HOME      CONTENT

 

JP Morgan links"Scale, leadership, culture and globality will produce the winners in the future."
Bill Harrison (former Chairman and CEO, JPMorgan Chase), 1999

"J.P. Morgan is all about serving our clients exceptionally well, providing them with products and services they need to grow, and continuing to develop the quality, experience and integrity of our people. At the end of each day, we aim to distinguish ourselves in these three areas."
Douglas "Sandy" Warner, III (former Chairman, JPMorgan Chase & Co.; former Chairman and CEO, J.P. Morgan & Co.), 2000

"JPMorgan Chase today is the result of a number of great institutions coming together based on the philosophy that together they were better than any of the preceding institutions. There were no winners or losers in that process, just a better resulting institution."
Walter Shipley (former Chairman of the Board, Chase Manhattan Corporation), 2000

"What hasn't changed is that we change to fit the needs of our customers. That's the essence of Morgan as a bank."
Sir Dennis Weatherstone (former Chairman and CEO, J.P. Morgan & Co.), 1990

"I hope that at this time people don't look on this as a US bank or as an international bank. There are possibilities for advancement that are not based on nationality."
Lewis T. Preston (former Chairman and CEO, J.P. Morgan & Co.), 1982

"I thought we could not afford to go on indefinitely having no contact with a country with a billion people."
 David Rockefeller, former Chairman and CEO, Chase Manhattan Bank, late 1960s
statement made in reference to China

"When it comes to trusts and investments, we have the largest business in the world... The responsibility there is extremely great. If you do a bad job in that area, you don't live it down for a generation."
 Henry Clay Alexander (former Chairman and CEO, Morgan Guaranty Trust Company of New York; former Chairman and CEO, J.P. Morgan & Co.), 1959

"We all feel that ways and means will be found to get us back into the securities business, either through the amendment of the existing laws or through some separate corporate plan or otherwise. We are considering all these matters now, but have by no means accepted the idea that we are to be eliminated from the security business."
 Thomas W. Lamont (former Chairman of J.P. Morgan), 1934
statement made in reference to the Glass Steagall Act of 1933

"I should state that at all times the idea of doing only first-class business, and that in a first-class way, has been before our minds."
 J.P. Morgan, Jr., 1933
statement made before the Sub-Committee of the Committee on Banking and Currency of the U.S. Senate

...The first thing is character...before money or anything else. Money cannot buy it...because a man I do not trust could not get money from me on all the bonds in Christendom."
 J. Pierpont Morgan, 1912

?My father told me to follow my own bent in business, but whatever that business, to work hard. One thing he said I shall always remember, not to discount the future of America. 'Remember, my son,? he said, 'that any man who is a bear on the future of this country will go broke. There may be times when things are dark and cloudy in America, when uncertainty will cause some to distrust and others to think there is too much production, too much building of railroads, and too much development in other enterprises. In such times, and at all times, remember that the great growth of that vast country will take care of all.' "
 J. Pierpont Morgan, 1908

 

Aaron Burr The guns used in the duel between Barr and Hamilton are in James 'Jamie' Dimon's office.

JPMorgan Chase & Co was founded on December 1, 2000, after the merger of JPMorgan and Chase Manhattan Bank.

Effective July 1, 2004, Bank One Corporation (ank One) merged with and into JPMorgan Chase & Co. (the Merger, pursuant to an Agreement and Plan of Merger dated January 14, 2004. As a result of the Merger, each outstanding share of common stock of Bank One was converted in a stock-for-stock exchange into 1.32 shares of common stock of JPMorgan Chase & Co. (JPMorgan Chase or the Firm). The Merger was accounted for using the purchase method of accounting. The purchase price to complete the Merger was $58.5 billion.

Bank One's results of operations were included in the Firm?s results beginning July 1, 2004. Therefore, the results of operations for the 12 months ended December 31, 2004, reflect six months of operations of the combined Firm and six months of heritage JPMorgan Chase; the results of operations for all other periods prior to 2004 reflect only the operations of heritage JPMorgan Chase.

Overview

JPMorgan Chase is a financial holding company incorporated under Delaware law in 1968. JPMorgan Chase is one of the largest banking institutions in the United States, with $1.2 trillion in assets, $106 billion in stockholders? equity and operations in more than 50 countries.

