Banking

Bank of America to hold special meeting Sept. 22

Bank of America said it has picked Sept. 22 as the date for a special meeting to allow shareholders to vote on its controversial decision last year to give CEO Brian Moynihan the chairman title.
Bank of America said it has picked Sept. 22 as the date for a special meeting to allow shareholders to vote on its controversial decision last year to give CEO Brian Moynihan the chairman title. Bloomberg

Bank of America will hold a special meeting Sept. 22 to let shareholders vote on its move last fall to give CEO Brian Moynihan the chairman title.

The board’s decision in October upset some shareholders because directors rolled back a 2009 bylaw change that required the roles to be split.

The Charlotte-based bank said in a securities filing Thursday that the special meeting will be held at 10 a.m. at 1 Bank of America Center, an uptown office tower one block away from its headquarters building. Bank of America disclosed plans to hold the special meeting last month, but did not provide a location or date at that time.

Bank of America has said it will split the roles if a majority of shareholders vote against the move. It is recommending that shareholders support its October decision, in which it also appointed a lead independent director. The bank says that leadership structure serves the best interests of the company and shareholders.

Some corporate governance experts, however, favor a separate chairman as a better check on management. Some shareholders were also upset that the board made the bylaw change without consulting investors.

In a statement, the bank’s lead independent director, Jack Bovender, said the board was calling the meeting “to follow through promptly on our commitment to stockholders regarding this vote, and we encourage their participation.”

After Bank of America combined the roles, two shareholder advisory firms recommended that investors vote against some directors who were up for election at the bank’s annual shareholders meeting in May. But two days before the meeting, the bank announced plans to hold a vote on the issue, without specifying a date.

The board moved to make Moynihan chairman after the prior chair, Chad Holliday Jr., decided not to stand for re-election. Holliday now serves as chairman at Royal Dutch Shell.

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