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AGM 2013

May 8, 2013

Speaker 1

Good morning.

Speaker 2

I'm Chad Holliday and I serve as a member of your Board of Directors and also currently serve as the Non Executive Chairman of the Board. It's my pleasure to welcome you to this year's annual meeting. Brian Moynihan, our Chief Executive Officer, who will lead the meeting today is on my right Lauren Mogelson, our Corporate Secretary is sitting down front and she'll be working with us on tabulation in a few minutes. As you came in the room, you have a packet. In that packet are rules of engagement and those rules are effective right now.

And so I'm pleased to declare this meeting of the stockholders of Bank of America open for business. There are 9 items that we'll consider today for shareholder vote. There'll be a chance to go through each one of those items and Brian will take us through that and you can make comments about those items at that point in time. At the completion, we will have a tabulation of the vote and we'll announce the vote at that point in time. Then after that, there's a general question and answer period.

So if you have questions on any other subjects, there will be ample time to address that as you go through. It's my honor now first to introduce you to the Board of Directors that will you'll have a chance to vote on. So if our whole Board could stand up and face our shareholders so they can take a look at us. I won't go through all their bios and their qualifications to serve, but you have those in the proxy. 2 of our directors could not be here today, Linda Hudson and Dave Yost for due to some prior commitments, but they're very much involved in what we're going forward with.

As I think about how to start this meeting today, I went back to the spring of this year about the time of the Final Four College Basketball Tournament. And if when those things started, I started hearing this catchy music around a commercial. And they had this same thing, all the different topics, they had this same thing. They said, before this, there If you haven't, we

Speaker 3

should have wasted a lot of money.

Speaker 2

So if you'll allow me to build on that theme, before Bank of America had a rock solid balance sheet, before those very difficult decisions had to be made to divest non core businesses to shore up that balance sheet, before massive litigation was resolved that stretched back over a decade, Before 250,000 plus teammates changed not only what they did, but how they did it to make this bank more successful. A management team led by our Chief Executive Officer created a strategy 3.5 years ago to simplify this institution and focus on growing our business with existing customers. It's because that strategy has executed well. It was the right strategy. I could talk about all those things from a takeoff on our own commercial.

If I had to describe where we are today, the best analogy I can use if you'll allow me is a train. If I go back 3.5 years ago, our train was off the tracks. Whether it was just off the tracks and upright or laying on its side is probably a judgment call, but it wasn't good. What I can report to you today from your Board of Directors, the trains on the tracks, all wheels are touching, we're moving forward and we have learned from the past. We know risk management is critical.

And what I hear more in the board every day and from management every day is we're going to learn from the risk experience we have in ourselves and other institutions and be sure we never forget that as we go forward. So this train is starting to gain momentum. It's starting to move, not nearly as fast as it need to at some point in time, but what we can promise you, we're going to move a little faster today than we did yesterday and a little faster tomorrow than we did today. And if we keep doing that one step at a time, we're going to have the great company you expect. And I'm glad to introduce the Chief Engineer of our training, Brian, to lead us in the meeting.

Brian, it's all yours.

Speaker 4

Thank you, Chad. Thank you and I'm glad that you watched the commercials and got it all straight in terms of the pattern there, but thank you for those comments. And I too want to thank everyone for joining us here today for our 2013 annual meeting of stockholders. Let me remind you by hitting some of the basics. My remarks may include some forward looking statements about our future financial performance.

These forward looking statements are subject to risks and uncertainties. And if you look in our 10 ks for 2012, it describes factors that may cause actual results to differ materially. Before we move on to the official business of today's meeting, I'd like to share a few comments along the dimensions that Chad talked about. As Chad talked about 3 years ago, we set on a course to create a stronger company and we've done that. We've become more straightforward at the same time and we made progress along several fronts that show that.

1st, we strengthened our balance sheet to give us a platform for growth. We've doubled our capital, brought our liquidity up by almost 3 times and reduced our long term debt by half. Recently, the Federal Reserve's 2013 capital analysis and the exam around that confirmed the strength we have. And now as we said we would do last year, we're beginning to return excess capital to you, our shareholders, in the form of share repurchases. The second thing we've done is streamline the company.

We streamline the company to focus on the businesses that matter to our customers and clients. We've invested more than 20 new BAC. 3rd, we've begun to continue to put behind us the legacy mortgage issues. Now let's start from the beginning. Over the last few years, we've helped 1,800,000, that's 1,800,000 customers and we have about 6,000,000 mortgage customers avoid foreclosure.

We've reduced the size of our delinquent mortgage portfolio by more than half from its peak and resolved a significant amount of litigation related to the mortgage business that we acquired a few years ago. The work is not done. There's more work to do. And we continue to focus on our customers who need assistance with their mortgages. And if anybody here today needs assistance, please tell us and we'll make sure that we take care of you.

As a result of the progress we've made in the mortgage area, one of the things is the cost of that work has beginning to come down and we can shift those resources to help get to the next stage of the company which is drive growth for you As we serving people, companies, and institutional investors shine through. As Chad said, our core strategy is for the customer bases we have today to continue to deliver to them the products and services that are second to none. As I said to you 3 years ago, we have 3 groups of customers, people, companies, institutional investors. We focus on them. We focus on helping them live their financial lives through a power of connecting everything we can do in a company.

That's our purpose. That's why we're here. That's why 260,000 people come to work every day. So how are we doing this? Well if you think about individual customers people like you and me will continue to make products and services much more accessible.

We've enhanced not only what we do in our branches or our stores as we call them but we also enhance what we do in our ATMs. We've enhanced what we do in our mobile banking platform which serves 12,000,000 plus customers, our online platform which serves 30,000,000 customers and our Merrill Edge platform for investors which serves many, many customers. To help people who want to have a face to face interaction, we've increased the number of specialists we have across our franchise. Mortgage loan officers, we've nearly doubled. Small business bankers, 3 or 4 times increase over the last couple of years.

Financial solutions advisors, people working with customers about their investments in our stores, we've increased dramatically. So as a result, what you're seeing is that work come through. Growth in deposits, growth in credit card accounts originated the highest number this quarter we've done in a long time and growth to record levels of assets under management and revenues from that. Over the last five quarters, we've provided over 100,000,000,000 dollars in mortgage loans to our customers directly to our customers with 1 third of those being to low and moderate income customers. In addition, our industry leading platform is the wealth management business Merrill Lynch Wealth Management and U.

S. Trust continue to make great strides and deliver on our market leading capabilities. So that's our people, that's our individual customer base. Now we're moving to our companies. We continue to do the same thing there, connecting products and services that are second to none for those clients to help them grow within our country and around the world.

The hard work of the team is producing growth in commercial our lending to small business, Q1 this year to Q1 last year, the originations of small business loans is up 30%. Small business is a core part of what we do and we continue to drive that every day. If you move to our larger companies, our capabilities in capital markets and investment banking continue to be 2nd in the world in terms of market share. Our bankers have helped our companies engage in some of the largest transactions you've heard about this year. So we've done a lot for our companies.

Then we moved to our 3rd customer base we provide on over 3,000 firms. We provide our investors with the capabilities to provide capital to our companies. Our research team is one of the best in the world is recognized in all the rankings around the world. And we have a sales trading team that's continued to produce strong revenue performance, strong profit performance with very disciplined risk management. That brings us to our communities.

In addition to what we do for those 3 groups of customers, we do everything we can in the communities we live and work. We do this through our charitable works, our philanthropy, and we do this through our volunteering. And you can see above you some of the things that we do in this area. We do this by addressing the most critical needs that affect us, our clients and customers and all of you locally and globally. Issues like hunger relief, financial education, our recently announced partnership with Khan Academy.

The support we have for our military veterans especially those returning from theaters of war as they are now and for the environment. As part of our environmental commitment last year right after we met with you, we doubled down or more than doubled down, increased down, increased our commitment from $20,000,000,000 to $70,000,000,000 around providing financing and capabilities for alternative energy and research. So we step back and I'd like to emphasize a few thoughts before we get into the meeting. We at Bank of America are very optimistic about what lies ahead for our company. We spent 3 years putting in place a solid foundation, Many issues that have been weighing us down are now behind us.

We have a clear strategy for growth and our results are beginning to reflect the strength, earnings position, and capabilities of this company. But most of all, what we're proud of as a management team and your management team is very proud of is the 260,000 people come to work every day to help with our purpose, to help our customers and clients with their financial lives through the power of all the connections we can bring them. We're all here to deliver for our shareholders and for that we can move now move to the core meeting and take your questions. So let's talk about the core meeting. As Chad said, you've received copies of our rules.

I'm going to remind you of a few of the basics. We're going to have 2 question and answer sessions. Question and answer session 1 will be around the proposal in the proxy statement of floor proposal. The second question and answer session will follow the general meeting. If remarks concern an item that's going to be voted on let us hear from you at the first Q and A session.

If there are remarks about other questions or comments or other things hold them to the 2nd Q and A session. Stockholders presenting proposals that are properly submitted before the meeting will have up to 4 minutes to discuss our proposal. Stockholders wishing to comment on those proposals will be limited to 2 minutes. When your allocated time is up in fairness to all the other shareholders you're going to hear time. That'll be a signal that your time has expired.

If I could ask you to please address your comments to me and then I'll refer them to management team or others that may have an answer if I can't give you the answer. The other thing I'd ask you is if you have personal financial matters to discuss, we have colleagues in the back that can take those offline as we say and make sure that we do a good job for you. The use of electronic devices is not printed, Pictures, video, vlogging, all the other types of things that go on in modern society are all prohibited. I guess I'd say as to communications, that's just the way. The rest of the stuff you can do what you want.

If you don't follow rules of conduct we'll be asked to leave the meeting in fairness to everybody else. Gary Lynch is our General Counsel is here. Gary? And if there's any clarification you need, he'll be happy to answer your questions. All right.

So let's get to the official meeting. As we prepare to consider today's proposals, I would like to ask Lauren Mogison, our Corporate Secretary to bring us the Secretary's Report. Lauren?

Speaker 5

Good morning, everybody, and thank you, Brian. Notice of today's meeting and the related proxy statement or a notice of Internet availability of these materials were mailed beginning March 28, 2013 to all stockholders of record as of March 13, 2013. Proof of the mailing will be filed with the records of this meeting. Rebecca Fencer of Computershare Trust Company has been appointed Inspector of Elections and has signed the oath as required by law. She has advised me that holders of shares representing at least 76% of the eligible votes are present in person or represented by proxy, which constitutes a quorum.

Quorum. In addition, the Inspector of Election has a list of those stockholders who are entitled to vote at this meeting, and that list will be kept open during the meeting for inspection for any stockholder for any purpose germane to the meeting. Thanks, Mark.

Speaker 4

Thank you, Lauren. I accordingly declare that a quorum is present and that this meeting is duly convened for the purposes of the 9 items of the business or property before the meeting. So now ready to consider the 8 items up for stockholder vote as listed in the proxy statement and the 1 floor proposal. For the proposals listed in the proxy, most of you have already submitted your proxy to vote and you do not need to it again of course unless you want to change your vote. If you want to change your vote please indicate on the ballot that you're revoking a proxy if you'd do that for us.