JPMorgan Chase's principal bank subsidiaries are JPMorgan Chase Bank, National Association (JPMorgan Chase Bank), a national banking association with branches in 17 states, and Chase Bank USA, National Association (Chase USA), a national association that is the Firm?s credit card-issuing bank. JPMorgan Chase?s principal nonbank subsidiary is J.P. Morgan Securities Inc. (JPMSI), its U.S. investment banking firm. The bank and nonbank subsidiaries of JPMorgan Chase operate nationally as well as through overseas branches and subsidiaries, representative offices and affiliated banks.

The Firm's website is www.jpmorganchase.com. JPMorgan Chase makes available free of charge, through its website, annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K, and any amendments to those reports filed or furnished, pursuant to Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934, as soon as reasonably practicable after it electronically files such material with, or furnishes such material to, the Securities and Exchange Commission (the SEC). The Firm has adopted, and posted on its website, a Code of Ethics for its Chief Executive Officer, President and Chief Operating Officer, Chief Financial Officer, Chief Accounting Officer and other senior financial officers.

Business segments

JPMorgan Chase's activities are organized, for management reporting purposes, into six business segments (Investment Bank, Retail Financial Services, Card Services, Commercial Banking, Treasury & Securities Services and Asset & Wealth Management) and Corporate, which includes its Private Equity and Treasury businesses, as well as corporate support functions. A description of the Firm's business segments and the products and services they provide to their respective client bases is provided in the ?Business segment results? section of Management's discussion and analysis (MD&A) beginning on page 28, and in Note 31 on page 126....Item 3: Legal proceedings

Enron litigation. JPMorgan Chase is involved in a number of lawsuits and investigations arising out of its banking relationships with Enron Corp. and its subsidiaries (Enron). A lawsuit in London by the Firm against Westdeutsche Landesbank Girozentrale ?WLB) sought to compel payment of $165 million under an Enron-related letter of credit issued by WLB. WLB resisted payment on the grounds that the underlying pre-pay transaction, and its predecessors, were disguised loans and part of a



6

Table of Contents
?fraudulent scheme to hide Enron?s debt.? The trial of that action was conducted in June and July 2004, and on August 3, 2004, the Court issued its decision in favor of JPMorgan Chase, finding that the Firm did not commit fraud and ordering WLB to pay the letter of credit in full. That order has become final.

Other actions involving Enron have been initiated by parties against JPMorgan Chase, its directors and certain of its officers. These lawsuits include a series of purported class actions brought on behalf of shareholders of Enron, including the lead action captioned Newby v. Enron Corp. The consolidated complaint filed in Newby names as defendants, among others, JPMorgan Chase; several other investment banking firms; a number of law firms; Enron?s former accountants and affiliated entities and individuals; and other individual defendants, including present and former officers and directors of Enron. It asserts claims against JPMorgan Chase and the other defendants under federal and state securities laws. The Newby trial is scheduled to commence in October 2006.

Additional actions include: a purported, consolidated class action lawsuit by JPMorgan Chase stockholders alleging that the Firm issued false and misleading press releases and other public documents relating to Enron in violation of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder; putative class actions on behalf of JPMorgan Chase employees who participated in the Firm?s employee stock ownership plans alleging claims under the Employee Retirement Income Security Act (?ERISA?) for alleged breaches of fiduciary duties and negligence by JPMorgan Chase, its directors and named officers; shareholder derivative actions alleging breaches of fiduciary duties and alleged failures to exercise due care and diligence by the Firm?s directors and named officers in the management of JPMorgan Chase; individual and putative class actions in various courts by Enron investors, creditors and holders of participating interests related to syndicated credit facilities; third-party actions brought by defendants in Enron-related cases, alleging federal and state law claims against JPMorgan Chase and many other defendants; investigations by governmental agencies with which the Firm is cooperating; and several bankruptcy actions, including an adversary proceeding brought by Enron in bankruptcy court seeking damages for alleged aiding and abetting of breaches of fiduciary duty by Enron insiders, return of alleged fraudulent conveyances and preferences, and equitable subordination of JPMorgan Chase?s claims in the Enron bankruptcy.

