Shareholder Bypasses SEC, Sends U.S. Economic Security Proposal Directly to Bank of America CEO for Action
February 25, 2009
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Napa, CA - Harrington Investments, Inc. (HII), a socially responsible investment advisory firm, called directly upon Bank of America’s board of directors to create a board committee on U.S. economic security. The committee would make stewardship of the U.S. economy part of the bank board’s fiduciary duty.
The proposed board committee was originally presented as a shareholder resolution, but the SEC allowed Bank of America to escape a shareholder vote on the issue based solely on a letter from bank lawyers alleging ‘possible’ conflicts with Delaware state law. Harrington's lawyer provided strong counterarguments to the SEC, but to no avail.
In response to SEC actions, HII has sent a letter to CEO Ken Lewis requesting that the board of directors formally adopt a revised resolution (attached) that satisfies the legal obstacles put forth by Bank of America’s legal team.
“The Securities and Exchange Committee (SEC) recently ruled that Bank of America could exclude my resolution from the shareholder ballot on a legal technicality,” said John Harrington, President and CEO of HII. “I am now calling on Bank of America to create a board committee on their own, since it owes a debt of gratitude and enormous responsibility to the American taxpayer since receiving $45 billion in a public funds bailout.”
Harrington noted that Bank of America had already spent $7 billion of bailout taxpayer funds to complete their purchase of almost 20% of the China Construction Bank. He also indicated that U.S. economic security was stressed by President Obama’s Director of National Intelligence, retired Navy admiral Dennis Blair, who recently testified before the U.S. Senate Intelligence Committee saying that national security was threatened by economic instability.
The proposal is an attempt to open up directors to potential liability if they make business decisions that directly hurt the national economy and are contrary to the suggestions of the new economic security committee.
“Given the economic devastation brought on by decisions to trade in risky securities at our largest financial institutions, it seems prudent to hold executives responsible for their actions,” added Harrington. “These people have immense power to affect people’s lives and must be held accountable.”
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