If you want a ballot for the proposals that are listed in the proxy statement, those 8 proposals, please raise your hand now. There's one here. Any other ballots? There's a couple right in the middle here. 1 over the left.

Any other ballots? Okay. There's one in the back there. Yes. You can make comments on anything that's on the balance, yes.

If you'd like to make a vote yes, you can. If you'd like to vote on the one floor proposal that was not in the proxy statement, this is going to be different. A ballot is included in your mission package. So you should have that in the package you came in with. We'll collect the ballots before the poll is closed.

I'd like to recognize the Bank of America teammates who are serving as proxies and have them stand for you. They are Mick Ankram. Mick runs our corporate operational risk management team and Candice Browning, she heads the research team I talked about earlier that's one of the best in the world for our Bank of America Merrill Lynch. You, Mick and Candace for agreeing to service proxies. With that, I'll now present the items for stockholder consideration.

First, let's work on the management proposals. As stated in the proxy statement, the Board of Directors recommends a vote for each of the management proposals. First proxy item 1 to elect our director nominees. 2nd proxy item 2 to adopt an advisory vote to approve executive compensation and 3rd, proxy item 3, to ratify selection of PricewaterhouseCoopers as the company's independent registered public accounting firm for 2013. The 5 stockholder proposals include in our proxy statement and a full proposal will now be presented to you.

As I stated earlier, each representative will have 4 minutes to present their statement in support of their proposal. A chime will sound when your time is concluded. If a representative fails to come forward and introduce a proposal, the proposal will not be eligible for consideration and will not include in the vote tabulations. As stated in the proxy statement, the Board of Directors recommends a vote against each of these stockholder proposals. The 1st stockholder proposal was submitted by Amalgamated Bank's Longview Large Cap 500 Index Fund and relates to report on political contributions.

Scott Drazel is here on behalf of the proponent to present the proposal, Mr. Drazel. Okay. After the proposals, we'll have let's get the proposals out and then we can talk about anything you'd like. Yes, sir, Scott.

Speaker 6

Great. Thank you, Mr. Moynihan. Thank you. Good morning, everybody.

I'm Scott Dressel with Analcolmated Bank Longview Funds. We are a manager of about $12,000,000,000 in assets for various employee benefit funds all of whom have a long term view on shareholder value and are long term investors in Bank of America. As part of that long term view, we actively engage companies in our portfolios to encourage good governance practices that we believe will promote sustainable growth over the long time or in the long term. For us, a key aspect of good governance as our Chair noted at the opening, is good risk oversight. And we believe our resolution speaks to one of those core matters.

We are asking the Board to adopt a very clear policy that the Board will review all corporate assets spent in the political arena and fully disclose those assets to us as investors. We support participation in the political arena. We believe there can be benefits to the extent that that political spending is aligned with the long term strategy for shareholder value growth that has been outlined to us as investors. But we also recognize as diversified investors that there are also risks in political participation, legal, reputational, regulatory and so forth. And so we rely on our Board to monitor those risks and we believe it's an important check that that spending be fully disclosed to investors, especially since the spending is coming from the corporate treasury.

So I would note very quickly that we saw in the opposition statement that the company does have some type of a policy for Board review. We don't see that it includes spending on 501 (4s) or super PACs for example. So if the Board received that information, can that policy be disclosed to us investors? And why not disclose that to us as well? I'd like to conclude by with 2 quick notes.

1, we've worked with a wide number of companies on this issue. And we note that Bank of America is a laggard, in this industry on this issue. Peers such as JPMorgan Chase, Goldman Sachs, Wells Fargo all disclosed significantly more than Bank of America is disclosing. And we encourage the Board to proactively catch up if I can say. The second point is that we do actively engage companies in our portfolio.

We think it's our responsibility as investors. We happen to hold $30,000,000 worth of investments in Bank of America. And Bank of America this year happens to be the only company that did not respond to any request for discussion on this issue, which is a grave disappointment to us. Small cap companies with much more slim communication strategies. We're much more active and Bank of America is very alone in not responding to any requests.

So we would encourage the Board as well to adopt a more constructive approach to shareholder communications. We think it could benefit the Board and benefit our company going forward as well. You very much for the support and we encourage to vote yes.

Speaker 4

Thank you, Mr. Drazel. The next proposal relates to proxy access and was submitted by Mr. John Harrington. Harrington.

Mr. Harrington is here to present his proposal. Mr. Harrington?

Speaker 7

Thank you, Mr. Chairman. Fellow share owners, my first Bank of America meeting was about 40 years ago in San Francisco in the Masonic Auditorium. My question, President Closet, as to why Bank of America was loaning money to the white minority government of South Africa and asked him if he didn't believe that it was immoral to support a party. He said that the bank policy was to lend money to any creditworthy customer, government or otherwise.

Since that time, unfortunately, the bank has made little headway in becoming a more ethical or moral financial institution. In 2008, our bank, along with other U. S. Financial institutions, were responsible for almost bringing down the entire global and U. S.

Economy based upon excessive materialistic self interest. Our government responded by bailing out the banks then adopting the Dodd Frank Act, which passed the ball to weak kneed regulators to carry the heavy load, because regulators and corporate lobbyists are pretty much the same people within the Beltway, thanks to the revolving door between regulators and the regulated, the SEC purposely wrote a bad proxy access rule that was overturned by the court. Thanks to the Chamber of Commerce, shareholders as owners or principals of this bank still have no ability to nominate our not only do you as Board members and fiduciaries fail to represent the diversity of our owners. Knowing that this corporate nomination process is a rigged system and a sham representing the same kind of electoral system as the old Soviet Union and present day Chinese Communist 1 party state, where you nominate yourselves and set your own pay, I thought I would write you an appropriate poem for this occasion. The name of the poem was Bank of America Too Big to Fail, Too Small to Stand, But Just Right to Crawl.

In 2,008, Secretary Paulson and the Treasury gave us a gift. And for this, there was no need to follow through. The government eventually gave us $125,000,000,000 saying that this would make us look like $1,000,000 For our management team, bought us countrywide, but nothing could turn the tide. We kept buying, however, this time Lynch for about $40,000,000,000 saying success was a cinch. He neglected to inform investors of pay as our pals willingly gave Lynch executives millions away.

Even Jed Rakoff was alarmed that our bank could get off so unharmed. Most elementary notions of justice and morality, but certainly our bank wasn't hindered by such formality. Oh, I shouldn't forget to say that we also gave $11,900,000,000 to pay for so called putbacks to Fannie Mae, not to mention prior settlement claims our bank did pay of $3,500,000,000 more to Fannie Mae. That all goes to prove since we bought the countrywide move, our $100,000,000,000 loss of value and stock illustrious Board has diluted our stock and remained totally in shock. As our stock has fallen 70%, so many of us must rent.

Perhaps it's time to consider Board representation and look at directors' presentation. They all appear to me but neglected to admit a necessary omission. Without a culture of duty, obligation and morality, how can a bank nomination and pay. Think it's about time that our directors get in line for as owners we can only advise. And I think it would be wise we at least use a precatory vote, an advisory vote and it's time I think we use it.

I quote. Thank you very much.

Speaker 4

Thank you, Mr. Harrington. The next proposal relates to the service on multiple boards of directors and was submitted by Kenneth Steiner. John Harrington is here to present the proposal. Mr.

Harrington?

Speaker 7

Lucky this morning to have me twice up. I mean, I can't believe it. It's such an honor for me. The proponent, Ken Steiner of Great Neck, New York, you see the resolve section in your proxy materials, so I will not repeat that. However, I have a short statement.

Adoption of this proposal would deter our directors hopefully from accepting further director assignment that would rob them of adequate time to deal with the complex and troubling problems of our company. Adoption would also deter our nomination committee from seeking new directors who would not have adequate time for effective oversight. You see many directors serve on many boards and they really don't have time to put up with a lot of the issues that they seem to have a problem with. This proposal would also be evaluated in the context of our company's overall corporate governance as reported in 2012. GMI ratings, the corporate library, independent investment research firm said our company has struggled, yes, that's surprising, for a long list of ongoing legal problems.

In recent years, our company completed a number of controversial acquisitions, paid out 1,000,000,000 in executive bonuses, accepted $35,000,000,000 in emergency funding from the U. S. Government. I think he's a little low on that one. And allowed our former CEO to walk away with 83,000,000 dollars in severance pay.

Come on, you guys, I mean $83,000,000 Jeez. Based on his examples of company's need to improve in corporate governance, please vote to protect shareholder value. Thank you, Mr. Chairman and members of the Board.

Speaker 4

Thank you, Mr. Harrington. The next proposal was submitted by Mr. Steven Johnson and Ms. Martha Thompson to release the political contributions.

Sally Thomas is here on behalf of the phone to present the proposal, Ms. Thomas.

Speaker 8

Good morning. I'm representing shareholders, Marni Thompson and Stephen Johnson of Greensboro, who are also members of Responsible Wealth. We are also submitting proposals that are similar to this or being presented to various groups by us and others this year at Target, Chevron, 3 ms, EQT and Exxon. As of 2012, a growing number of 64 companies had some type of explicit prohibition in place regarding political spending. We believe Bank of America wishes and intends to be a good corporate citizen.

And we believe the bank, because of its strong industry leadership, has a real opportunity to be a leader in the area of good governance and specifically in the area in the area of political giving. To date, however, Bank of America is lagging considerably in this regard. And the annual CPA Zicklin Index, which ranks companies within the S and P 100 to own 25 indicators related to political spending disclosure, policies, compliance and oversight, Bank of America received only 15 points out of a possible 100 points. The company's lack of accountability and particularly concerning in light of its high and growing level of involvement in politics. Since 2002, Bank of America's Political Action Committee and employees have given $16,840,000 to federal candidates for public office and there's additional information in the proxy.

This influx of corporate cash into elections since the Citizens United decision is deeply unpopular among the U. S. Public. In February of 2010, an ABC News poll found that 80% opposed Citizens United, noting, The bipartisan nature of these views is striking in these largely partisan times. And in 2012, The New York Times called Bank of America one of the most demonized corporations in America.

We believe that our proposal will help protect the company against the possible damage its reputation and to further negative publicity that could come from spending corporate funds to influence electoral politics. The bank's good name is its most important asset. As shareholders, we recognize that there are instances when the company does need to engage in public policy process. Our proposal does not seek to constrain the company's ability to lobby elected officials once they are elected on specific issues relevant to the company. Rather, this proposal seeks to address the use of company funds to influence the outcomes of elections, including referendum.

We believe Bank of America owes it to its shareholders and to the general public to undertake this study and strongly consider refraining from any political giving. We urge you to vote yes on proposal number 7. Thank you.

Speaker 4

Thank you, Ms. Thomas. The next proposal relates to mortgage servicing and was submitted by the Neighborhood Economic Development Advocacy Project. Josh Zinner is here on behalf of the proponent to present the proposal. Mr.

Zinner?

Speaker 9

Thank you. I'm Josh Zinner of NEDAP. We're we have a proposal that we're introducing that asks the company to the Board to do an independent audit to determine whether the company is violating fair housing and fair lending laws in the way that it's doing mortgage servicing. NEDAP is a Bank of America shareholder and we work with community groups in New York City on financial justice issues. We run a statewide coalition of 160 non profit groups called New Yorkers for Responsible Lending.