WorldCom litigation. J.P. Morgan Securities Inc. (?JPMSI?) and JPMorgan Chase were named as defendants in more than 50 actions that were filed in U.S. District Courts, in state courts in more than 20 states, and in one arbitral panel beginning in July 2002, arising out of alleged accounting irregularities in the books and records of WorldCom Inc. Plaintiffs in these actions are individual and institutional investors, including state pension funds, who purchased debt securities issued by WorldCom pursuant to public offerings in 1997, 1998, 2000 and 2001. JPMSI acted as an underwriter of the 1998, 2000 and 2001 offerings. In addition to JPMSI, JPMorgan Chase and, in two actions, J.P. Morgan Securities Ltd. (?JPMSL?), in its capacity as one of the underwriters of the international tranche of the 2001 offering, the defendants in various of the actions include other underwriters, certain executives and directors of WorldCom, and WorldCom?s auditors. In the actions, plaintiffs allege that defendants knew, or were reckless or negligent in not knowing, that the securities were sold to plaintiffs on the basis of misrepresentations and omissions of material facts concerning the financial condition and business of WorldCom. The complaints against JPMorgan Chase, JPMSI and JPMSL assert claims under federal and state securities laws, under other state statutes and

under common-law theories of fraud and negligent misrepresentation. In the class action pending in the U.S. District Court for the Southern District of New York, which involves claims on approximately $15 billion of Worldcom bonds, the court denied summary judgment with respect to the alleged financial misrepresentation and certain alleged omissions claims, and trial is presently scheduled to commence in late March 2005.

Commercial Financial Services litigation. JPMSI (formerly known as Chase Securities Inc.) has been named as a defendant in several actions that were filed in or transferred to the U.S. District Court for the Northern District of Oklahoma in 1999, arising from the failure of Commercial Financial Services, Inc. (?CFS?). Plaintiffs in these actions are institutional investors who purchased approximately $1.3 billion (original face amount) of asset-backed securities issued by CFS. The securities were backed by charged-off credit card receivables. In addition to JPMSI, the defendants in various of the actions are the founders and key executives of CFS, as well as its auditors and outside counsel. JPMSI is alleged to have been the investment banker to CFS and to have acted as an initial purchaser and placement agent in connection with the issuance of certain of the securities. Plaintiffs allege that defendants knew, or were reckless or negligent in not knowing, that the securities were sold to plaintiffs on the basis of misleading misrepresentations and omissions of material facts. The complaints against JPMSI assert claims under the Securities Exchange Act of 1934, under the Oklahoma Securities Act and under common-law theories of fraud and negligent misrepresentation. Plaintiffs seek damages in the amount of approximately $1.8 billion, plus punitive damages and additional interest that continues to accrue, and attorney?s fees. CFS has commenced an action against JPMSI in Oklahoma state court and has asserted claims against JPMSI for professional negligence and breach of fiduciary duty. CFS alleges that JPMSI failed to detect and prevent its insolvency. CFS seeks damages of approximately $1.3 billion. CFS also has commenced, in its bankruptcy case, an adversary proceeding against JPMSI and its credit card affiliate, Chase Manhattan Bank USA, N.A., alleging that certain payments, aggregating $78.4 million, made in connection with CFS?s purchase or securitization of charged-off credit card receivables were constructive fraudulent conveyances, and it seeks to recover such payments and interest. A trial date on the adversary proceeding has been set for May 2005. The federal securities actions have been set for trial in July 2005.

IPO allocation litigation. Beginning in May 2001, JPMorgan Chase and certain of its securities subsidiaries were named, along with numerous other firms in the securities industry, as defendants in a large number of putative class action lawsuits filed in the U.S. District Court for the Southern District of New York. These suits purport to challenge alleged improprieties in the allocation of stock in various public offerings, including some offerings for which a JPMorgan Chase entity served as an underwriter. The suits allege violations of securities and antitrust laws arising from alleged material misstatements and omissions in registration statements and prospectuses for the initial public offerings (?IPOs?) and alleged market manipulation with respect to aftermarket transactions in the offered securities. The securities claims allege, among other things, misrepresentation and market manipulation of the aftermarket trading for these offerings by tying allocations of shares in IPOs to undisclosed excessive commissions paid to JPMorgan Chase and to required aftermarket purchase transactions by customers who received allocations of shares in the respective IPOs, as well as allegations of misleading analyst reports. The antitrust claims allege an illegal conspiracy to require customers, in exchange for IPO allocations, to pay undisclosed and excessive



7

Table of Contents
Part I

commissions and to make aftermarket purchases of the IPO securities at a price higher than the offering price as a precondition to receiving allocations. The securities cases were all assigned to one judge for coordinated pre-trial proceedings, and the antitrust cases were all assigned to another judge. On February 13, 2003, the Court denied the motions of JPMorgan Chase and others to dismiss the securities complaints. On October 13, 2004, the Court granted in part plaintiffs? motion to certify classes in six ?focus? cases in the securities litigation, and the underwriter defendants have petitioned to appeal that decision. On February 15, 2005, the Court preliminarily approved a proposed settlement of plaintiffs? claims against the issuer defendants in these cases. With respect to the antitrust claims, on November 3, 2003, the Court granted defendants? motion to dismiss the claims relating to the IPO allocation practices, and that decision is on appeal. A separate antitrust claim alleging that JPMSI and the other underwriters conspired to fix their underwriting fees is in discovery.

