A Manhattan federal judge refused to dismiss shareholder lawsuits against Bank of America Corp and various executives and directors over the purchase of Merrill Lynch & Co. during the 2008 financial crisis and disclosures about Merrill’s losses and bonus payouts.
U.S. District Judge P. Kevin Castel issued his 140-page ruling late Friday afternoon. Nine days earlier, the largest U.S. bank and former Chief Executive Kenneth Lewis denied civil fraud charges made in a separate lawsuit by New York Attorney General Andrew Cuomo over the merger.
Bank of America spokeswoman Shirley Norton said the Charlotte, North Carolina-based lender was reviewing the ruling. Lawyers for bank shareholders in the lawsuits did not immediately return calls seeking comment.
Lewis had been hailed for saving Merrill from possible collapse when he agreed to buy it on Sept. 15, 2008, the same day Lehman Brothers Holdings Inc. went bankrupt.
But problems at Merrill later forced Bank of America to get a second infusion of federal bailout money.
The bank was also criticized for not disclosing Merrill’s soaring losses in a timely manner and for letting Merrill pay $3.6 billion of bonuses at the time. Merrill’s losses reached $15.84 billion in the fourth quarter of 2008.
Some of the claims Castel declined to dismiss related to alleged material misstatements over Merrill’s bonuses and the scope of Merrill’s losses. Another claim related to whether the bank intentionally hid an agreement with regulators to obtain bailout money.
He dismissed claims over whether the bank should have conducted better due diligence, and should have revealed why it considered invoking a contractual clause to back out of the merger.
Bank of America earlier this year settled a U.S. Securities and Exchange Commission civil fraud case over the merger.
In a separate 45-page ruling, the judge dismissed a lawsuit by Bank of America employees over losses in retirement plans, where the bank’s stock was an investment option.
Shares of Bank of America traded at $33.74 just before the Merrill merger, but fell as low as $2.53 in February 2009, little more than five months later. They closed Friday up 17 cents at $12.64 on the New York Stock Exchange.
The case is In re: Bank of America Corp Securities, Derivative and Employee Retirement Income Security Act (ERISA) Litigation, U.S. District Court, Southern District of New York, No. 09-2058.
(Reporting by Jonathan Stempel in New York, editing by Matthew Lewis, Gary Hill)
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