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 "Unfortunately it's screw the shareholders!!" Bank of America Corp.'s (NYSE:BAC) director Charles Gifford wrote to Thomas May in an e-mail exchange during a conference call on Jan. 15 about Merrill Lynch & Co.'s losses, according to e-mail messages handed over to the House Committee on Oversight and
Government Reform and reviewed by The New York
Times.The e-mail continues like this, according to the article: "No trail," Thomas May, that director, reminded him, an apparent reference to the inadvisability of leaving an e-mail thread of their conversation. Shortly after Mr. May's remark about an e-mail trail, Mr. Gifford said his comments were made in "the context of a horrible economy!!! Will effect everyone." "Good comeback," Mr. May replied. Was Gifford referring to the Merrill merger? To the economy? The e-mail shows concern, but about what exactly?There's likely to be many more questions like this as regulators and Judge Jed Rakoff dig into further details of the merger. Many other names associated with the merger will likely be dug up in the investigations and questioned. But if the merger was forced and hiding public disclosure was forced as Ken Lewis originally stated in his testimony to the House Governance and Oversight Committee, then he as well as then-Treasury Secretary Henry Paulson and Federal Reserve Chairman Ben Bernanke could face serious charges, as The National Review Online points out: If Lewis knowingly withheld material information from shareholders, he could be charged with violating SEC Rule 10b-5, an offense punishable by up to 20 years in prison, or with violating Section 807 of the Sarbanes-Oxley Act, which authorizes sentences of up to 25 years. In addition, because Lewis spoke to Paulson by phone about the Merrill losses and about the importance of non-disclosure, he could be charged separately under the federal wire-fraud law for each instance in which he used a form of electronic communication in furtherance of a "scheme to defraud" Bank of America shareholders. Each such phone call or e-mail is a separate offence punishable by up to 20 years in prison. Did these men "defraud" shareholders? And do these men deserve jail time for actions that may have possibly averted a bigger crisis than actually came about? - Maria Woehr BofA, Merrill docs to put employees on spot?
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