Dissident shareholder's proposals 'soundly' defeated at LNB Bancorp special meeting

By Lisa Kerner

Charlotte, N.C., March 28 - LNB Bancorp, Inc. said its shareholders "soundly defeated" Shareholders for a Better Bank's (SBB) six proposals at a special meeting called by the dissident shareholder on March 18.

Not including the shares voted by SBB (formerly referred to as AMG Investments, LLC) and its minority shareholder group, five of the six proposals received less than 11% of shareholder votes in favor of the proposals, a company news release stated.

The proposal to declassify the board of directors and to require each director to be elected annually received less than 17% of shareholder votes in favor of the proposal. A favorable vote of 75% of LNB shares was needed in order for the proposal to be approved.

"The board of directors and management of LNB Bancorp believe the shareholders have spoken loud and clear by soundly rejecting each of the proposals offered by this dissident group of shareholders," LNB president and chief executive officer Daniel E. Klimas said in the release.

"LNB honored SBB's request for the special meeting on March 18 to consider proposals despite our strong belief that these proposals were not in the best interests of our shareholders," Klimas added.

Klimas chastised SBB for causing LNB to spend time responding to SBB's "requests, accusations and innuendoes."

According to LNB, SBB is continuing a series of legal, regulatory and personal attacks on LNB, its management and its board. LNB expressed confidence that the "baseless and irresponsible" attacks will be rejected by the court.

On Feb. 22, AMG Investments said LNB's proxy statement filed on Feb. 5 "attempted to re-word, limit and bar AMG's proposals as written in its solicitation statement and preliminary proxy statement."

As a result, AMG filed its own notice of the special meeting including the proposals outlined in its solicitation and preliminary proxy statements, it was previously reported.

LNB is the holding company for the Lorain National Bank in Lorain, Ohio.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.