BofA's search for an 'emergency' CEO means it's moving on

Bank of America's (BAC) leaked decision to appoint an "emergency" CEO likely has investors questioning what the embattled bank's board of directors know about the likelihood of criminal charges soon surfacing against outgoing Chief Executive Ken Lewis. A five-member committee at BofA is due to select an emergency CEO this week, the Wall Street Journal (WSJ subscription required) reported Monday. The panel, led by Chairman Walter Massey, was formed earlier this year to respond to concerns raised by U.S. banking regulators.

Both the Securities & Exchange Commission and New York State Attorney General Andrew Cuomo are threatening legal action following the bank's failure last year to disclose $3.6 billion in bonuses paid to executives at Merrill Lynch prior to the closing of its merger with BofA.The Charlotte, N.C.-based bank received $45 billion as part of the Troubled Asset Relief Program, the government-funded plan aimed at keeping the nation's banks from falling into insolvency. In July, BofA reported second-quarter income fell 5.5 percent on charges related to its acquisitions and on continuing credit problems. The results, nonetheless, were better than analysts had expected.

The committee plans to submit its choice for a new CEO to BofA's full board for approval, the Wall Street Journal said, citing an anonymous source, adding that regulators would be approached next.

When Lewis announced his resignation Sept. 30, he set Dec. 31 as his departure date. The committee's action to name a replacement this week may be an overture to those shareholders who'd like to see the company move more quickly to replace Lewis.

"The pressure has been there, and in many senses he has been a lame duck for many months," said Jorge Pinto, a finance professor at Pace University and former executive director at the World Bank. Lewis was stripped of his chairmanship in April, following a contentious shareholder vote.

News of the committee's decision to seek Lewis' replacement quickly pushed BofA shares higher in Monday trading, gaining nearly 3.8 percent by the close.

Lewis' continued reign at CEO would do little to stabilize the company or appease shareholders, Pinto said, adding that while the committee's plan may appear hasty, in reality it has taken longer than would be expected, given the legal problems weighing on Lewis.

As much as anything, Pinto said, drafting an emergency CEO reinforces the idea that no one at any company is indispensable. "Leadership within institutions is beyond individuals," he said. "And that is what is important."
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