Research analyst conflicts. JPMSI has been named as a co-defendant with nine other broker-dealers in a putative class action filed in federal court in Colorado, seeking an unspecified amount of money damages for alleged violations of federal securities laws related to analyst independence issues; and an action filed in West Virginia state court by West Virginia?s Attorney General, seeking recovery from the defendants in the aggregate of $5,000 for each of what are alleged to be hundreds of thousands of violations of the state?s consumer protection statute. On August 8, 2003, the plaintiffs in the Colorado action dismissed the complaint without prejudice. In West Virginia, the court denied defendants? motion to dismiss, and defendants are pursuing an interlocutory appeal to the State Supreme court.

JPMSI was served by the SEC, NASD and NYSE on or about May 30, 2003, with subpoenas or document requests seeking information regarding certain present and former officers and employees in connection with an investigation focusing on whether particular individuals properly performed supervisory functions regarding domestic equity research. The regulators also raised issues regarding JPMSI?s document retention procedures and policies and pursued a books-and-records charge against it concerning e-mail that its heritage entities could not retrieve for the period prior to July 2001. JPMSI has negotiated an agreement that has been accepted by all of the regulators to settle this matter for a payment of a $2.1 million penalty without admitting or denying any allegations.

National Century Financial Enterprises litigation. JPMorgan Chase, JPMorgan Chase Bank, JPMorgan Partners, Beacon Group, LLC and three current or former Firm employees have been named as defendants in more than a dozen actions filed in or transferred to the United States District Court for the Southern District of Ohio (the ?MDL Litigation?). In the majority of these actions, Bank One, Bank One, N.A., and Banc One Capital Markets, Inc. are also named as defendants. JPMorgan Chase Bank and Bank One, N.A. are also defendants in an action brought by The Unencumbered Assets Trust (?UAT?), a trust created for the benefit of the creditors of National Century Financial Enterprises, Inc. (?NCFE?) as a result of NCFE?s Plan of Liquidation in bankruptcy. These actions arose out of the November 2002 bankruptcy of NCFE. Prior to bankruptcy, NCFE provided financing to various healthcare providers through wholly-owned special-purpose vehicles, including NPF VI and NPF XII, which purchased discounted accounts receivable to be paid under third-party insurance programs. NPF VI and NPF XII financed the purchases of such receivables primarily through private placements of notes (?Notes?) to institutional investors and pledged the receivables for, among other

things, the repayment of the Notes. In the MDL Litigation, JPMorgan Chase Bank is sued in its role as indenture trustee for NPF VI, which issued approximately $1 billion in Notes. Bank One, N.A. is sued in its role as indenture trustee for NPF XII, which issued approximately $2 billion in Notes. The three current or former Firm employees are sued in their roles as former members of NCFE?s board of directors (the ?Defendant Employees?). JPMorgan Chase, JPMorgan Partners and Beacon Group, LLC, are claimed to be vicariously liable for the alleged actions of the Defendant Employees. Banc One Capital Markets, Inc. is sued in its role as co-manager for three note offerings made by NPF XII. Other defendants include the founders and key executives of NCFE, its auditors and outside counsel, and rating agencies and placement agents that were involved with the issuance of the Notes. Plaintiffs in these actions include institutional investors who purchased more than $2.7 billion in original face amount of asset-backed securities issued by NCFE. Plaintiffs allege that the trustees violated fiduciary and contractual duties, improperly permitted NCFE and its affiliates to violate the applicable indentures and violated securities laws by (among other things) failing to disclose the true nature of the NCFE arrangements. Plaintiffs further allege that the Defendant Employees controlled the Board and audit committees of the NCFE entities; were fully aware or negligent in not knowing of NCFE?s alleged manipulation of its books; and are liable for failing to disclose their purported knowledge of the alleged fraud to the plaintiffs. Plaintiffs also allege that Banc One Capital Markets, Inc. is liable for cooperating in the sale of securities based on false and misleading statements. Motions to dismiss on behalf of the JPMorgan Chase entities, the Bank One entities and the Defendant Employees are currently pending. In the UAT action, JPMorgan Chase Bank and Bank One are sued in their roles as indenture trustees. Claims are asserted under the Federal Racketeer Influenced and Corrupt Organizations Act (?RICO?), the Ohio Corrupt Practices Act and various common-law claims. Responsive pleadings in the UAT action have not been filed.

