I. Good morning fellow shareowners.
II. My first Bank of America meeting was about forty years ago in San Francisco at the Masonic Auditorium. I questioned President Clausen as to why Bank of America was loaning money to the white minority government of South Africa and asked him if he didn’t believe that it was immoral to support apartheid. He said it was the bank policy to lend money to any credit worthy customer, government or otherwise. Since that time, unfortunately, the bank has made little headway in becoming a more moral or ethical financial institution.
III. In 2008, our bank along with other U.S. financial institutions, were responsible for almost bringing down the entire U.S. and global economy based upon excessive materialistic self-interest. Our government responded by bailing out the banks, then adopting the Dodd-Frank Act which passed the ball to weak-kneed regulators to carry the heavy load.
IV. Because regulators and corporate lobbyists are pretty much the same people within the beltway, thanks to the revolving door between the regulators and the regulated, and the SEC purposely wrote a bad proxy access rule that was overturned by the court, thanks to the Chamber of Commerce – shareholders, as owners or principals of this bank, still have no ability to nominate our agents. Not only do you as board members and fiduciaries fail to represent the diversity of our pluralist society, you don’t even represent shareowners.
V. Knowing that this corporate nomination process is a rigged system and a sham, representing the same kind of electoral system as the Old Soviet and present day Chinese communist one party state; where you nominate yourselves and set your own pay; I thought I would write you an appropriate poem for this occasion.
Bank of America: Too Big To Fall, Too Small To Stand, But Just Right To Crawl
In 2008 Secretary Paulson and the Treasury
gave us a gift,
and for it there was no need to follow
thrift;
The government eventually gave us about $125 billion,
saying this would make us look like a million;
For our management team bought us Countrywide,
but nothing could turn the tide;
We kept buying, however, this time Lynch;
for about $50 billion, saying success was a cinch;
You neglected to inform investors of pay;
as our pals willingly gave Lynch executives millions away;
Even Judge Rakoff was alarmed,
that our bank could get off so unharmed;
He said “The settlement did not comport with the
most elementary notions of justice and morality,”
But certainly our bank wasn’t hindered by
such formality;
Oh, I shouldn’t forget to say;
that we also gave $11.9 billion to pay,
for so-called putbacks to Fannie Mae;
Not to mention prior settlement claims our
bank did pay,
of $3.5 billion more, to Fannie Mae;
This all goes to prove,
Since we bought the Countrywide move;
Our $100 billion loss of value in stock astray,
Plus another $40 billion in legal
settlements to pay;
Our illustrious board has diluted our stock;
as we remain totally in shock,
As our stock has fallen 70%,
So many of us now must rent;
Perhaps its time for us to consider board representation;
and look at directors’ presentation;
They all appear to me to represent the 1%;
of which most Americans clearly resent;
But our president admitted, to the commission, that
“We as an industry caused a lot of damage,”
But neglected to admit a necessary omission,
Without a culture of duty, obligation and
morality,
How can a bank represent our citizens’ plurality;
More important, however, is that shareowners
have a say;
About our board’s nomination and pay,
I think it’s about time;
That our directors get in line;
For as owners we can only advise
and I think it would be wise;
We at least use a precatory vote
And it’s high time I think we use it, I
quote.