| NEW YORK
NEW YORK May 12 Carrie E. Dwyer, who has
overseen Charles Schwab Corp's legal, compliance, risk
management, audit, fraud investigations and lobbying efforts for
more than a decade, has retired from the retail brokerage, said
people familiar with the move.
A Schwab spokesman did not return requests for comment on
Monday, but a person answering Dwyer's phone confirmed that she
is no longer general counsel. Schwab is using her retirement to
narrow the reporting lines and responsibilities she carried in
her broader role as "head of corporate oversight" because
regulators have raised governance concerns about her broad
remit, said another person familiar with the company's plans.
Dwyer joined the San Francisco-based company in 1996 from
the U.S. Securities and Exchange Commission, where she was
senior counselor to then-SEC Chairman Arthur Levitt.
"She's so multi-faceted that wherever she went she would
have had a pretty broad portfolio," said Levitt, who knew that
Dwyer had retired but not that Schwab was redefining the job.
"She made everyone she worked for look a lot smarter than they
Jeff Brown, who has been running Schwab's regulatory and
legislative affairs activities in Washington, has moved to San
Francisco and is serving as acting general counsel. The company
is considering him as well as outsiders for the general counsel
As executive vice president and head of corporate oversight,
Dwyer was one of the company's highest-paid executives. Since
early March, she has sold $1.7 million of Schwab stock,
according to regulatory filings.
After building its image as a discount broker taking orders
from self-directed investors looking for cheap commissions, the
firm, founded in 1973, now offers full-service brokerage and
banking activities as well as financial advice to more than
9,000 individuals and clients of more than 7,000 independent
investment advisers. Dwyer helped oversee several sensitive
areas as the firm's profile changed.
For a time, she even oversaw the firm's internal auditing
function, an area regulators were watching closely since Schwab
took the unusual step several years ago of outsourcing many of
its audit functions to Ernst & Young. Schwab in 2012 hired an
E&Y official to run internal audit, though it still outsources
some functions to the outside firm.
Dwyer, is a 1973 graduate of Santa Clara University and also
received her law degree from the California school. She could
not be reached for comment.
In 2008, the last time she was listed among Schwab's five
highest-paid executives, she earned total compensation of $4.1
million, including a salary of $500,000 and other long- and
short-term stock, option and cash awards.
(Editing by Eric Walsh)