Word: ended
(lookup in dictionary)
(lookup stats)
Dates: all
Sort By: most recent first
(reverse)
...Kenneth Lewis may be in for much more than a trip to the woodshed. Ever since Bank of America completed its deal to buy Merrill Lynch, questions have lingered about whether the chief executive was completely honest with shareholders about the state of Merrill - specifically about the year-end bonuses paid out to Merrill employees despite the investment bank's huge 2008 losses. Bank of America shareholders have already voted to remove Lewis from the post of chairman in part because losses at Merrill turned out to be worse than Lewis let on. But that has failed...
...court rejected a proposed settlement struck between Bank of America and the Securities and Exchange Commission (SEC) over Merrill bonuses. The SEC and Bank of America had earlier agreed that the bank would pay a $33 million penalty to settle an investigation into whether it misled shareholders about year-end payouts on the eve of a vote to approve the merger. As part of the proposed settlement, Bank of America neither admitted nor denied that it had done anything wrong...
...Though many questions remain, here's what is known about Lewis' involvement in the Merrill deal. In a proxy statement Bank of America sent out to investors seeking approval of its acquisition of Merrill Lynch, the bank said that Merrill would not pay year-end bonuses without Bank of America's consent. But according to the SEC, Bank of America had already agreed to allow Merrill to pay $5.8 billion in bonuses. Telling shareholders that Merrill still had to seek approval, and omitting mention that bonuses had been agreed upon, was, according to the SEC, "materially false and misleading...
...Those conflicting statements could be part of any charges brought by Cuomo, who would also likely look to prove that Bank of America played more of a key role in determining Merrill's year-end pay than its executives have let on. One possible bit of evidence: according to documents drawn up at the time of the acquisition, Merrill Lynch agreed that 40% of the bonuses it paid would be determined "by [Merrill] in consultation with [Bank of America...
...only allowed to bring civil cases. So even if Lewis is found liable on proxy statements, there is no possibility of jail time. The SEC can bar individuals from being officers of public companies, which would put an end to Lewis' Bank of America career, but legal experts say a ban in a proxy case would be unusual. The size of any fine would be determined by how important the information withheld was deemed to be. Still, even a relatively minor misstatement or omission can lead to a finding of liability...