CalPERS to challenge BofA Directors at shareowner meeting

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CalPERS will cast “withhold” votes from directors Frank Bramble, Virgis Colbert, Charles Gifford, Monica Lozano, Thomas May and Charles Rossotti at Bank of America's annual general shareowners meeting on April 28.

“Shareowners did not have complete or accurate information prior to approving the merger, and Bank of America's stock price fell dramatically,” said Senior Portfolio Manager Anne Simpson, who heads the CalPERS corporate governance program. “Moreover, Merrill executives received bonuses that weren't disclosed to us before the merger.”

The six incumbent directors were among all 18 Bank of America directors whom CalPERS opposed last year. Also on this year's proxy ballot are seven other Bank of America directors who weren't on the board during the Merrill Lynch merger and whom the pension fund supports.

“The Bank of America board can restore investor confidence by demonstrating competence, independence and its ability to stay on top of challenges,” Simpson said. “To do this, the company needs to set out clearly how it is addressing succession planning. With the turmoil of the financial crisis, and the painful search for a CEO and now the need to appoint a chairman, some disclosure around this issue would be extremely valuable.