How you should vote

This website and our other efforts seek to influence the outcome of the Bank of America 2009 Proxy Vote at the Annual Meeting to be held on April 29, 2009. We hope to educate and convince shareholders to vote their proxy as we suggest here on our website and in our filings with the Securities and Exchange Commission. Our goal is to change the corporate governance structure and culture at the Bank of America so that the board is more focused on protecting and creating shareholder value.

Vote for Change

Shareholders have suffered a loss of over 80% of the market value of Bank of America common stock over the past year. Many of the problems that Bank of America now faces are self inflicted, resulting from BAD DECISIONS by management and the board of directors to acquire companies:

  • With risky credit and asset exposures
  • At high prices that did not reflect the uncertainty in the acquisition
  • Without sufficient or accurate due diligence
  • In our opinion withholding material information from shareholders

These problems were ACQUIRED by Bank of America through poorly structured acquisitions. Shareholders have suffered a PERMANENT DESTRUCTION OF SHAREHOLDER VALUE. HOLD MANAGEMENT AND THE BOARD ACCOUNTABLE!

Summary of Our Voting Recommendations
We recommend the following votes:

VOTE OUT THESE DIRECTORS - "Against"
Kenneth Lewis
Chairman & Chief Executive Officer
see why

Temple Sloan, Jr
.
Lead Director, Chair Compensation Committee, Chair Executive Commitee, Member Corporate Governance Committee.
see why

Jacqueline Ward

Director, Chair Asset Quality Committee
see why

SEPARATE THE CHAIRMAN AND CEO POSITIONS
Item 8. Separate the Chairman and Chief Executive Positions – We urge you to vote “FOR” item 8
see why

VOTE FOR LIMITS ON EXECUTIVE PAY STOP THE MADNESS!

Items 3,5,11.
Limits on Executive Compensation – We urge you to vote FOR these items
see why


See our marked up proxy below:

Summary List of Proxy Items (Hot Topics in RED) Links to our positions Link to Proxy
     
Item 1 – Election of Directors Against 3 of 18 Proxy Item 1
Item 2 – Ratification of Auditor For Proxy Item 2
Item 3 – Advisory vote on Executive Compensation For Proxy Item 3
Item 4 – Disclosure of Government Employment              Against Proxy Item 4
Item 5 – Stockholder Proposal on Executive Compensation   For Proxy Item 5
Item 6 – Stockholder Proposal on Cumulative Voting For Proxy Item 6
Item 7 – Stockholder Proposal re Special Meetings For Proxy Item 7
Item 8 – Separate Chairman & CEO Positions For Proxy Item 8
Item 9 – Stockholder Proposal on Predatory Lending Against Proxy Item 9
Item 10 – Stockholder Proposal on Health Care Against Proxy Item 10
Item 11 – Stockholder Proposal on Executive Compensation For Proxy Item 11