our strategic focus and play to our core strengths,” Solomon told the meeting in his opening remarks. “We are delivering on this strategy and putting the firm in a stronger position.”

The proposal to split the roles was raised by the National Legal and Policy Center (NPLC), a right-leaning nonprofit. Luke Perlot, associate director of the NLPC’s corporate integrity project, lobbied investors to adopt the proposal due to Solomon’s “poor decision making” which he says led to substantial losses in the bank’s retail division.

After the vote failed, Perlot said the CEO’s misjudgments “may have been avoided had there been a serious counterweight to his power.”

“We are pleased that voting in support doubled from last year, we are disappointed that these clear examples of excesses did not convince a majority to support our proposal,” Perlot said.

The Post has sought comment from Goldman Sachs.

Earlier this month, a Goldman rep told The Post that the CEO and chairman roles shouldn’t be split up because the corporate governance committee “needs the flexibility to determine the best structure for our firm.”

“They made clear that a strong lead independent director, alongside the Chairman-CEO role, is the most effective at this time,” the rep said.

A similar move at Bank of America to separate the CEO and chairman roles held by CEO Brian Moynihan also failed after receiving 31% of shareholder votes, compared with 26% last year.

Solomon and other Goldman executives scored another victory on Wednesday when shareholders approved pay packages for senior bankers.

Solomon was given a 24% pay bump this year. He will earn $31 million – $2 million of which will be in base salary and $29 million in the form of variable compensation.

Salaries for Goldman’s top three executives jumped by an average of nearly 24% last year while profit fell 24%, according to company filings.

John Waldron, Goldman’s chief operating officer, pulled down a pay package of $30 million last year — or 28% compared to the year before.

Goldman has also seen senior executives leave in recent months as Solomon consolidated his position and shored up support from the company board.

The bank this week poached two executives from rival firm JPMorgan.

Carsten Woehrn, who co-headed JPMorgan’s strategic investor group managing mergers and acquisitions in Europe, will be joining Goldman as part of the bank’s push into coverage of private equity firms.

Earlier this month, Goldman hired another ex-JPMorgan senior banker, Haidee Lee, who was JPMorgan’s co-head of strategic investor group mergers & acquisitions.

Andy Lipsky, another senior JPMorgan banker, departed the bank. He was hired away by Morgan Stanley, where he will have a role similar to his previous title as vice chair of investment banking.

The Post has sought comment from JPMorgan.