Two proxy advisers have recommended that ExxonMobil shareholders vote to split the chairman and CEO roles, Bloomberg reports, creating a potential flashpoint with the board at the oil giant’s annual meeting May 27.
Advisors Glass Lewis & Co. and Egan-Jones Proxy Services say investors should vote against the company and embrace proposals that would create two independent roles once the incumbent, Darren Woods, steps down. Both advisory firms say that a CEO who also leads the board raises a potential conflict of interest.
The advisers issued the same recommendation for Chevron Corp. shareholders in regard to CEO Mike Wirth.
“An independent chair is better able to oversee the executives of a company and set a pro-shareholder agenda without the management conflicts that a CEO or other executive insiders often face,” says Glass Lewis in its report on ExxonMobil.
Last year, nearly half of ExxonMobil investors voted in favor of the proposal, which would be one of the biggest corporate governance changes in the oil explorer’s history if passed. Several ExxonMobil shareholders have also indicated they intend to back the proposal later this month.
In an attempt to address shareholder concerns, Exxon recently beefed up the responsibilities of its lead director. In its proxy filing, Exxon said that having the CEO chair the board “ensures items of greatest importance for the business are brought to the attention of, and reviewed by, the board on a timely basis.” Read the full story.