Mutual fund Litigation: On June 29, 2004, Banc One Investment Advisors (?BOIA?) entered into a settlement with the New York Attorney General and the SEC related to alleged market timing in the One Group mutual funds. Under the settlement, BOIA paid $10 million in restitution and fee disgorgement plus a civil penalty of $40 million. BOIA also agreed to reduce fees over a five-year period in the amount of $8 million per year, consented to a cease-and-desist order and a censure, and agreed to undertake certain compliance and mutual fund governance reforms. Additionally, JPMorgan Chase, Bank One, and certain subsidiaries and officers have been named, along with numerous other entities related to the mutual fund industry, as defendants in private-party litigation arising out of alleged late trading and market timing in mutual funds. The actions have been filed in or transferred to U.S. District Court in Baltimore, Maryland. Certain plaintiffs allege that BOIA and related entities and officers allowed favored investors to market time and late trade in the One Group mutual funds. These complaints include a purported class action on behalf of One Group shareholders alleging claims under federal securities laws and common law; a purported derivative suit on behalf of the One Group funds under the Investment Company Act, the Investment Advisers Act and common law; and a purported class action on behalf of participants and beneficiaries of the Bank One Corporation 401(k) plan, alleging claims under the Employee Retirement Income Security Act. On September 29, 2004, certain other plaintiffs in the federal action in Baltimore, Maryland filed amended complaints which included JPMorgan Chase and JPMSI as defendants. The amended complaints allege that JPMorgan Chase and JPMSI, with several co-defendants including Bank of America,


8

Table of Contents
Bank of America Securities, Canadian Imperial Commerce Bank, Bear Stearns and CFSB, provided financing to Canary Capital which was used to engage in the market timing and late trading. JPMorgan Chase and JPMSI are alleged to have financed knowingly the market timing and late trading by Canary Capital and Edward Stern, and knowingly to have created short-position equity baskets to allow Canary Capital to profit from trading in a falling market. On February 25, 2005, BOIA, JPMorgan Chase, JPMSI and other defendants filed motions to dismiss these actions.

Certain JPMorgan Chase subsidiaries have also received various subpoenas and information requests relating to market timing and late trading in mutual funds from various governmental and other agencies, including the SEC, the NASD, the U.S. Department of Labor, the Attorneys General of New York, West Virginia and Vermont, and regulators in the United Kingdom, Luxembourg, the Republic of Ireland, Chile and Hong Kong. The Firm is fully cooperating with these investigations.

On January 12, 2005, Bank One Securities Corporation (?BOSC?) entered into a settlement with the NASD pursuant to which BOSC was censured and agreed to pay a $400,000 fine for its alleged failure to implement adequate supervisory systems and written procedures designed to detect and prevent late trading of mutual funds, and for inaccurately recording the entry time for customer orders.

Bank One Securities Litigation. Bank One and several former officers and directors are defendants in three class actions and one individual action arising out of the mergers between Banc One Corporation (?Banc One?) and First Commerce Corporation (?First Commerce?), and Banc One Corporation and First Chicago NBD Corporation (?FCNBD?). These actions were filed in 2000 and are pending in the United States District Court for the Northern District of Illinois in Chicago under the general caption, In re Bank One Securities Litigation. The cases were filed after Bank One?s earnings announcements in August and November 1999 that lowered Bank One?s earnings expectations for the third and fourth quarters of 1999. Following the announcements, Bank One?s stock price had dropped by 37.7% as of November 10, 1999.

Two of these class actions were brought by representatives of FCNBD shareholders and Banc One shareholders, respectively, alleging certain misrepresentations and omissions of material fact made in connection with the merger between FCNBD and Banc One, which was completed in October 1998. There is also an individual lawsuit proceeding

in connection with that same merger. A third class action was filed by another individual plaintiff representing shareholders of First Commerce, alleging certain misrepresentations and omissions of material fact made in connection with the merger between Banc One and First Commerce, which was completed in June 1998. All of these plaintiff groups claim that as a result of various misstatements or omissions regarding payment processing issues at First USA Bank, N.A., a wholly-owned subsidiary of Banc One, and as a result of the use of various accounting practices, the price of Banc One common stock was artificially inflated, causing their shareholders to acquire shares of the Bank One?s common stock in the merger at an exchange rate that was artificially deflated. The complaints against Bank One and the individual defendants assert claims under federal securities laws. Fact discovery, with limited exceptions, closed in December 2003. The parties are in the middle of expert discovery, which is scheduled to close in the spring of 2005.

