KSF News, Updates, & Insights
Court Approves Bank of America Settlement
On January 24, 2013, the Southern District of New York issued an Order and Final Judgment, approving the settlement of In re Bank of America Corp. Securities, Derivative, and Employment Retirement Income Security Act (ERISA) Litigation, 09 Civ.580 (DC) (S.D.N.Y.), a shareholder derivative action filed on behalf of Bank of America Corp. related to Bank of America’s January 1, 2009, acquisition of Merrill Lynch & Co., Inc. in a stock-for-stock transaction. The settlement provides that Bank of America will adopt extensive corporate governance reforms that directly address the alleged deficiencies that gave rise to this action and are directly tailored towards avoiding a recurrence of the failures alleged in the action, including the formation of a board-level committee to oversee certain future acquisitions, and resulted in a $62.5 million cash payment to Bank of America. KSF was Co-Lead Counsel, representing Louisiana Municipal Police Employees Retirement System. Plaintiffs had alleged, among other things, that certain material information was omitted from the joint definitive proxy statement filed with the Securities and Exchange Commission and mailed to stockholders on November 3, 2008 seeking shareholder consent for the issuance of shares necessary to consummate the Merger and certain other related matters and that the individual defendants breached their fiduciary duties in connection with the merger.