Many of the groups work directly with homeowners all over the state. As a shareholder, we are deeply concerned with the persistent and fundamental problems with Bank of America's servicing practices. This is especially problematic because Bank of America is the nation's 2nd largest mortgage servicer servicing $1,210,000,000,000 in home loans. With all due respect, Mr. Moynihan, we're here to tell you that the situation on the ground in communities with Bank of America's mortgage servicing is very, very different than how you're portraying it here to shareholders.

Advocates and homeowners all over the city, state and country are experiencing systematic problems with Bank of America servicing that is causing serious harm for families and communities. This especially given the size of Bank of America's servicing portfolio, this is having a huge impact on communities. The problems include interminable delays in processing loan modification applications and giving answers, repeatedly losing documents, wrongful denials of loan modifications, dual tracking and generally giving borrowers a runaround leading many to lose their home. The experience of many homeowners is a Kafkaesque experience in dealing with Bank of America's servicing, which often ends badly. And again, these reports are not just in New York, but nationally.

And this is from advocates, for homeowners on the ground who don't have a voice, the situation is far worse. Unfortunately, many of these abuses seem to be concentrated in communities of color, which raises great concerns about the impact of Bank of America's practices on these communities. This is particularly so due to the servicing portfolio of the countrywide loans many of which were problematic loans in communities of color. On Monday, the New York Attorney General announced that it was bringing an action against Bank of America for widespread violations of the national mortgage settlement announced last year. We have had reports from all over the country of wide violations of the settlement.

The action that the New York Attorney General is bringing is based hundreds of complaints that were filed from all over New York State about long delays in the process. And this is just one example of the legal exposure of the company due to its continuing failures in mortgage servicing. Under the settlements with state and federal regulators in 20122013 related to abuses by Bank of America and other banks in their mortgage servicing and foreclosure practices, Bank of America is supposed to provide principal reduction relief in a non discriminatory manner. Despite this, counselors and advocates working on the ground in communities of color in New York and around the country report seeing very few if any principal reduction modification by Bank of America in these communities. The National Fair Housing Alliance filed a case last year against Bank of America after an undercover investigation alleging a violation of fair housing laws in its handling of foreclosed properties, which brings me to the resolution at hand.

It's critical that the Board get an independent review to ensure that Bank of America is complying with fair lending laws in the way that it does mortgage servicing. This is particularly so given the widespread evidence that Bank of America's servicing and foreclosure practices continue to expose it to extraordinary risks. This includes legal risk of potential losses from claims that Bank of America's practices continue to harm Black and Latino communities disproportionately and the reputational risk that Bank of America faces as a result of these potentially discriminatory practices. I just need a minute to finish, Mr. Moynihan.

Thank you for taking it. It's critical that an independent review of fraud so that there's can't be

Speaker 4

Okay, sir. We gave you okay. Okay, sir. Thank you. Thank you.

Sure. We'll take that. Remind people stick to the timeframe because we've got a lot of people want to speak today and it's only fair to your colleagues to do that. Mr. William Barkley submitted a qualifying for proposal on climate change risk mitigation.

Mr. Ben Collins is here on behalf of the proponent to present the proposal. Mr. Collins?

Speaker 10

Thank you, and good morning. My name is Ben Collins. I'm a campaigner with the Rainforest Action Network. I represent William Barclay, a shareowner in Bank of America and move the floor proposal on climate change on his behalf. Our resolution requests that the Board of Directors report to shareholders on the greenhouse gas emissions associated with Bank of America's lending, investing and financing activities, also known as its finance emissions.

The resolution also asks the Board to disclose the bank's plans to reduce these emissions and its associated exposure to climate change risk. We are concerned that a lack of strategic response to climate change, undermining the bank's reputation, exposing shareowners to unnecessary risks and harming both the climate and human health. From a risk perspective, climate change brings looming regulatory and legislative uncertainty. Climate disruption meanwhile puts any property or industry with weather dependency at risk, including agriculture, forestry or any business in a flood zone or water scarce region. It will be critical for Bank of America to consider these new public policy uncertainties and extreme weather trends when evaluating risk.

As Superstorm Sandy and the flooding happening right now in Western North Carolina illustrates, climate disruption has put an end to weather as usual. The bank therefore cannot afford to continue with business as usual. In addition, the rationale for lending to carbon intensive clients such as companies in the coal industry depends upon the assumption that companies will continue to be able to emit greenhouse gas pollution for free. But according to a recent report by HSBC Bank, carbon constraints post 2020 could reduce valuations of coal assets by as much as 44%. If this analysis is correct, coal dependent companies will soon revenues necessary to service their debt obligations to Bank of America and other creditors, putting shareowners at risk.

It is time for the bank to address its climate risk on a comprehensive rather than sector by sector basis. Therefore, we ask the company to make a strategic review of climate change risk and the impact it will have on the bank's financing portfolio. We also request that the bank integrate these assessed risks into its business practices by committing to disclose and reduce its finance submissions. In short, we ask for evidence that the Board is addressing the imminent financial and environmental risks for the bank from climate change and taking action to mitigate them now before it is too late for shareowners, the climate and our communities. I have introduced this resolution using the language of risk and primarily to the concerns of the bank and its shareholders.

However, the bank faces not just a financial imperative to address climate change, but a moral imperative to do so. The environmental and public health costs of business as usual for the bank on climate are immense, and Barbara Gottlieb and Reverend Nancy Allison will speak to these concerns in their remarks. Thank you, Mr. Chairman, and I urge shareholders to vote yes on the floor proposal using the yellow ballot provided in your folders.

Speaker 4

Thank you, Mr. Collins. We're now going accept questions or comments on these 9 proposals only. And then we'll get to the general Q and A session. Right now, right now.

Okay. You don't need to form a line to ask questions, essentially raise your number card and we'll recognize the number of moves to the end of your aisle. 1 of our teammates will hold a microphone, state your name, the proposal of what you're going to speak And as I noted earlier, please limit your comments to 2 minutes. Again, Chaim is going to remind you that your time is up. At the conclusion of this question and answer session, we will announce the preliminary voting results include the formal business in about a half hour.

I then going to open after that the general Q and A for the whole rest of the session. With that, let's start with questions. I can see your hands up now and I know you have to leave at 11 So number 59, we'll start with you. He'll hold it for you. Just go ahead and speak.

We can hear you.

Speaker 8

My name is Judy Konik. I'm a shareholder in Bank of America. I started out as Suburban Bank and Trust back in the 40s. I am urging people to vote against any member of this Board of Directors including the Chairman. I have worked hard for many years saving and investing to be able to follow a tradition established by my parents to help family members when needed.

Your dishonest and misguided policies around Merrill Lynch have made that no longer possible. You have cost me close to $60,000 in loss dividend. You have cost me to liquidate major assets that would have gone to my family to help them when needed and cost me over $1,500,000 I can no longer make contributions to a 529 accounts for my great nieces and nephews, nor help with school expenses, tuition, medical expenses, camps, rents, etcetera. When one of my nephews bought a house a number of years ago, I was able to give them the money towards the down payment. How do you justify accepting any money in a bonus, yet pay 1,000,000 to settle misguided policies about Merrill Lynch.

If you remember last year, I made comments about the warlords of Washington settlement will a shareholder receive? What I'm trying to find out is will I receive $0.01 a share or less or even that a month from you? What are you prepared to do? I don't understand why you can accept the bonus and still keep putting your hands in our pockets and taking money out of our pockets. Why would you raise the dividend instead of so I would my question again is, how much per share will a shareholder receive?

If anything, when will that happen?

Speaker 4

Let me get the question. Gary, do you want to try to answer the question on this Merrill Securities litigation settlement in terms of what the payment is? I

Speaker 2

don't know the

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distribution will be devised and approved by the court and you'll receive communication on that. Is that relevant in your future? I don't want to put a number on it when I don't know the number.

Speaker 4

We can it's going to be dealt with in terms of the amount of money in the distribution, I think we can get what I was saying is Pierre will follow-up and get you a different. Ma'am, let's go to you've had your 2 minutes, we can come back to you. Number 94.

Speaker 12

Mr. Chairman, my name is Joe Baker. I'm from Southaven, Mississippi. My family and I hold about 14,000 shares of common and preferred stock. My wife and I just returned from Arkansas last week.

And by the way, the global warming resulted in been greatly overstated in terms of political statements passing for scientific evidence. We're invested in Bank of America because we need the dividend income for our retirement. And I have confidence in Bank of America leadership and where you and Ken Lewis have taken us. I would suggest strongly that we back away from financial commitments to poorly documented political causes like climate change. Thank you, sir.

Speaker 4

Okay. Other comments? Let's go over number 32 here.

Speaker 8

Nancy Ellet Allison, Pastor of Holy Covenant United Church of Christ here in Charlotte, North Carolina. I speak in reference to the floor resolution on greenhouse gas emissions. I'm grateful for the ways in which Bank of America has been a good corporate citizen to the city of Charlotte, making meaningful investments across social issues and throughout the community. You've stewarded your role here well. I join with many others to now invite you to be a good steward of all God's creation.

It is time to further your strategic responses to our life killing climate change and to set aggressive new emission reduction goals beyond your current 2015 goals. 5 years ago, BofA leadership created a policy statement of concern about mountaintop removal saying we will phase out financing of companies whose predominant method of extracting coal is through mountaintop removal. Yet in 2012, with over 3 $1,000,000,000 of coal investments, BofA is still the number one financer for companies who engage in the destruction of creation through mountaintop removal and the pollution of the earth through burning dirty coal. It is morally invites you to respond to this issue with the same urgency that you have used to fight your way out of economic crisis. The climate changes we are already experiencing snows in Arkansas in the spring, severe drought across America, flooding across the Catawba and catastrophic wreckage of our coast cost us money as well as lives, homes and hope.

This is an economic issue with moral implications for the leaders of Bank of America. Your slogan, connected. Life is best when our connections are just, sustainable and nourishing.

Speaker 4

Thank you. Other comments on the proposals. Remember that we'll have a general Q and A number 79 back in the left hand corner please.

Speaker 12

Thank you, Mr. Moynihan. My name is Kevin Stein. I'm with the California Reinvestment Coalition. I stand in support of the NEDAP resolution calling for a fair we At the same time, we remain concerned that servicing is not what it should be.

I think more work to be done is how you put it in your introductory remarks. In our latest survey of housing counselors in California, we find apparent violations of the national mortgage settlement by Bank of America and other banks. We're disappointed to see that dual track continues to be a problem with Bank of America and that in the first federal case of which we're aware looking at our brand new homeowner bill of rights, Bank of America appeared to be not in compliance with our state law on dual track. In our survey, we also know from counselors and legal service lawyers concerns with fair lending and in equal access to relief by Bank of America and other banks. In particular, disabled borrowers, report difficulty in getting accommodations keep their home and limited English proficient borrowers have no idea about communications they're receiving and difficulty in and difficulty in communicating with the bank to try and save their homes as well.

We heard a while back of counselors reporting consumers had Bank of America letters saying you're entitled to relief, but they couldn't understand the letters because they're in English. Bank of America agreed and we commend you for translating certain documents, but we think more needs to be done. In California, we have 7,000,000 limited English proficient borrowers, 2,000,000 of whom don't speak English or Spanish. So we're concerned that there's not equal access to relief. We urge you to support this important fair lending audit.