In addition to the various cases, proceedings and investigations discussed above, JPMorgan Chase and its subsidiaries are named as defendants in a number of other legal actions and governmental proceedings arising in connection with their respective businesses. Additional actions, investigations or proceedings may be brought from time to time in the future. In view of the inherent difficulty of predicting the outcome of legal matters, particularly where the claimants seek very large or indeterminate damages, or where the cases present novel legal theories, involve a large number of parties or are in early stages of discovery, the Firm cannot state with confidence what the eventual outcome of these pending matters will be, what the timing of the ultimate resolution of these matters will be or what the eventual loss, fines or penalties related to each pending matter may be. JPMorgan Chase believes, based upon its current knowledge, after consultation with counsel and after taking into account its litigation reserves, that the outcome of the legal actions, proceedings and investigations currently pending against it should not have a material adverse effect on the consolidated financial condition of the Firm. However, in light of the uncertainties involved in such proceedings, actions and investigations, there is no assurance that the ultimate resolution of these matters will not significantly exceed the reserves currently accrued by the Firm; as a result, the outcome of a particular matter may be material to JPMorgan Chase?s operating results for a particular period, depending upon, among other factors, the size of the loss or liability imposed and the level of JPMorgan Chase?s income for that period....Executive officers of the registrant

Name Age Positions and offices held with JPMorgan Chase
(at December 31, 2004)


William B. Harrison, Jr.
61 Chairman and Chief Executive Officer since November 2001, prior to which he was President and Chief Executive Officer from December 2000. He was Chairman and Chief Executive Officer from January through December 2000 and President and Chief Executive Officer from June through December 1999.
9

Table of Contents
Part I


James Dimon
48 President and Chief Operating Officer. Prior to the Merger, he had been Chairman and Chief Executive Officer of Bank One Corporation since March 2000. Before joining Bank One Corporation, he had been a private investor from November 1998 until March 2000; President of Citigroup Inc. and Chairman and Co-Chief Executive Officer of Citigroup Inc. subsidiary Salomon Smith Barney Holdings, Inc. from October to November 1998; President and Chief Operating Officer of Travelers Group from November 1993 until October 1998.


Austin A. Adams
61 Chief Information Officer. Prior to the Merger, he had been Chief Information Officer of Bank One Corporation since March 2001. Before joining Bank One Corporation, he had been Chief Information Officer at First Union Corporation (now known as Wachovia Corp.) from 1985 until February 2001.


Steven B. Black
52 Co-Chief Executive Officer of the Investment Bank since March 2004, prior to which he had been Deputy Head of the Investment Bank since January 2001 and Head of Institutional Equities business since 2000. Prior to joining JPMorgan Chase in 2000, he had been Vice Chairman, Global Equities, Tax Exempt Securities and Securities Lending of Citigroup Inc. subsidiary, Salomon Smith Barney Inc.


William I. Campbell
60 Chairman of Card Services. Prior to the Merger, he had been Head of Card Services with Bank One Corporation since July 2003. He had been Senior Partner with Sanoch Management, LLC from January 2000 until July 2003, prior to which he had been Co-Chief Executive Officer of Global Consumer Business of Citigroup Inc. from January 1996 until December 1999.


Michael J. Cavanagh
38 Chief Financial Officer since September 2004, prior to which he had been Head of Middle Market Banking. Prior to the Merger, he had been Chief Administrative Officer of Commercial Banking from February 2003, Chief Operating Officer for Middle Market Banking from August 2003, Treasurer from 2001 until 2003, and Head of Strategy and Planning from May 2000 until 2001 at Bank One Corporation. Prior to joining Bank One Corporation, he held executive positions at Citigroup Inc. and its predecessor entities.


David A. Coulter
57 Chairman of West Coast Region since January 2005 and Head of Private Equity since March 2004. He had been Chairman of the Investment Bank and Head of Asset & Wealth Management from June 2002 until December 2004, prior to which he had been Head of Chase Financial Services from 2000 until 2002. Prior to joining JPMorgan Chase in 2000, he led the West Coast operations of The Beacon Group, prior to which he was Chairman and Chief Executive Officer of BankAmerica Corporation and Bank of America NT & SA.


