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More Entities Oppose Bank of America Board's Proposal That Turns Moynihan both Chairman and Chief

The Institutional Shareholder Services added to the list of shareholder advisory firms that recommend voting against the Bank of America's bank proposal that will make Brian Y. Moynihan both the chief executive officer and chairman of the bank.

The Bank of America is under heavy fire from opposition which includes big public pension funds and big shareholder advisory firms that help investors make decisions on corporate issues.

According to The New York Times, the Institutional Shareholder Services announced in a note Friday that it recommends that shareholders should vote against the board proposal that would let Mornihan, 55, get both positions.

The firm's recommendation is not against Moynihan's stewardship, but on the bank's board, which has questionable leadership. Out of the 14 members of the board, only four have significant banking experience, the proxy firm said. It considers the re-separation of the roles or CEO and chairman as "a corrective action for the board overreach."

In a story by The Wall Street Journal, the shareholders will vote on the proposal on September 22. Glass Lewis, ISS's rival, also recommended that shareholders should vote against the board's proposal. ISS said in its note, "While the near-term viability of the Bank of America is no longer in question, its performance and governance continue to raise concerns."

In 2009, BofA shareholders decided to split the roles of CEO and Chairman. Ken Lewis, who was CEO back them left his job. Moynihan replaced Lewis after stepping down. Last October, the board unilaterally voted to reverse the 2009 decision and recombined the two positions, giving both roles to Moynihan. Many shareholders were unhappy with the decision.

On May this year, the company announced that it would come to a special vote so that shareholders will officially give their blessing to the change. But lately, according to Fortune.com it seems like more and more shareholders are against that decision.

It rarely happens that shareholders can force companies to split the roles of CEO and chairman. It is also common for large companies to have a leader who holds the position of a chairman and a CEO. However, BofA market and other banks aren't doing so well under Moynihan's leadership.


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