We urge you to translate documents and provide language capacity in the 5 biggest languages spoken in California. I'd like to leave you a copy of our latest survey and I'd like to invite you to come out.

Speaker 4

Okay. Sure. You can give the survey to the and they'll bring it up to thank you. Next, 266.

Speaker 8

Hi, good morning, Ms. Moynihan.

Speaker 13

My name is Barbara Gossave. I'm speaking in support of the climate the floor resolution on climate change. I want to thank the authors of this resolution. It's really urgent that Bank of America reduce the carbon footprint of the loans it makes, specifically its loans to the coal industry and coal fired utilities, because coal combustion is the largest single contributor to climate change. I'm the Director of Environment and Health for an organization called Physicians For Social Responsibility, a national organization of physicians, nurses, other health providers and public health professionals, working to address the greatest threats to human life and survival.

Climate change is one of those threats. I have with me a letter signed by 2,817 PSR members from across the country, including 58 from North Carolina, calling on the bank to take responsibility for its co loans and phase them out. Those loans threaten human health and ultimately survival. I'd like to mention briefly just 2 of the many, many health consequences that come from climate change. The first is heat waves.

Heat is actually the biggest killer among all the forms of extreme weather caused by climate change. Heat waves can cause heat stroke which causes symptoms of convulsions, coma and can lead to death. In the Chicago heat wave of 1999, 750 people died just in the city Chicago. We're likely to see more of these killer heat waves as climate change intensifies. Rising temperatures from climate change also increased ozone, the most widespread air pollutant in the United States.

It provokes asthma attacks and we're in the midst of an epidemic in this country. It aggravates lung diseases, scars lung tissue and can even affect the unborn slowing the development of the fetus in the womb and increasing rates of low birth rate babies. These are serious issues for Charlotte with your bad air quality and are worsened by burning coal. We encourage you to review your loans on coal, increase your portfolio of loans to clean safe renewable energy. It's only way we can live literally.

Speaker 4

Thank you. 374 right behind Fred.

Speaker 14

My name is David Hodgkins. I own 2,500 shares of Bank of America and I made the money by being stationed in Iraq and that's why I invested my money. The woman on the climate change, she is definitely wrong. More people die each year from cold than from heat, 50,000 in Europe last year. So I say Bank of America, you're better off keeping the loans going, keeping the economy going and that's what will get the 99% better.

Thanks.

Speaker 4

Next question. Next, 85 over here on the left.

Speaker 15

Hello, good morning. My name is Alexis Ivanishu. I'm here from NEDAP, an Economic Justice Resource and Advocacy Center in New York City. We're shareholders and I'm also representing FamilyShares in Bank of America. And I'd like to speak in support of resolutions 4 and 7, the lobbying disclosure resolution.

Now I think everyone in this room knows that risky derivatives led to new laws and new regulations that are intended to stop another crisis like that from occurring. Now recently, Bank of America has been in the news for lobbying the House Agricultural Committee around derivatives and for other lobbying around financial reform to weaken to undermine rules that were put in place in response to the bank's irresponsible and risky behavior undermines the public trust in the bank and also goes against our wishes as shareholders for the bank to engage in responsible behavior. Thank you. Thanks.

Speaker 4

Other questions or comments? 138 back in the center.

Speaker 16

Thank you. I have to apologize in the beginning this is not in verse. I thought that was a lovely presentation. I'm speaking in support of Resolution 8. I'm Alan Fisher, Executive Director of the California Reinvestment Coalition, a coalition of more than 300 nonprofit groups in California working around financial issues.

And I just wanted to follow my colleague Kevin with a couple other quick points about our survey which was with 84 counselors in Legal Services Group. But the good news is BofA is not the worst. Last year that's what the counselor said. So we're pleased that there's progress, however sort of left handed that might be. Just two quick things I think.

One is on timelines. As Attorney General Schneiderman has said, he's concerned about more than half of the counselors say that BofA is not meeting the deadline. Secondly, in terms of single point of contact almost half say that the person they talk with is not knowledgeable or accessible. And the other point that might be useful to you is that they also say that having just one

Speaker 17

person sometimes is problematic. A, they can't reach them. And

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if it's a person who decides they're not situations and they're up a creek without a paddle. I think this independent review is really needed. I see that consumer real estate loss has dropped by $13,000,000,000 last year. I think that that's really positive as a shareholder. I continue be concerned about the level of staffing and organization in terms of responding to these issues which have great reputational risk and legal costs.

And I also wanted to speak in favor propositions 47. Our experiences in Sacramento are that the Bank of America Lobby is really over the top in opposing anything that's to the benefit of neighborhoods, including the Homeowner Bill of Rights last year. So thank you for

Speaker 4

listening. Other questions or comments on the proposals? I don't see anymore. So I think now it's time to today's meetings. We're going to proceed to collect your ballot.

So the polls are about to close. If you have a ballot, please raise them up and we'll collect them from you.

Speaker 12

There's 2 more over here.

Speaker 4

Any more ballots? There's a couple way in the back. Any more ballots? The polls are now closed and this concludes the official business of today's meeting. The preliminary results of the voting are now available.

Lauren, would you please report the preliminary results of the vote?

Speaker 5

Our Inspector of Elections reports the following preliminary results. All of the management proposals received majority The advisory vote on executive compensation has been approved with approximately 93% of the votes cast in favor and the appointment to PricewaterhouseCoopers has been ratified.

Speaker 8

None of

Speaker 5

the stockholder proposals received the required majority support. Final results will be reported in an 8 ks filing with Securities and Exchange Commission within 4 days of today's meeting. Thank you.

Speaker 4

Thank you, Lauren, and thank you, everyone, for participating. With the announcement of these preliminary votes, there is no other business come before this meeting. So I'm going to entertain a motion to adjourn the meeting. All in favor of joining the official meeting, say aye. Aye.

Thank you for being here and thank you for your support. We've now adjourned official meeting and now we'll move to the general question and answer session. Now that we completed the business we're going to move this session but please remember the guidelines still apply and that the rules of conduct that you've been given in your materials still apply today. If you have personal financial matters about your personal accounts or someone else's personal accounts you're representing, I would ask you that you raise your hand and make sure we get and we'll get you to the customer service representatives right away to take care of that. You're going to have 2 minutes.

Remember 2 minutes, it'll show you on the screen. The chime will come on, the mic will cut off. You don't need to form a line, raise your cards, we'll call on you, go out to the center of your island when I call your number and our teammate will hold a microphone and we'll go through the questions. So let's start over here, number 55.

Speaker 18

Good morning. My name is Justin Danhof. I'm representing the National Center For Public Policy Research. We're a free market think tank and a company shareholder. Mr.

Moynihan, it's been reported that Bank of America decided not to renew its membership in the American Legislative Exchange Council that's known as ALEC in 2013 due to budget constraints. This decision was made after a concerted effort by radical organizations such as Color of Change, the Occupy Wall Street Movement and Greenpeace that sought to defund ALEC by intimidating its corporate members. Spreading propaganda and lies about ALEC's work, these organizations claim that ALEC's work to promote state level voter ID laws was somehow a racist attempt to suppress voters. They then used those faults to make continued corporate membership and ALEC uncomfortable. ALEC stopped working on voter ID months before you dropped your membership, but my organization has picked up the slack and we're not going to be silenced.

By the way, Voter ID laws enjoy wide public support, a majority of Republicans, Democrats, Independents, African Americans, Hispanics, young, old, men and women all support voter ID laws. When Bank of America worked with ALEC as a member of its Commerce, Insurance and Economic Development Task Force, it helped to advance freedom and prosperity for all Americans. By siding with the radicals, the color of change and occupy, you have given our company's corporate cloud to extremists to demonize conservatives and free market causes. First, can you explain how efforts to advance free market capitalism, an economic system that lifted more people out of poverty than any in world history was somehow chopped due to budget constraints, yet the company is committed to now $70,000,000,000 to provide financing for environmentally friendly projects? And would you give your rationale for deciding to award $100,000,000 in grants, I.

E. Free shareholder money to groups that promote avoiding fossil fuels in the name of fighting global warming even though the global warming theory scientists admit that no temperature increase has happened in the past 17 years? And can you provide a list of organizations that get that money? Thank you.

Speaker 4

I think in terms of the decisions we make, we make them in the best interest of all the communities we serve, customers and clients, what they need us to do, the teammates that work here, the shareholders and then the communities we serve. So we balance all that in everything we do. And you'll find that we're members of organizations, not members of other organizations based on that. So each one of those specific things we can follow-up with the specifics if we're if the team wants to do that. But from a general standpoint, make the decision based on all the criteria we

Speaker 19

should. 44? Good morning. My name is Amanda Starbuck and I'm with Rainforest Action Network and a shareholder of Bank of America. I'm here today along with others in this room because climate change is the single biggest environmental threat facing our planet.

We've already heard this morning about some of the headlines extreme weather last year, super storm Sandy and weather wildfires in the Rocky Mountains, the droughts in the Midwest. But let's also remember that impacts were felt everywhere. Last year, more than 69,000 local heat records were set. I heard your comment at the beginning about how proud you are of your multibillion dollar commitment to the environment.

Speaker 8

And I agree this is a priority. You have good people

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on your team who are working on these initiatives. But here's the problem. The scale of the

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the

Speaker 19

a leading underwriter of the U. S. Coal industry, which is the single largest source of U. S. Climate emissions.

And that means that the bank is actually underwriting the climate change that you are also trying to tackle. The bank must look at energy holistically, how we generate power and where our energy sources come from. 1 might say it's not the place of a bank to take a moral judgment on who we do business with. But when you already have an environmental commitment that is a false question.

Speaker 8

So the sad truth

Speaker 19

is that it's not possible for a bank to be both number 1 in addressing climate change and number 1 in financing the fossil fuel sector. These two goals are incompatible. So my question for you, Brian Moynihan and the Bank of America Board of Directors is which will you choose? Will you prioritize the rest of climate change and a safe world for future generations? Or will you choose to prioritize funding the coal industry and climate chaos?

Speaker 4

So I think, Amanda, you've heard the comments of the person just spoke before you. There's obviously a lot of public debate, public policy about this. All I can tell you is what we do and we make those decisions based on a rational view of what our customers and clients are doing in the various constituencies. To help you everyone understand what we do, I'd ask I'm going to ask Kathy Bissaint, who's the Head of our environmental effort in the company, talk about what we do inside our company and what we do externally to help in our minds to do the things we think we should do. So Kathy, why don't you explain what we do with the $70,000,000,000 initiative?

Speaker 21

If they can't hold it, I won't hold it. Thanks, Brian. A couple of things. First of all, we couldn't take more seriously our understanding of the importance of environmental sustainability and our commitment to supporting and moving new energy forward. We have a great record of doing that.

And as part of the completion of our $20,000,000,000 commitment, which by the we completed 4 years ahead of schedule in 2012. As part of that, we financed over $9,500,000,000 in energy efficiency projects and 6 point $8,000,000,000 in new energy, solar, wind, geothermal, sustainable forms of energy. So in terms of our role as a financier and advancing the capital markets to support new energy, leadership, I think, has been quite clear. The important parts of our new $50,000,000,000 commitment continue in that tradition. They focus on, of course, energy efficiency and new energy creation, but also on transportation and the role that it plays as well as on wind and or on water and waste, 2 new additional components of our focus.