John J. Farrell
52 Director Human Resources and Head of Security since September 2001.


Joan Guggenheimer
52 Co-General Counsel. Prior to the Merger, she had been Chief Legal Officer and Corporate Secretary at Bank One Corporation since May 2003. She had served in various positions with Citigroup Inc. and its predecessor entities from 1985 until 2003, and prior to joining Bank One Corporation was General Counsel of the Global Corporate and Investment Bank and also served as Co-General Counsel of Citigroup Inc.


Frederick W. Hill
54 Director of Corporate Marketing and Communications.


Samuel Todd Maclin
48 Head of Commercial Banking since July 2004, prior to which he had been Chairman and CEO of the Texas Region and Head of Middle Market Banking.


Jay Mandelbaum
42 Head of Strategy and Business Development. Prior to the Merger, he had been Head of Strategy and Business Development since September 2002 at Bank One Corporation. He had been Vice Chairman and Chief Executive Officer of the Private Client Group of Citigroup Inc. subsidiary Salomon Smith Barney, Inc. from September 2000 until August 2002 and Senior Executive Vice President of Private Client Sales and Marketing at Salomon Smith Barney, Inc. from August 1997 until August 2000.


William H. McDavid
58 Co-General Counsel. Prior to the Merger, he had been General Counsel.


Heidi Miller
51 Chief Executive Officer of Treasury & Securities Services. Prior to the Merger, she had been Chief Financial Officer at Bank One Corporation since March 2002. Prior to joining Bank One Corporation, she had been Vice Chairman of Marsh, Inc. from January 2001 until
10

Table of Contents

March 2002; Senior Executive Vice President, Chief Financial Officer and Head of Strategic Planning at Priceline.com from March until November 2000; Chief Financial Officer at Citigroup Inc. from 1998 until March 2000.


Charles W. Scharf
39 Head of Retail Financial Services. Prior to the Merger, he had been Head of Retail Banking from May 2002 prior to which he was Chief Financial Officer from June 2000 at Bank One Corporation. Prior to joining Bank One Corporation, he had been Chief Financial Officer at Citigroup Global Corporate and Investment Bank from 1998 until 2000.


Richard J. Srednicki
57 Chief Executive Officer of Card Services from July 2004 prior to which he was Executive Vice President of Chase Cardmember Services from 1999 until 2004.


James E. Staley
48 Global Head of Asset & Wealth Management since 2001. He had been Head of the Private Bank at J.P. Morgan & Co. Incorporated.


Don M. Wilson III
56 Chief Risk Officer. He had been Co-Head of Credit & Rates Markets from 2001 until July 2003, prior to which he headed the Global Trading Division.


William T. Winters
43 Co-Chief Executive Officer of the Investment Bank since March 2004, prior to which he had been Deputy Head of the Investment Bank and Head of Credit & Rate Markets. He had been Head of Global Markets at J.P. Morgan & Co. Incorporated.
Unless otherwise noted, during the five fiscal years ended December 31, 2004, all of JPMorgan Chase?s above-named executive officers have continuously held senior-level positions with JPMorgan Chase or its predecessor institutions, Bank One Corporation, J.P. Morgan & Co. Incorporated and The Chase Manhattan Corporation. There are no family relationships among the foregoing executive officers....Date: March 1, 2005
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacity and on the date indicated. JPMorgan Chase does not exercise the power of attorney to sign on behalf of any Director.


Capacity Date

/s/ WILLIAM B. HARRISON, JR.
Director, Chairman and Chief Executive Officer

(William B. Harrison, Jr.)
(Principal Executive Officer)


/s/ JAMES DIMON
Director, President and Chief Operating Officer

(James Dimon)



/s/ HANS W. BECHERER
Director

(Hans W. Becherer)



/s/ JOHN H. BIGGS
Director

(John H. Biggs)
March 1, 2005


/s/ LAWRENCE A. BOSSIDY
Director

(Lawrence A. Bossidy)



/s/ STEPHEN B. BURKE
Director

(Stephen B. Burke)



/s/ JAMES S. CROWN
Director

(James S. Crown)



/s/ ELLEN V. FUTTER
Director

(Ellen V. Futter)

144



Table of Contents

Capacity Date

/s/ WILLIAM H. GRAY, III
Director

(William H. Gray, III)



/s/ LABAN P. JACKSON, JR.
Director

(Laban P. Jackson, Jr.)