We've supported that financing commitment also with a huge set of operational goals. We were the 1st bank to come out with a very aggressive goal in the reduction of our own greenhouse gas emissions, just as one example. We've already reduced those greenhouse gas emissions by 18%, doubling our original goal of 9%. We've added another 15% to that goal. So by the time we get to 2015, or hopefully sooner, we will have reduced our own greenhouse gas emissions by well over 30% from our base.

So whether it's our own operational activities, our commitment to finance the sector or our belief that energy sustainability is a huge and pressing issue, you won't find a more seriously minded set of people, a management team and Board dedicated to doing that.

Speaker 4

Thank you. Next question.

Speaker 17

373. My name is David Hayes and I attend the University of Tennessee. And as few of you may know, Mr. Chad Holiday also graduated from the same school for Sundance degree. So Mr.

Holiday, this time I'll direct this towards you. Last December, you returned back to campus to receive an honorary degree from UT. I'm sure once you set on campus, you started reminiscing about the good times you had and all the good people you met from across Tennessee and across Appalachia and across the S. And as you accepted your award from the Alma Mater, you must have been cognizant of the protest happening right outside the walls. And you must excuse me, the protests happening right outside the walls.

And you must have remembered me, a student who approached you minutes before you stepped on stage asking you to leave Bank of America to stop running the coal industry and more importantly stop running mountainside removal.

Speaker 22

Now Mr. Holiday, I would start

Speaker 17

you could be either one of 2 things. You could be part of

Speaker 11

the problem or part of

Speaker 17

the solution. To me to myself, 106 students in over 70 colleges across the nation, we believe that you are part of the problem right now. Why? Because we are aware of the things the coal industry and the coal and Mountain Tire Removal persist and we are excuse me, sorry, mouth face. And we are aware of all the harmful impacts of the coal industry.

And to your old classmates, your classmates who you might have had classmates who you are living in adornments with who live across the Appalachia and across the U. S. And stay aware of the negative impacts, they believe you yourself are part of the problem and also Bank of America is part of the problem. So no matter how many great responsible companies you finance, you will never make it right with the destruction to not only people's lives but to the environment. So my question is to Mr.

Holiday, Bank of America, how do you plan on becoming part of solution when you are part of the problem for so many lives in Appalachia?

Speaker 4

I think, sir, this is Mark, right? David, sorry. David, I think the complexity of the issue and how do you manage it when you're not directly involved in the process, our commitments, I think, speak themselves. And Chad and all the boards of directors, our governance committee hear how we work on these issues, how we balance the fact we have clients and customers, the fact that there's difference of opinions and different policies. And I won't have Kath to repeat it, but we just went through what our response is, what we do internally, what we do financing the change is that have to go on.

Innovation of that I think speaks for itself. And Chad is a leader in this field and I think he helps lead us as anybody else. Number 150 6 straight back.

Speaker 23

Bill Bell from Charlotte, North Carolina. I'd like to thank the management and the Board of Directors for the job you all are doing. This last year, we had an increase in the tax rate on dividends. They went up a third from 15% to 20%. And a lot of companies are just increasing their dividends to kind of cover that increase that you're having to pay to the government.

And I think that you all have done such a great job. And I think that you're limiting retirees and people that like to have dividend stocks. Wall Street today talks about the latest rally was because of dividends, high paying dividend stocks. And maybe I'm still remembering those days when you had 5%, which was those were pretty nice days. But I just think that when you're buying back your stock, which you all have done and everyone approves of, if you would balance buying the stock with increasing the dividend a slight bit each time that you can.

I think it will increase the price of the stock. And congratulations for the appreciation last year and I'd like to see it happen again this

Speaker 14

year. Thank you.

Speaker 4

That makes 2 of us, sir. We just thought it clear on dividends. We take that in account and as we go through the so called CCAR process for the next year, we'll have to take that in account. The Board will take that in account as we get there. We understand the issue.

It's not like minded people, including all the directors and others who own stock have a view they'd like to have both. But right now, the best course of action for our company was to buy the stock back at the price they're at and that's why you're seeing some response. Number 56.

Speaker 24

Hi, thank you for having me. My name is Rabbi Margie Klein and I am a rabbi in the Boston area. I'm here to talk about Bank of America's environmental responsibility. Last Friday, I preached at my synagogue the scriptural reading at the end of Leviticus, in which god says, the earth is mine, and you are only temporary residents with me. Destroy it, so that there will be nothing good left for us when it's our turn to take care of it?

I found this to be a heart breaking question. Looking out at this room, I'm sure all of us care about our children, and I'm sure that we all want to leave them a legacy of clean air and clean water and a stable climate. And yet, I'm also sure that it can feel very far away from here. I'm sure that all that can feel very far away from your choices today. Shouldn't these problems be solved by someone else?

Well, I think the answer is no. As Rabbi Joshua Heschel said, in a free society, some are guilty, but all are responsible. If we have the power to prevent harm, then we are responsible to do so. You as the shareholders of Bank of America have the opportunity and thus the responsibility to use your power to help create a sustainable future. I speak for me.

Let the life, Riley, speak for me. And when I come to the end of this road and I laid out my heavy

Speaker 4

Thank you, Rabbi. Number 380, let's just go.

Speaker 8

Hi. My name is Lorella Scarborough and I live in Southern West Virginia in a very heavy coal producing county. In 2009, bank executives from Bank of America visited Southern West Virginia and an active mountaintop removal site and they also did a flyover. They met with some local residents and listened to our stories, myself included. A month later, Bank of America released a policy, their policy on mountaintop removal, which reads, Bank of America is particularly phasing out whose predominant method of extracting coal is from mountaintop removal.

For those of us, while this that may sound great to people who don't live in a heavy coal producing area, for those of us who live at ground 0 for mountaintop removal, we knew when it was said that it wasn't worth the paper it was written on, it was worthless. And so today, mountaintop removal is still going on above my home, the home where I raised my children and it has not stopped. And I'm asking Bank of America, what have you done? What do you plan to do in order to stop the destruction in the community? There are 21 peer reviewed health studies that prove that living in the shadow of a mountaintop removal site is very detrimental to our health.

I want everyone in this room, all the shareholders and the executives to understand, we don't live where they mine coal, they mine coal where we live. And the destruction of our communities, our air and our water needs to stop. Bank of America is culpable in the destruction of the 2nd most biodiverse rainforest on the face of the planet. We need it to stop.

Speaker 4

Thank you for your comments. Next 374 Way in the back. The answer is we have the policies that are available on our websites and stuff and we adhere to. 374, ma'am, the client relationships. We wouldn't disclose yours and we're not going to disclose others.

Number 374.

Speaker 14

Hodgkin again. Yes. And like I said before, the best way for Bank of America to go forward is keep loans, get the 99% working or we have 10% real unemployment. Keep us working. But I would say, give us a dividend.

And if all these people want social causes, the best most effective way, Jim Cramer said, with the tobacco companies is invest in the company, take the dividends and stick those into your social causes. Thank you.

Speaker 4

Let's go back to the back number 379.

Speaker 22

Good morning, Mr. Moynihan and shareholders. My name is Ashish Fernandez from Greenpeace. I come from India, a country where coal was supposed to rescue 1,000,000 from grinding poverty. But decades of coal exploitation has done nothing to alleviate poverty in India or deliver cheap electricity to millions who still live in darkness.

What coal has done however is ruin the health of 1,000,000, destroyed forests, displaced 100 of 1,000 from their lands. BFA has invested in Coal India Limited, the world's largest coal miner responsible for egregious environmental and human rights abuses. The moral and ethical arguments against coal are many and incontestable and you've heard them here. But for those not moved by models and ethics, there are also very real financial risks that you should consider. Despite the height, there is significant doubt that India's extractable coal reserves will last more than 20 years more, even as what coal remains gets more expensive.

In contrast, the renewable sector is growing fast in India. Wind power is now cheaper than new coal. And within 5 years, solar photovoltaic will be as well. And this is from analysts like KPMG and PwC, not from Green Peace. There is also growing opposition to new coal projects.

That's from Greenpeace. These two factors pose a very real financial risk to the coal sector and all those who invest in it. The government is now planning to divest another 10% of its stake in Core India and BofA is rumored to be one of the potential underwriters just like you were in 2010. My question to you Mr. Moynihan is, will Bank of America bid to be an underwriter in the upcoming core India share sale?

And if so, how do you justify a continued involvement in a company with a record of environmental and human rights violations, especially given the real financial risks in the Indian coal sector?

Speaker 4

Thank you for your comment. Our team will take a look at that when they if they have a chance to or ask to look at it as part of our business. Number 41.

Speaker 25

Mr. Chairman, I'm Jim Plunkett from Portland, Oregon. In the Pacific Northwest, we face 5 proposed new coal export terminals. These terminals would increase global coal exports by 150,000,000 tons a year. The financing of these terminals is all directly related to the Bank of America.

If these are built, we're locking ourselves in to extreme climate change. I'm a climate activist. When I visit my elected representatives, they tell me they're surprised how many comments they get on climate and how often it's mentioned in their town halls. And I worry that our government isn't going to act soon enough to keep us from passing the tipping point for carbon in the atmosphere. I expect the bank's management has some sympathy with my view.

Last week, spokesperson, Brittany Sheehan, said that the bank followed the famous all of the above energy policy and then asked, does society really want financial institutions deciding what fuels are used? We need the Bank of America to help us get this country off fossil fuels, keep the coal in the ground. I'm lucky to have this opportunity to express myself and control. We'd like the bank to show you understand the urgency of our situation by not financing coal.

Speaker 4

Thank you for your comments. Let's go over here. 64.

Speaker 26

Good morning. My name is Shola Olatoyer and I'm actually not here to speak about climate change. I work for an organization called and moderate income are housing insecure. And Jim Rouse founded us 30 years ago to help ensure that everyone received a safe fit in affordable home. And Bank of America has been a critical partner in that work.

We have created over 300,000 units of housing across this country and you've been and Bank of America has been a critical investor, philanthropic supporter and thought partner in that work. I have the pleasure of running our New York office, our largest office where we build and preserve over 35,000 units of housing and manage about 20,000 units of those of that housing. And while the challenges of community development and housing have changed from the urban disinvestment of the 70s 80s to now serving the very low income people and particularly in our region rebuilding after Hurricane Sandy, Bank of America has been a continued partner through that. Right after the storm, our local Bank of America partners called us and asked what they could do. And I think that's an example of the kind of partnership that we've been had the pleasure to have over our relationship together.

Your resources have helped us rehab a 70 unit building in Coney Island that was greatly affected by the storm. You've helped us build a 75 unit building in Brooklyn, formerly homeless families. And so the sort of commitment to the critical needs of our community and those ever changing needs is something that value and continue and look forward to the continued partnership together.

Speaker 8

So thank you for the opportunity. Thank you.

Speaker 4

Thank you. And the management team has continued and the Board are committed to continue those efforts and I thank you for recognizing. Let's go to 100. You've got a nice voice, but still wait for the microphone. There's people out there in the web that are listening to you too.

Speaker 11

Good morning. My name is Wes Anderson. I'm from Waughview, Washington, beside of a bullish mega coal terminal. Firstly, let me say the BOA services all my commercial accounts and has for many years. My concerns as a business has been an investor for over 40 years are some disturbing projects BOA has as investments.

Investments need to be done with care. What are the risk factors? What are the histories of the parties involved? They need to prove their worthiness in order to have our monies to invest in their venture. Amber Energy in association with Arch Coal, Peabody and Kimber Morgan desire to mine and transport billions of U.

S. Coal to Asia. Some of these entities have a record of failure and losses, which have and little or no experience in the risky boom and bust of coal exports to Asia. In addition, there are human tolls to all of us, pulmonary disease, genetic mutations in children, 30 pets, these happen now. Coal power plants emit at least 1.6 tons of climate changing gases per ton of coal burn, the leading global warming contributor, harming our atmosphere, poisoning our oceans, rivers with mercury, lead and other heavy metals.

These projects will slow down the recovery in economies of the areas where export terminals are projected, blocking our commercial traffic, emergency services while destroying Northwest fisheries, increasing our health care costs, higher taxes for railroads and bridge improvements, disserving our community. A continuation of this counterproductive venture would demonstrate delivering indifference to shareholders' values. Coal is not new energy forward. My question is, will you commit to the environment include your commitment to environment include withdrawal of your investments in these coal to Asia projects even as it is with its existing customers. And Mr.

Monahan, I have a couple of documents I'd like to move to the floor if that would be okay.

Speaker 4

I'll just give them to our teammate there and help bring them up.

Speaker 11

Thank you so much.

Speaker 4

And we consider all our transactional work, which is lending, not I mean, if you keep using the word investing, we don't have equity investments anywhere. That's part of cleaning up the balance sheet. They all run through the same policy. So I can assure you that everything goes through the same viewpoint of who we do business with and why. Let's go to 65 over here.

Speaker 3

Good afternoon, Mr. Monahan. On behalf of the Urban League of Central Carolina and representing the National Urban League where President, Marc Morial serves, I want to first thank Bank of America for your partnership with us, especially throughout our country. Over 2,500,000 people are served directly through partnerships with organizations such as yours to provide individuals with education, workforce and entrepreneurship in Charlotte. The disparities that we see are still with us.

There's wealth gaps. We obviously see that there are issues in education, housing. And as I learn more and more today, climate change. But what I do see is a great opportunity for Bank of America and that is to really highlight more often your philanthropic work. To use a local example, Charles Bowman and his Bank of America team have invested in the Urban League of Central Carolinas right here in Charlotte.

And they were part of a group that invested close to $650,000 into our workforce And when they made that investment, we were able to train over 300 individuals who this past year earned $7,490,000 in salaries. That means that for every dollar you invested, dollars 11.50 went right back out into the community. And that's an investment to be proud of, especially since so many of these individuals were veterans, displaced workers, single parents and so forth. I think that these are the types of stories that need to be embedded more in your daily message and they should actually encourage others to give more. And I really do believe that your philanthropic

Speaker 4

Thank you. One of the things that I've grown to appreciate in ways that make me proud everywhere in the country. We have 100 Charles Bowmans across the country in markets doing this work Importantly, we have 260,000 teammates to do 1,000,000 plus, 1,500,000 volunteer hours a year. We're shooting to get 2,000,000 this year. And in all of the communities including here in Charlotte and around the country, it's very important that we do the things we do.

And we're proud of that. And I'm proud team for allowing people to take the time and do the right thing. 265.

Speaker 16

Thank you, Mr. Chairman. My name is Larry Shirley. I'm with the Nicholas Institute For Environmental Policy Solutions at Duke University. On behalf of Duke University, I want to thank you for supporting research for the identification of solutions to serious environmental problems, in particular climate change.

At Duke University, we partnered with the bank for the last 4 years looking for options that could be deployed to help tackle and reduce emissions in coal plants. These technologies and change. I want to commend the bank for its commitment to tackle pressing environmental challenges through such things as their environmental business initiative. The provision of financing for companies like one example is a company that is putting solar energy systems in 120,000 homes occupied primarily by military families, just as one example, providing financing for energy efficiency and affordable Finally, in a long career in energy, one of the things I've always found is if you want to look and see whether an organization is truly committed to reducing climate change and affecting energy efficiency, you look to what they're doing in their own house. And the bank's commitment to 30% reduction in its own carbon footprint and its progress to date in meeting that is exemplary.

And I applaud the bank for those efforts. Thank you.

Speaker 4

Thank you. All right. Let's go way back in the back, 46 way back in the corner.

Speaker 25

Thank you, Mr. President. My name is Thomas Wilkins. First, congratulations on your 11.06 percent Tier 1 capital ratio, 2nd highest among your peers.

Speaker 4

Thank you.

Speaker 25

I have a short question. Sure. Do I understand correctly that the 2013 capital analysis by the Federal Reserve Board restricts dividends for you but permits stock buybacks. And if this understanding is correct, what does Bank of America have to do to get Federal Reserve approval? Thank you.

Speaker 4

I think to say the word restricts probably has it a little bit juxtaposed. We go in and ask that as part of the capital submission, which is a submission that says assume you hit a stress situation worse than 2,008 effectively nearly the Great Depression without any warning can you return capital as if you went through that scenario. So you take the stress test, you reduce your capital by the stress test, you look at the forward couple of years earnings and then you make a calculation whether you can turn capital. This year we're able to return capital. When you ask when you make the calculation and ask for the capital, you have to say what are you going to do with the capital And we asked for share buybacks because we thought that was the best way to drive shareholder value.

When we get to next year, we'll again have the choice of what we asked for and then we have to get it of preferred redemptions and both of which we plan to do this year. Next year, we'll ask again. So it's not a restriction. It's sort of what we asked for. We are trying to balance the fact that our shares trade at discount to what we think the appropriate value is.

The fact that as one of your colleagues said earlier, we issued a lot more shares in the crisis than we had planned to have outstanding this time. And getting those shares back is important to help improve the returns for you as shareholders with a dividend question and we'll balance that again next year. The number one issue for us is to continue to get the recurring earnings stream back to the normal level that should be as we do that then I think we can look for a different balance in the future. Thank you. 118.

Speaker 8

Hi, and thank you. My name is Sarah Behnke and I live here in Charlotte on or in the Mount Island Lake community. I'm a mom and a cancer survivor. I can see the Riverbend coal fired power plant from my house. Thankfully Riverbend has just closed ending 84 years of toxic air pollution, but the water pollution continues.

3,200,000 cubic yards of coal ash sit on the shores of Mount Nile Lake, the drinking water for 860,000 people and probably the drinking water being consumed here today. This coal waste is contained in 2 unlined lagoons covering 71 acres held back by 80 foot high earthen dams. The same kind of dams that failed in Kingston, Tennessee and wiped homes off their foundations and dumped so much coal ash into the Clinch and Emery Rivers that 4 years and $1,000,000,000 later they still can't get it all cleaned up. Arsenic laden water flows directly from these ponds into Mountain Island Lake. Multiple studies from the Catawba Riverkeeper and Duke University show high levels of arsenic throughout the lake.

Arsenic is a known carcinogen. Recently leaks were discovered in

Speaker 17

the

Speaker 8

Charlotte. It's Bank of America's legacy too. You're able to profit from financing dirty energy, while people like me are left to bear the risk of living near millions of tons of toxic coal ash. Bank of America has a policy to consider the human rights and environmental impacts of its loans on local communities in developing countries. When will you extend this policy to address the impacts of your loans on people like me here in Charlotte?

Speaker 4

Thank you for comments and we'll take that into account. 173 in the back in the center?

Speaker 14

Thank you. I'm Rabbi Jonathan Freyrish from Temple Beth Bell here in Charlotte. A story for a change from the Talmud. An old man continued to plant a carob tree as crowds of people raced to welcome the Messiah. A scholar noticed the elder's efforts and stopped and asked him, good sir, carob trees take 70 years to bear edible fruit.

You'll never benefit from your work today. And the is here. Leave your fruitless task, literally, and come with us to celebrate the new world. The gentleman sat down his shovel and answered the young scholar. Maybe the messiah is here, maybe not.

I came into this world, there were carobs to eat. With or without the messiah, my great grandchildren should have carobs too. The scholar bowed his head in respect, nodded at the planter's wisdom and went along his way. In a world where considering what happens months or years in the future is countercultural because it goes past too many quarterly reports, I want a bank that looks to build a world that all of us can live in. Clients, investors, customers, we need livable communities without poison, water and air.

As a BofA customer and investor, I want our bank to be known as a visionary leader towards a world where that we can all share. We don't have to look 7 decades into the future to see the negative impact of coal extraction and usage. It's not a complicated question. Can any of us argue in good it is good financial or environmental thinking that investment in coal constitutes a good strategic plan? Should BofA not declare itself a leader and grab hold of a shareholder,

Speaker 4

over here. Actually, three eighty two right just around

Speaker 27

there. I'm Patricia Moore. This is my first time to speak at the Bank of America meeting. Thank you for your time. I've lived in Charlotte all my life, counting my grandchildren.

My family has been here for 5 generations. We're mostly hardworking, law abiding folks. I enjoy gardening, reading, time with family. I really don't want to be here today. But Bank of America is the number one funder of coal and you know the impact of coal.

We're suffering the worst air quality in the nation. Areas of our mountains look like the moon. Nothing grows. Water is undrinkable. People suffer dire health effects.

The Bank of America is the number one funder of coal. The size of these loans is small compared to the size of the bank. Bank of America can decide to stop funding coal tomorrow. And my question is, why the community leaders at the bank such as yourself decide to fund coal, which brings illness and sometimes even death to our communities and those who peacefully protest Bank of America's funding of coal are arrested.

Speaker 4

Ma'am, thank you for your comments. Next. Thank you for your comments. Next over here, up 240.

Speaker 28

Thank you, Brian. My name is Jim Knotts. I'm a combat veteran and I also have the privilege of leading an organization called Operation Homefront. We are a non profit partner of the bank and we provide emergency assistance to our service members and their families and also to our returning wounded heroes. I've had the privilege of learning about the bank and learning about the bank through how it does its business, but I also learned just as much about the organization by how it gives back.

And Bank of America has been a partner with us for more than 7 years, helping us to provide emergency assistance for the most basic of needs, rent, utilities and food for our military families. Bank of America has helped us provide transitional housing for our wounded heroes, so their families can be together during the recovery and as they make donation. The bank is committed to hiring veterans and their spouses. And the bank has even partnered with some companies that are installing solar panels on military housing

Speaker 17

housing

Speaker 28

a transitional housing operation in California and I was surrounded by a sea of red T shirts. And those are the Bank of America employees, many of them veterans themselves, who came out to help welcome home these wounded heroes. And I would just like to say thank you for the bank and its commitment, its partnership in helping our military service members and their families. Thank you.

Speaker 4

As many of you know, we've got work to do with the change in the strength of the military

Speaker 7

in terms

Speaker 4

of numbers of people. And I'm proud of what the team has done. Andrea Smith was recognized on behalf of our very important and I urge everyone to get involved and help here. Let's go to

Speaker 29

45. Hi, Brian. Bruce, sorry. I'm Bruce Marks, CEO of NACA. NACA is the largest housing counseling organization in the country.