/s/ JOHN W. KESSLER
Director

(John W. Kessler)



/s/ ROBERT I. LIPP
Director

(Robert I. Lipp)



/s/ RICHARD A. MANOOGIAN
Director

(Richard A. Manoogian)
March 1, 2005


/s/ DAVID C. NOVAK
Director

(David C. Novak)



/s/ LEE R. RAYMOND
Director

(Lee R. Raymond)



/s/ JOHN R. STAFFORD
Director

(John R. Stafford)



/s/ MICHAEL J. CAVANAGH
Executive Vice President

(Michael J. Cavanagh)
and Chief Financial Officer
(Principal Financial Officer)


/s/ JOSEPH L. SCLAFANI
Executive Vice President and Controller

(Joseph L. Sclafani)
(Principal Accounting Officer)
145

 https://www.sec.gov/Archives/edgar/data/19617/000095012305002539/y05475e10vk.htm
 


JPMorgan Chase tells U.S. employees they are expected back to the office on a rotating basis by July
PUBLISHED TUE, APR 27 2021 
Hugh Son
The biggest U.S. bank by assets told workers that it is ramping up the numbers of employees allowed in offices, and that buildings will be open to all employees on May 17, subject to a 50% building occupancy limit.
"We would fully expect that by early July, all U.S.-based employees will be in the office on a consistent rotational schedule, also subject to our current 50% occupancy cap," the bank said in a memo sent Tuesday.
The JP Morgan Chase & Co. headquarters, The JP Morgan Chase Tower in Park Avenue, Midtown, Manhattan, New York.

JPMorgan Chase is summoning its U.S. employees back to the office, at least on a part-time basis.

The biggest U.S. bank by assets told workers on Tuesday it is ramping up the numbers of employees allowed in offices and that buildings will be open to all employees on May 17, subject to a 50% building occupancy limit.

"We would fully expect that by early July, all U.S.-based employees will be in the office on a consistent rotational schedule, also subject to our current 50% occupancy cap," the bank said in a memo, reported earlier by Bloomberg News. ?With this timeframe in mind you should start making any needed arrangements to help with your successful return.?

CEO Jamie Dimon said in a webcast last week that the company couldn't yet require employees to be vaccinated before returning to the office. The company has had some employees working from offices for most of the pandemic, especially those in trading roles. But it has long planned on moving to a rotational model to allow workers flexibility and increase resilience if employees need to return to remote work.

Here is the JPMorgan memo:

Dear colleagues,

Throughout the pandemic, our buildings and branches in the U.S. have remained open and have safely operated for our essential employees, to whom we remain incredibly grateful. In our previous message, we said that we were looking forward to having more of you back in the office during the spring and summer months. As the U.S. surpasses its goal of more than 200 million COVID-19 vaccinations administered and more cities and states lift restrictions, we will open our U.S. offices to all employees on Monday, May 17 subject to our current 50% occupancy cap.

We are welcoming more of you back next month so that you can get comfortable with being back in an office environment. Understanding that this may take some time, we would fully expect that by early July, all U.S.-based employees will be in the office on a consistent rotational schedule, also subject to our current 50% occupancy cap. With this timeframe in mind you should start making any needed arrangements to help with your successful return. Each line of business will work with their managers and location leaders to determine an appropriate schedule. Our branches and offices outside of the U.S. will continue to follow their established processes.

As we welcome you back in the coming months, you should be confident that we will continue to:

Follow all government restrictions and mandates and be prepared to pause or reverse your return if needed.
Maintain a 50% occupancy cap, at least until the CDC revises its social distancing guidelines.
Practice our industry-recognized health and safety protocols, including our high standards of cleaning and air filtration, mask wearing and daily health check requirements.
Provide information and resources to help you get vaccinated because we know that getting vaccinated means less risk of spreading the virus to our families, friends and colleagues. It is also important to note that while we strongly encourage you to get vaccinated, a vaccination is not required in order to return to the office at this time.

Provide training and resources to help you navigate the new office environment.
We know that many of you are excited to come back, but we also know that for some, the idea of coming in on a regular basis is a change through which you?ll need to manage. Please start to discuss your return with your manager and make necessary arrangements.

More details on returning to the office will be provided in the coming days and weeks to help you prepare. We know that you have questions, and many answers can be found in the links below.

https://www.cnbc.com/2021/04/27/jpmorgan-tells-us-employees-they-are-expected-back-to-the-office-on-a-rotating-basis-by-july.html