Let's talk about the purchase program and relending going forward. So one thing I want to start out with, we have a $10,000,000,000 commitment from Bank of America, dollars 10,000,000,000 on one mortgage consider a right. So everybody who goes through that program because they don't consider the credit score and the interest rate today is 30 year fixed 3.25%, the best mortgage in America and it's stabilizing neighborhoods throughout the country. So we want to say thank you to Bank of America for that $10,000,000,000 commitment on the best mortgage in America. And also but the question is, Brian, what are your plans for lending to loan crisis reduces and people are looking to buy crisis reduces and people are looking to buy properties again.

And we're concerned about the new regulations that are going to make lending to low and moderate income people more difficult. And what is your opinion on that? And thank you for your commitment. Thank you, Bruce. Bruce, as you know, 6 weeks ago, I was

Speaker 4

with you and a bunch of your colleagues where I got to hold class at Harvard and got to tell you things for an hour, which was particularly after 25 years of working with Bruce, it was the first time I got to speak for a half hour, 45 minutes without being interrupted. But that's 100,000 mortgages units, numbers of people getting mortgages in the Q1, 30% still goes low and moderate income. Our commitment to that product set that segment is there. We do have to as I said that day and I'll say today and by the way everybody is aware of this. We do have to be careful that in the new regulations that keep a balance for the 1st homebuyers and other people.

And as I said before, we just got to keep that in balance. And I think you agree with that. I think other people agree that people have different views of what balance means, and we might have something different from you. But I think it's important that as people recover that we are able to actually get the homeownership in a balanced way, in a sustainable way. And that's the point that David Darnell made a few weeks ago.

Another one is housing we were sponsoring, try to get the debate going because the issue we've seen despite everything that we know is that we've got to make sure people can really stay in the home and keep the payments and that's the number one key thing. Let's go back to 42, way in the back.

Speaker 15

My name is Bonnie McKinley. I have invested much in this question. Complete Amtrak fare, 3.5 days on board in upright position, coach seating, all spent to ask you the following question. I come from Oregon, where we are placed in the middle of 5 coal terminal proposals. To our east, the Powder River Basin, the origin of the strip mine coal, if the plans of Arch and Peabody are realized, megatons of coal will roll through the open and forested lands of Montana, Idaho and Washington.

Mile and a half long trade of uncovered coal will emerge to parallel the Columbia River on route to proposed terminals in Oregon and Washington, monstrous ocean going ships will take that Powder River fuel to the coal fire plants of Asia. There we will supply energy hungry nations with all the pollution and carbon needed to further imperil our special planet. I bring you my question with the expectation that you honor it with deep attention and honesty. My question, how will you courageously, personally use your skills and unique position in the world to end Bank of America's financial involvement with Arch and Peabody Coal Companies. Life is better when we're connected is your slogan.

Life is really better when we realize we're connected to our fellow species, our atmosphere and our oceans?

Speaker 4

Thank you for investing your time and energy. I've got your question, I've got your point, and we'll take that into consideration. Thank you. Number 61.

Speaker 1

Good morning. My name is Edward Urie and my question pertains to Bank of America's funding of Peabody Energy. Peabody has partnered with SSA Marine to create infrastructure for coal export in the

Speaker 4

the

Speaker 1

1,000,000,000 tons of coal from the Powder River Basin to China at a rate of 48,000,000 tons per year through Gateway Pacific alone, which would require an average of 9 trains per day to meet this output, that's 18 crossing each way. I'd like to draw the attention of the shareholders to the fact that BofA has underwritten 100 of 1,000,000 of loans for Peabody in the last few years since the proposal of this project. This demonstrates severe lack of foresight and irresponsible lending practices and I'll tell you why. This project is enormously unpopular and there is massive organized resistance to it. 124,000 comments were submitted by the public requesting over 100 unique impacts to be assessed during the environmental impact scoping process.

The likely impacts of the project are devastating on every conceivable level to local economies, regional ecology, agriculture, human health and safety, as well as the aquatic ecosystem Puget Sound which our fishing industry depends on. It appears highly possible that permission to build a terminal will be denied. But if the project goes through, we can anticipate backlash from the millions of people and businesses situated along the railroad who will be aggravated every day by mile on trains. Be sure they'll be seeking a way to vent their frustration and they will know that Bank of America was complicit in this. And by the way, China has announced plans to cap their coal use by 20 15, which means that the demand Peabody expects could cease to exist.

Do you consider these factors to be risks or liabilities? And what will you do if the building permit for Gateway Pacific is denied? And would this outcome influence your future lending decisions?

Speaker 4

I will take all that in consideration. Let's is there another comments on a different topic that we want to make sure we get to. We're now moving to the 2 hours. Does there's any one have a comment other than climate change and other than and we'll get them all. I'm not saying that, but if

Speaker 17

you have other comments, let's diversify a little bit and

Speaker 4

we'll come back. 3.76.

Speaker 30

Hi, Mr. Moynihan. Thank you for taking my question. My name is Brent Edward, and I am, I guess, selfishly here representing myself. First a comment and then a question.

My comment, I sympathize with those people who depend on dividends for their retirement. And but I do applaud the Board's decision for 2013 to buy back preferred stock, which should add it seems like maybe about $0.01 a share of the net income per quarter and as well as buy back stock since it's under the right now it's under your net book value. So I applaud that decision at least for 2013.

Speaker 11

I think that adds shareholder value for all of us.

Speaker 30

My question is and I'm going to have to paraphrase because I don't remember exactly that it goes back a couple of years ago. You did an interview with interview with Magazine Financial Times, somebody. And you had mentioned that you felt that during more normal economic times,

Speaker 11

I believe is the phrase you used,

Speaker 30

Bank of America you thought could in the future earn approximately $30,000,000,000 $35,000,000,000 a year. My question is, do you still feel that way? And secondly, does normal economic times mean legacy issues behind us as well as a normal interest rate environment?

Speaker 4

But thank you. So a couple of things. 1 is you got a pretax post tax just to make sure. So the $35,000,000,000 was a pre tax number. But if you look at our Street estimates and look at them going out, as we normalize, we will earn closer to what we should earn.

And if you just look at the line of business we reported in the Q1, results show that we earned 1,300,000,000 or $1,800,000,000 or 1 $400,000,000 of the businesses. We're in $700,000,000 in the 4th business. And there are 2 units that lost $1,300,000,000 and about $700,000,000 Both those units are in the process of being completely rerun and all have to do with the legacy mortgage issues. The business called Crest, which is our home loans business, which is dominated by LAS, which is our legacy mortgage issues and our other, which was a litigation cost in the Q1. So as you think about that, you can see the earnings stream and the businesses that are ongoing businesses.

And our job is to bring that $1,300,000,000 loss and Crest to 0 and then deposit it. But first thing is let's get it to 0 and that's what we're busy working on. All right. Any other questions other than climate change? We'll get them all.

I just want to make sure that we okay, 383.

Speaker 8

Good morning. I'm June Blotnik, Director of Clean Air Carolina, a Charlotte based nonprofit working to reduce sources of pollution that impact air quality and damage human health. I'm here today to deliver a letter from medical advocates for Healthy Air, a statewide organization, which calls on Bank of America to phase out its lending to the coal industry and take the lead in financing the transition a low carbon economy. While we apply the positive benefits of your environmental initiatives, your loans to coal companies offset those benefits physicians, school nurses and others who provide health care to children and adults in our state impacted by coal generation. The side effects of your coal lending include an estimated 13,000 children born each year in North Carolina alone with neurological deficits caused by their mothers eating mercury contaminated fish during pregnancy.

The main source of mercury pollution is coal fired power plants. In 2010, North Carolina's electric sector ranked 8th in the country for industrial toxic air pollution, emitting more than £14,600,000 of those exposed to air pollution and an increase in premature death. North Carolina is home to 195,000 children who struggle with asthma. As

Speaker 4

309.

Speaker 15

Good morning. My name is Maran Sesahaya and I'll be a student at Davidson College in the fall. As a first generation charlatan American, I've seen firsthand how the terrible repercussions of your investments in the coal industry have played low income communities of color the hardest. Suffering the plight of respiratory diseases, uninsured and economically disadvantaged, these citizens deserve better. According to a 2012 report published by the National Association For the Advancement of Colored People, the 6,000,000 people living within 3 miles of the 3 78 plants across the United States have an average per capita income of $18,400 per year and 39 percent of them are people of color.

Even in nearby West Virginia, people have been silenced and marginalized for years for the sake of profit by way of mountaintop removal sites. In your campaign, you claim to donate generously as a leading corporate philanthropist to NGOs giving back to communities. But what good are these contributions if you fail to address your key role as a source to so many of these communities' problems, including increased foreclosures, bankruptcy and illnesses. As a bank that prides itself on convenience for its customers, please explain to me the convenience of cancer, asthma and other sicknesses on the Moynihan, you owe it to your customers, shareholders and those afflicted by your heinous investments and business practices divest from the coal industry. Thank you.

Speaker 4

Next question. 138.

Speaker 16

Alan Fisher, California Reinvestment Coalition shareholder. Thank you for allowing my question. My question comes from our concern about payday lending. In California more than 1,000,000 people are caught in these debt traps from the storefronts let alone Wells Fargo and U. S.

Bank. I think this is I know that you stopped financing 1 payday lender, but this is really about the others. I think this is an industry that's in trouble and is likely to go under the control of the currencies guidelines for bank payday lending. The Consumer Financial Protection Bureau's report that very clearly says how damaging Payday is. I think there's a financial risk to Bank of America if it continues to finance these.

So my question to you is do you plan to stop financing Payday lenders?

Speaker 4

I think you're speaking to the wrong people. We don't do it. Next question. 302.

Speaker 31

Thank you, Mr. Moynihan. My name is Professor Stephen Norris. I teach at Warren Wilson College in Asheville. I teach environmental justice, civil rights and nonviolence.

I have been looking around this room all morning seeing this slogan that says life's better when we're connected. Listening to the testimony and the questions of various people in the audience, I feel an incredible sense of Pat Moore, a little while ago mentioned how she attempts to get connections and which I have done too by allowing ourselves to be arrested confronting this bank. I have done it three times. But just to make sure that you think I don't play favorites, I've also been arrested at TD Bank, which is the largest financer of the Keystone XL pipeline. My question to you is how do we get the connections which your advertising says you are trying to create if the only way I can feel connected and feel like maybe I'll be listened to, maybe Rainforest Action Network will be listened to, maybe Greenpeace will be listened to, maybe some of the other environmental organizations that are present here and out in the country generally may get listened to is by being arrested.

It's a dramatic step to take. I have students who get arrested. I had one student who spent a month sitting in a tree a couple of summers ago on a mountaintop removal site to prevent that site from being blown up. That's the extremes to which people are having to go these in order to get the connection which you advertise is one of your primary values. Thank you.

Speaker 4

Just to be clear, I met with Rainforest representatives in California and Kathy was there in our offices last week. 57.

Speaker 20

Good morning. My name is Vanessa Green and I am from Boston, a home turf for you, Mr. Moynihan, and of course, for your bank. I'm here today to prompt Bank of America's Boston based leadership team to think critically about the current climate emergency and your personal responsibility as active influential members of Boston's social economic and political communities to propel and accelerate America's energy transition away from coal fired power and toward a low carbon renewable energy economy. Ultimately, your responsibility to stop and prevent the worst of the worst community quality of life impact.

Academic, medical, legal, financial and faith based prowess. I personally felt privileged on March 20, 2013 to be part of a delegation that delivered a letter to you, Mr. Moynihan, requesting your leadership on our climate and energy survival, signed by 50 of Boston's top minds concerned about and responding to our coal dependence. I want to emphasize their enthusiasm of these forward thinking folks around the intent of the letter and how very real expanding and response able the wealth of support and knowledge is in Boston available to your leadership team as you conduct finance emissions assessment and ramp up implementation of your sustainability initiatives. I urge you to recognize that exactly because you are in positions of unique and influence, you have a special responsibility to continuously strategize and problem solve around your coal energy financing and its destructive impacts.

I remind you that our climate emergency does currently demand your response in a way similar to how you would respond to a growing hole in a raft that you're in adrift at sea. You will drown unless you get creative and we are all in that raft with you counting on you as the clock ticks. So my question for you is beyond funding ad campaigns, academic and corporate talks and arts and cultural projects, how would bank strategically leveraging the wealth of knowledge available to them? And how can you escalate your demonstration of ingenuity and innovation as you problem solve your financial relationship with companies engaged in coal extraction, transport and burning?

Speaker 4

I think Kathy spoke to the $70,000,000,000 I think that's a fairly sizable commitment. And she'll be happy to talk to you afterwards and figure out how we can engage the team. 26 and they've already gone. If you've gone once, anybody not spoken yet that's out there? 375.

Speaker 32

You will hold it. Okay. Good morning. My name is Stephanie Pistello. I had some prepared remarks, but I'm just going to throw them aside because most of what I had to say has already been said by a lot of people.

First, I'd like to thank you as an artist for the bank's investment and support of so many wonderful programs. I guess my question is, at this point, aren't you all tired of hearing about us ask you over and over and over and over again to please stop investing in coal. I absolutely love and respect and thank you as a Kentuck as a semis generation Appalachian, as a granddaughter of a coal miner, as a cousin of a miner who is working right now for investing in renewables, for doubling down on that, for new opportunities, for a brighter future, for us to continue to be the leader in generating electricity in our country. But we are desperate for something new. We see the writing on the wall.

Coal is going to be gone. And in this life's better room, we're connected. Unfortunately, our connection right now is killing us. It is killing us. There are children dying every day living in proximity to these mountain top removal mines.

That's my beef, mountain top removal. Please, please, please, I beg of you, will you really, truly stop investing in supporting companies that practice this form of extraction for the sake of life and health. This flood is on your hands through these transactions. Please, will you, please, please will you stop supporting companies that practice mountaintop removal coal mining? Thank you.

Speaker 4

Let's see. Anybody else not spoken yet? 234.

Speaker 27

Good morning. This is not bruh It is serious. It's not enough to support business with no consideration of the detrimental effect that, that business has on the environment and the communities we call home. Your reputation and character has become tainted by your choice to enable and facilitate destruction of a national treasure, the Appalachian Mountains and its people. Let's face it, that includes the backyard of one of your former employees, literally.

I'm Kathy Selvidge, and I began my banking career at the Wise County National Bank located in far Southwest Virginia that your predecessors acquired are remain through Sovereign and Nation. And you continue to occupy the same space in Norton, Virginia located in a county where at least 35% of the entire land mass has been destroyed. While I know that corporations are not human, corporate decisions are made by people. Their shares Your stockholders might be willing to accept a little less profit and take the rest in the pride derived from the investment in the construction of an Appalachian community, not in its destruction. Would you be willing to ask them and reveal the results to the nation at large?

And lastly, I want to say that I invite everyone in this room to go to Google Earth, take a virtual tour of a Wyeth Henley, my home, and ask yourself this question. How would you like it if that happened to your home? And then decide what it is you need to do about it.

Speaker 7

Thank you. Thank you. 360. I'm Robert Stepp, a Private Individual Shareholder of Bank of America. And I'd like to ask you to business growth.

Some time ago, it seemed as though the bank decided that it wanted to separate itself from say investment banking and commercial banking because of the potential conflicts. But the bank still owns a major brokerage company. And 2 days ago, there was a settlement made, which was very much in the bank's favor with MDIC. Now they're an insurance company. Part of this settlement gave the Bank of America the right to acquire, I think, around 4.5% to 5% of the company.

So could you please just bring us back to the bank and its future and the views that the MBIA.

Speaker 17

That was

Speaker 6

a Let

Speaker 4

me hit the technical question about the MBIA. That was a complete financial matter that was part of the negotiation of the process. Should not think that that's a strategic holding in our company, as is all the equity holdings that we've been building from $60,000,000,000 a few years ago and liquidating over time as part of the way we generate our capital. Now let's talk about growth. Where does growth come from in the context of the United States where 80% of our business is in the context outside the United States?

Inside the United States, our best opportunities for growth are to supply 4 or 5 key products to people. The core banking accounts, debit cards, credit cards, home finance and car loans. And our job is just to do that and do that and do that. And you can see the growth coming. So you can see our residential mortgage production grew by 57% Q1 of 2012 to Q1 of 2013.

You can see our loans to small businesses, which we hit on that segment grew dramatically. When you go to companies, it's the same thing. It's their how they lend to support the higher people, deploy people and everything else. It's how they what we call cash management, which is move their accounts payable and receivable around for them and ultimately it's capital markets, M and A advice and things like that. So it's an integrated business for each of our segments.

Our core growth strategy is to drive penetration of products that we've only bought in the fold across that platform and just keep doing it and doing it and doing it and you're seeing that happen across the platform. That will provide superior returns because there's better economics for you as shareholders. And then we'll build capital and give it back to you in terms of dividends and stock buybacks over time. It's a fairly straightforward method. 269.

Speaker 8

Hello. My name is Camilla Bustos, and I'm an undergraduate at Brown University. I'm here representing the Brown Debit School Campaign, which is calling on the university to divest its investments for the 15 largest mining and burning coal companies in the United States. We believe that our endowment should reflect our commitment sustainability and social justice and that we should not be invested in an industry as outdated and destructive as coal. The campaign which you will hear about in the May Corporation meeting, has collected over 3,200 petitions from students, professors, alum, staff members.

We count with the support of Senator Sheldon White house and have received media coverage from NPR, BuzzFeed, Forbes Magazine, The Guardian and the and Globe. We're part of a national movement of over 300 college campuses that are taking a stand against climate change and want to reduce the climate footprint of our investments. As students, and personally as an environmental science student, we know that connection between carbon dioxide emissions and global climate change is undeniable public health impacts displacement of climate refugees due to rising sea levels and intensification of extreme weather events. Apathy towards an issue of this urgency is irresponsible and highly immoral. So today, Mr.

Martin, I want to ask you not only as Bank of America CEO, but also Brown alum. Given that our generation, my generation is increasingly about climate change and the urgency to address this issue, how do you expect the bank to recruit talented graduates who are interested to work in a bank whose policies are more consistent ethically and less involved in financing coal.

Speaker 4

Well, I'm well aware of your efforts and President Paxson sent out the notices and we'll I understand we'll get briefed at it at the May Board meeting. So I'm not exactly familiar with it. You're going to a great school. You take advantage of it and you are. And so I'll take a look at that when we see it.

But I think we've recruited Brown and we've done had a great recruiting there this year and have a number of students come to work for us and we'll continue to do that. 33.

Speaker 33

My name is Ali Wilton and I am a 2nd year student at Harvard. I'm 20 years old

Speaker 4

That's not as good a school as Brownie.

Speaker 11

Should have expected

Speaker 33

that. We got you

Speaker 4

2 to 1 here, so you don't

Speaker 33

Okay. I'm 20 years old and my future like that of every other young person will likely be defined just by global warming? Am I going to inherit a stable planet like that which your parents left to you? Or am I going to inherit an economy crippled by climate disaster and an agricultural system collapsing from drought and weather disruption? Our society has to make that decision through our actions over the decade, but I'm too young to ever get the chance to be the decision maker.

That responsibility belongs to your generation. That responsibility belongs to you and your bank. Right now, I fear that your company is making the wrong choices in the energy markets. While I appreciate the new attention directed towards renewables, Bank of America is providing exceptional funding more than any other American bank to the coal industry. By sustaining mountaintop removal coal mining and extending the lifetimes of existing coal fired power plants, Bank of America is facilitating the extraction and combustion of coal that science clearly indicates must be kept in the ground.

I am here to tell you that Harvard students are tremendously concerned about climate change and the coal industry's abuse of human rights. And we do not want to work for companies like Bank of America that are funding our disruption. We and students at 80 other universities have pledged to disrupt your recruitment sessions on our campuses until you stop financing the coal industry.

Speaker 8

So what can you how can you guarantee to

Speaker 33

young people like me that working for Bank of America will no longer worsen the climate crisis?

Speaker 4

Thank you for your comments. Again, we continue to recruit your university and we welcome the comments. And as I said, the team will consider them in terms of what we do going forward. It is a great school, just all kidding aside to put that. That looks like we've got one more, maybe 2 more.

342.

Speaker 8

Hello. My name is Carly Deatherage and I'm a resident of Bellingham, Washington. I've lived in the Pacific Northwest all of my life and proudly call it home. The Puget Sound in particular boasts of spectacular views framed by mountain ranges on both the east and the west for over 100 miles. Additionally, the sound is full of economically valuable and sensitive resources such as salmon.

North America's largest coal export terminal, Gateway Pacific, is proposed to be built at Cherry Point, a few miles north of my home in Bellingham. Not only was the terminal completely tarnish the Puget Sound, but it will also negatively impact the world's climate. The coal to be exported from Cherry Point will be extracted and transported via open railcars from the Powder River Basin in Wyoming and Montana. Peabody Energy, financed by Bank of America, of America, is the company behind the coal operations. The total coal reserves in the Powder River Basin, if burned, will contribute to 1% percent of the world's carbon budget.

Now 1% may seem like nothing, but this one project will single handedly the intensity of climate change. Mr. Moynihan, how do you rationalize financing companies like Peabody Energy when only one of their activities contributes to 1% of the carbon budget? Do you not believe in the carbon budget's role in climate change? Or are you

Speaker 17

ignoring the entire problem for short term gain? Thank you

Speaker 8

very much. Thank you.

Speaker 4

One last comment. Here, one last comment. 2.40 2.49.

Speaker 27

I have a couple of questions. My name is Brenda Cochran Wilson. And on the coal thing, I was listening to everybody talk. And I was thinking that now that they found a cure for AIDS, maybe the money that has been going to that could go to clean, cold research

Speaker 19

and make

Speaker 27

a difference? My second question is, can I talk to someone about my finances before I leave?

Speaker 4

Sure. I think we're done. And so we will make sure that one of our teammates come back there and the customer service representatives are in back and they'll take care of you right away. Okay? Thank you.

All right. Thank you everyone for your time and attention. I now on behalf of Chad Holliday, our Chairman of the Board, the rest of our Board of Directors, thank you for your time and thank you for attending the meeting. We look forward to seeing you next year.

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